From:                              Eliot I. Bernstein [eliot@iviewit.com]

Sent:                               Sunday, January 27, 2002 9:11 AM

Subject:                          I View It Shareholder Letter

Attachments:                 20011217ShareholderLetter.doc; 2002 01 02 I View It BusinessPlan Shareholder Copy.doc

 

Importance:                   High

Sensitivity:                     Confidential

 

  
Sunday, January 27, 2002

Dear Shareholders,

Having survived the technology market crash and slowing economy, having survived our funding source (Crossbow) at the limits, for the time being, of what they can fund one company, we are now entering a very critical phase in which we could lose our patent assets to a secured lender for the unpaid interest on an $800,000 loan. Our counsel has estimated 6 months to one year before we get a final word on the Intellectual Property. We have assembled a stellar team to manage the Company from this point forward and I am confident they will be able to secure a Series B round to finance the Company through the stage of patent approval and beyond.

We have added to our team P. Stephen Lamont (CEO), Chuck Brunelas (VP of Business Development, Motion Pictures) and Kevin Lockwood (Vice President of Sales and Business Development, OEM's). Additionally, we have added Greg Thagard and David Colter to our Advisory Board. The business model has been changed to reflect a more cost effective, streamlined, and scaleable licensing strategy that will prevail upon patent approval into the media and OEM markets; these new executives have documentable, startup to exit experience in licensing business models.

For present shareholders, the disadvantage to not raising enough capital to survive the patent process, which Crossbow has continued to fund, is that we will soon face options that will decrease your holdings or in some instances erase those holdings. I have personally contributed my life to see us prosper from the technologies and see you all get a return for your contributions. These technologies already are having impact on areas such as education, medical uses, software/hardware applications and we are poised to begin monetizing them for 20 years if we can hold on here, for a single patent approval.

Below is a minimum budget that would fund the company over 6 months:

Staff Expense

113,100

Travel

41,600

Accrued Interest - through 1/31/02

29,900

Interest Expense -- Secured Note

39,420

Phone/Website/Svr Mtn.

6,000

Legal/Pmt. Plan Expenses In re Utley, et. al. (legal expense)

2,500

Proskauer Rose LLP (projected payments)

15,000

Contingency

2,480

Total

250,000

and a more complete use of proceeds for the Series B round we are attempting to raise can be found in the attached business plan.

On the positive side, on Tuesday, January 15, Warner Brothers, a unit of Time Warner Entertainment, L.P. (in turn, 75% owned by AOLTW) for the first time requested a formal license proposal for distribution within their company. We responded on Wednesday, January 16 with said proposal.

Moreover, since that time, Warner Brothers has requested more information on certain aspects of the proposal, and I expect such material to be delivered no later than Monday, January 28. Furthermore, their request for information surrounds their evaluation of I View It technology from the perspective of DVD, and this is the evaluation we had hoped for. As we have previously discussed, many company onlookers focus exclusively on I View It's application to the WWW, and from there, fail to see the forest from the trees.

Additionally, I regard Warner Brothers broader viewpoint as evidence that " the proof is in the pudding" as far as I View It's January 2002 business plan in general and distribution model, in particular is concerned-- licensing and residuals from Video on Demand from major studios via WWW and DVD applications which drive the push into broader OEM licensing.

We have built this Company over 3 years and have achieved miracles for a small Company in the midst of a damaged market. Our products appear to be being utilized in almost every form of digital imaging and video. Our products have already reached into many consumer markets such as DVD's, Camera's and Set Top Box retail distribution models.

Either please contact P. Stephen Lamont psl@iviewit.com  (914) 217-0038 or myself eliot@iviewit.com if you are interested in contributing to the budget outlined above. Since the Company is already in default on its loan from the secured lender we will need to assess your interest at light speed.  I have attached as a word document both the last shareholder letter which documents the current share price and a new business plan.  The password for the business plan = bizplan and for the second password just click "read-only".

Again, thank you for your continued support.

THIS COMMUNICATION IS NEITHER AN OFFER TO BUY NOR AN OFFER TO SELL SECURITIES WHICH MAY ONLY BE DONE ACCORDING TO REGULATION D OF THE SECURITIES ACT OF 1933.

 

Best regards,
Eliot
Eliot I. Bernstein
Founder & President

eliot@iviewit.com

I View It Technologies, Inc.
Voice:  310.265.1730
Fax:     310.265.1731
Cell:    310.600.4645 

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