September 2000

1. September 2000 Presentation to Audax Group WACHOVIA SECURITIES, INC. Strictly Confidential

2. Agenda I. Executive Summary II. Management Introductions III. The Company IV. Organization & Ownership Structure V. Financial Overview

3. iviewit…The Sights and Sounds of the Internet Imaging Link Audio Link Video Link

4. iviewit Executive Summary • High-definition images with “scan, pan, and zoom” capabilities • High-fidelity audio streams • Superior video quality Developer and provider of proprietary, advanced digital imaging and video/audio streaming technologies -- at all bandwidths -- over the Internet, NOW

5. iviewit Executive Summary • Focused intellectual property strategy • 6 patent pending applications filed in U.S. and abroad • 1 remaining patent application to be filed • Versatile technology applications and comprehensive revenue model • Platform agnostic imaging and video technologies • Process, store, host, distribute, and archive digital media…end-to-end strategy • Service and licensing revenue model • Rapid customer validation • 17 customers since May 2000 product launch • High profile customers with significant market presence • Poised for rapid growth • Seeking $15 to $25 million of growth capital

6. Management Introductions • Brian Utley, President • Former VP and GM of IBM Boca Raton (6,000 professionals) • Developed and managed the world-wide launch of AS400 and the PC • Eliot Bernstein, Founder and Executive Vice President • Former President of West Coast Division for SB Lexington • 15 years creating and developing multi-media marketing tools • Michael Reale, Vice President of Operations • Former COO of Boca Research • President of MGV Manufacturing Corp • SVP for SCI Systems responsible for 7 worldwide operations • Director of IBM PC Manufacturing

7. Management Introductions • Raymond Hersh, Interim Chief Financial Officer • Co-Founder & CEO of New Medical Concepts • 9 years as an investment banker for NYSE member firms • Branch Chief for SEC in New York City • James Armstrong, Vice President of Sales and Marketing • Former Owner and Principal of The Armstrong Group • National Sales Manager for Prudential Securities Life Agency • Kevin Lockwood, Vice President of Sales and Business Development • Former EVP of Cylex Systems • National Sales Manager for Acer America • Managed launch of Fujitsu PC in the U.S. • Guy Iantoni, Director of Sales and Marketing • 10 years of sales and marketing experience with Eli Lilly, MSDW, Fidelity

8. Company Milestones May1999 Real3D Technology Audit May 2000 Secured 1st customer Hollywood.com September 1999 Raised $500M from Huizenga Holdings March 1999 Filed 1st Provisional Patent March 2000 Filed 1st non-provisional international patent August 1999 Hired President March1999 Confirmed feasibility of full-screen, full frame rate video September 1999 Launched website May 2000 Hired VP of Operations June1999 Incorporated iviewit and raised seed capital February 2000 Raised $1MM from Crossbow/Alpine Ventures June 2000 Launched imaging and video products at ShowBiz Expo in LA

9. Intellectual Property Strategy • Ensure protection of IP assets by filing timely applications • Utilize nationally recognized IP counsel to ensure maximum protection • Kenneth Rubenstein, Proskauer Rose, LLP • William Dick, Special Advisor to Foley & Lardner, LLP • Doug Boehm, Patent Counsel at Foley & Lardner, LLP • Establish market precedence through licensing of trade secrets and know-how

10. Patent Milestones March 1999 First Provisional Imaging Filing June 1999 First Provisional Video Filing August - December 1999 10 Additional Provisional Filings March 2000 First Non-Provisional Imaging Filing June 2000 4 Non-Provisional Video Filings August 2000 1 Non-Provisional Imaging Filing TBD 1 Non-Provisional Imaging Filing

11. iviewit Imaging Process Significant advantages include: • Photo-quality Internet images • Resistance to pixelation even at 30+:1 magnification • Full-screen and panoramic viewing up to 360 o • Consistent quality regardless of the end-user’s Internet connection • File sizes of 30Kb to 700Kb for full panorama iviewit’s imaging process is an enabling technology which creates an unparalleled, content-rich, viewing experience.

12. Viewing vwh Window vww Iviewit Imaging Process Source Image = si Aspect Ratio = siw / sih = sir (width of the image divided by the height of the image, in inches) The Viewing Window is the window, defined in pixels, within which is to be displayed the virtual image, scaled to fit. Viewing Window = vw Viewing Window Aspect Ratio = vww / vwh = vwr Viewing Window width in pixels = vww Viewing Window height in pixels = vwh

13. Viewing Image vwh vih sir < vwr viw vww Viewing vih vwh Image sir > vwr vww viw Iviewit Imaging Process To fit the Source Image to the Viewing Window : Compare the Source Image Aspect Ratio to the Viewing Window Aspect Ratio: if sir < vwr then Viewing Image height (vih) =vwh Viewing Image width (viw) = vih * sir if sir >, = vwr then Viewing Image width (viw) = vww Viewing Image height (vih) = viw / sir

14. Virtual Image vih vih Viewing Image virtih viw virtiw Iviewit Imaging Process The Maximum Magnification Factor is defined as the ratio of the Virtual Image area to the Viewing Image area. This ratio will determine the amount of zoom available without causing the image to distort due to fewer pixels in the image being displayed than available in the Viewing Window. Maximum Magnification Factor = mmf Viewing Image area = viw x vih = via Virtual Image area = virtiw x virtih = via x mmf = virtia To obtain the Virtual Image width and height: virtiw = virtia * sir virtih = virtiw / sir

15. Virtual Image Viewing vwh virti Window vww virtiw Iviewit Imaging Process A zoom to the maximum level will be shown in the Viewing Window as shown below. By panning the Viewing Window, every portion of the Virtual Image may be viewed from each level of zooming.

