Investor:
                                             Investor #:


             IMPORTANT: PLEASE READ CAREFULLY BEFORE SIGNING.
            SIGNIFICANT REPRESENTATIONS ARE CALLED FOR HEREIN.


                           INVESTMENT AGREEMENT
                                    and
                        LETTER OF INVESTMENT INTENT


NFOX.COM
6216 S. Sandhill Rd., Suite C
Las Vegas, NV  89120

       I/We   hereby  tenders  this  subscription  for  the   purchase   of
________________ shares ("Shares") of the common stock ("Common Stock")  of
NFOX.COM, a Nevada corporation ("NFOX"), at a price of $2.00 per Share.   A
check  or other form of payment payable to "NFOX.COM (IPO account)" in  the
amount  of  $__________________ is also delivered herewith.   By  execution
below,  I/We  acknowledges  that  NFOX is relying  upon  the  accuracy  and
completeness of the representations contained herein in complying with  its
obligations under applicable securities laws.

     An  accepted  copy  of this Agreement will be returned  to  you  as  a
receipt,  and  the  physical stock certificates shall be delivered  to  you
within  thirty (30) days of the date the Subscription Agreement is accepted
by NFOX.

     Securities Offered - NFOX is offering a minimum five hundred  thousand
(500,000)  shares and a maximum of two million two hundred  fifty  thousand
(2,250,000) shares, at two dollars ($2.00) per share.

     Minimum Offering Amount - Funds received prior to reaching the 500,000
share minimum will be held in an interest bearing money market account  and
will not be used until the minimum offering is achieved.  If NFOX does  not
sell  at  least  the  minimum  of  500,000 shares  within  180  days  after
commencement  of the offering, the offering will terminate  and  all  money
paid for shares will be promptly returned to you, with interest and without
deduction.  NFOX's officers and directors will have sole authority over the
funds  raised, including the funds prior to the achievement of the  minimum
offering.

     Limitations  in  Certain  States - Depending  on  the  state  of  your
residence,  there  may be certain investor suitability  qualifications  and
numerical  limitations imposed on NFOX in order to qualify the offering  as
exempt from securities registration within such state(s). All Subscriptions
shall  be  subject  to  all  such  applicable  state  securities  laws  and
regulations.

<PAGE>

     1.   In connection with this investment in NFOX, I/we represent and warrant
          as follows:

 (a)  You have read NFOX's Initial Public Offering Prospectus dated,
      _______________, 2000, prior to remitting payment for the Shares.

 (b)  You have been given full and complete access to information regarding
      NFOX and have utilized such access to your satisfaction for the purpose of
     obtaining such information regarding NFOX as you have reasonably requested;
      and, particularly, you have been given reasonable opportunity to ask
      questions of, and receive answers from, representatives of NFOX concerning
      the terms and conditions of the offering of the Shares and to obtain any
      additional information, to the extent reasonably available;

 (c)  That you recognize that NFOX has a limited operating history and that
      the Shares as an investment involve a high degree of risk, including, but
      not limited to, the risk of economic losses from operations of NFOX;

(d)  In the event that it becomes necessary to prepare and deliver to NFOX
     a Purchaser Suitability Questionnaire ("Questionnaire") as a requirement of
     state law, all of the information contained in such Questionnaire is
     correct and accurate as of the date thereof and may be relied upon by NFOX
     in complying with all applicable state securities laws and regulations.

(e)  NFOX and the other purchasers are relying on the truth and accuracy of
     the declarations, representations and warranties herein made by you.
     Accordingly, the foregoing representations and warranties and undertakings
     are made by you with the intent that they may be relied upon in determining
     your suitability as a purchaser. You agree that such representations and
     warranties shall survive the acceptance by you as a purchaser, and you
     indemnify and agree to hold harmless, NFOX, its agents, officers,
     directors, and its financial consultants or advisors, and each other
     purchaser from and against all damages, claims, expenses, losses or actions
     resulting from the untruth of any of the warranties and representations
     contained in this Subscription Agreement.

     2.   The undersigned, if other than an individual, makes the following
          additional representations:

   (a)  The undersigned was not organized for the specific purpose of
        acquiring the Shares; and

(b)  This Subscription Agreement and Letter of Investment Intent have been
     duly authorized by all necessary action on the part of the undersigned,
     have been duly executed by an authorized representative of the undersigned,
     and are legal, valid and binding obligations of the undersigned enforceable
     in accordance with their respective terms.

<PAGE>

Please register the Shares that I/(we) am/(are) purchasing as follows:

Name(s)                                       Date

       ______________________________________


As (check one):

_____Individual          _____Corporation         _____Existing Partnership

_____Joint Tenants WROS  _____Tenants-in-Common   _____Trust

_____Minor with Adult Custodian under the Uniform Gift to Minors Act

_____Tenants in the Entirety (Married Couples Only)

<PAGE>

                                INDIVIDUAL


                                    Address to which Correspondence
                                    Should be Directed


Signature (Individual)                       Name


                                             Street Address


Signature (All record holders should sign)   City, State and Zip Code



Name(s) Typed or Printed                                Tax  Identification
                                             or Social Security Number



                                                   Telephone Number

<PAGE>
             CORPORATION, PARTNERSHIP, TRUST, OR OTHER ENTITY


                                    Address to which Correspondence
                                    Should be Directed


Name of Entity                      Street Address


By:
              * Signature           City, State and Zip Code


Its:
               Title                       Tax   Identification  or  Social
                                    Security Number


                                    (        )
Name Typed or Printed                    Telephone Number



*If Shares are being subscribed for by a corporation, partnership, trust or
other entity, the Certificate of Signatory on the following page must  also
be completed.

<PAGE>

                         CERTIFICATE OF SIGNATORY


     To be completed if Shares are being subscribed for by an entity.

     I, _____________________________________________________, am the

President of ______________________________________________________ (the

"Entity").


     I  certify  that I am empowered and duly authorized by the  Entity  to
execute and carry out the terms of the Subscription Agreement and Letter of
Investment Intent and to purchase and hold the Shares, and certify that the
Subscription  Agreement and Letter of Investment Intent has been  duly  and
validly  executed  on  behalf of the Entity and  constitutes  a  legal  and
binding obligation of the Entity.


     IN  WITNESS  WHEREOF, I have hereto set my hand  this  ______  day  of
________________________, 2000.



<PAGE>


                                ACCEPTANCE



     This     Subscription     Agreement     is     accepted     as      of
____________________________, 2000.


                              NFOX.COM
                              a Nevada corporation


                              By:
                                        Officer