16. Picture size: Full-screen objective Frame rate: 30 frames/sec Motion artifacts: Fluid motion; minimum artifacts Brightness: Adequate gamma correction Color: Fidelity (minimum wash-out) Audio quality: Lack of muddiness; stereo imaging Audio sync: Audio video tracking File size: Minimum for a given quality level Video Quality Parameters At any given bandwidth, video quality is dependent upon all the following parameters being optimized:

17. iviewit Video Process • Industry practice has been limited to 160 x 120 and 240 x 180 frame size in order to achieve acceptable video quality. • Iviewit developed a process through which it has greatly expanded the industry standard for video quality. This process: • is based upon a consistently applied frame size of 320 x 240 throughout the digitizing and encoding process and • delivers to the encoding step a pre-processed file which increases the efficiency of the encoding step by maintaining the integrity of all source parameters. • As a result of this process, iviewit is able to deliver consistently superior video product in full-screen. • iviewit is continuing to develop pre-processing techniques that will further enhance video quality.

18. iviewit vs. Industry Comparison

19. Business Strategy • Become a leading, end-to-end solutions provider • Partner with selected customers and technology leaders • Hire high-impact CEO from the media/entertainment industry • Hire CTO, CFO, and marketing executive • Build recurring licensing and service revenues • Provide superior service through product innovations • Expand IP base through R&D and/or acquisitions • Bring on strategic industry investors

20. Marketing Strategy • Target high profile content owners and distributors • Co-brand with famous celebrities and entertainers • Initial target markets include: • Advertising / e-Commerce • Auction and Collectibles • Entertainment: Film and Music • e-Learning and Distance Learning • Healthcare • Hotel and Resorts • Luxury Items • Modeling • Sports • National print media campaign targeting corporate decision-makers • National B2B public relations campaign • Target market trade show presence • Establish regional offices in CA, NY, and IL

21. Current clients include: Alanis Morissette Broadway.com Ellen DeGeneres Gear Magazine (Guccione Media) Hollywood.com Hyatt Hotels & Resorts Virtual Education Z.com High-probability prospects include: Broadband Services Corp. Dovebid/DSI Greg Manning Auctions MTV/Viacom SDI-Media Universal Studios Versifi Warner Brothers Current Customer List Signed 17 clients in 4 months following the May 2000 product launch In addition, iviewit is in high-level discussions with 25 other potential clients

22. B2B & B2C Greg Manning Auctions Entertainment Atlas Entertainment Healthcare Medical Online Hosting Exodus Digital Island Burst.com * OEM / Resellers Versifi * Virage * Cura Group SDI-Media * Production Services Documentation Services Int’l Five Star Productions * Technology Partners Burst.com * Virage * Strategic Partners * Pending

23. 4Q 2000 1Q - 2Q 2001 3Q - 4Q 2001 Secure growth capital Establish Los Angeles office Hire CEO Hire SVP of Sales/Marketing Hire CTO and CFO Launch branding campaign Establish Chicago and NYC office Close 1st technology license Introduce technology enhancements Establish Dallas office Reach annualized sales runrate of $7.2MM Target Milestones

24. Organization Structure • Privately held, Delaware C-Corporation • Headquartered in southeast Florida • 19 employees

25. Simon Bernstein (Chairman Emeritus) Brian Utley Eliot Bernstein Ken Anderson MyCFO Partner, Arthur Andersen Private Client Services Director of Schaeffer Autosimulation Maurice Buchsbaum CEO of Emerald Capital Partners Drexel Burnham Kidder Peabody JW Genesis Donald Kane President of GDI, holding company of 4 B2B companies Managing Director at Goldman Sachs Vice Chairman of Sagence Systems Director of Versifi, Ergo Systems, and Kellogg Graduate School of Mgmt. Gerald Lewin CPA and Senior Partner of Goldstein Lewin & Co. Hank Powell MD of Crossbow Ventures Senior Technology Analyst of Southeast Research Partners McKinsey & Co. and J.P. Morgan Board of Directors

26. Eric Chen President of Emerald Capital Partners Investment banking background Furman Selz Hambrecht & Quist Fechtor Detwiler Southeast Research Partners Alan Epstein Partner of Armstrong Hirsch Jackoway Tyerman & Wertheimer Kenneth Rubenstein Partner and patent attorney at Proskauer Rose, LLP MPEG-2 patent pool member Legal staff at Bell Labs Christopher Wheeler Partner at Proskauer Rose, LLP Advisory Board

27. Major Shareholders

28. Financing History

29. Use of Proceeds Assumes a 16-18 month period

30. The Sights and Sounds of the Internet

31. Income Statement (ending Dec. 31)

32. 2001 Video Revenues

33. 2001 Imaging Revenues

34. Imaging Revenues by Quarter

35. Video Revenues by Quarter

36. Revenues by Quarter

37. Cash Flow Statement

38. Balance Sheet