Exhibit 99

Cautionary Statement Regarding Forward-Looking Statements

     The Company's Form 10-KSB, the Company's Annual Report to
Shareholders, or any other Form 10-QSB or any Form 8-K of the Company or
any other written or oral statements made by or on behalf of the Company
may include forward-looking statements which reflect the Company's current
views with respect to future events and financial performance. The words
"believe," "expect," "anticipate," "intends," "estimate," "forecast,"
"project," and similar expressions identify forward-looking statements.

     The Company wishes to caution investors that any forward-looking
statements made by or on behalf of the Company are subject to uncertainties
and other factors that could cause actual results to differ materially from
such statements. These uncertainties and other factors include, but are not
limited to, the Risk Factors listed below (many of which have been
discussed in prior SEC filings by the Company). Though the Company has
attempted to list comprehensively these important factors, the Company
wishes to caution investors that other factors could in the future prove to
be important in affecting the Company's results of operations. New factors
emerge from time to time and it is not possible for management to predict
all of such factors, nor can it assess the impact of each such factor on
the business or the extent to which any factor, or combination of factors,
may cause actual results to differ materially from those contained in any
forward-looking statements.

     Investors are further cautioned not to place undue reliance on such
forward-looking statements as they speak only of the Company's views as of
the date the statement was made. The Company undertakes no obligation to
publicly update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise.

Risk Factors

Our operating results are difficult to predict in advance and may fluctuate
significantly, and a failure to meet the expectations of analysts or our
stockholders would likely result in a substantial decline in our stock
price.

     There is little historical financial information that is useful in
evaluating our business, prospects and future operating results. You should
not rely on quarter-to-quarter comparisons of our results of operations as
an indication of our future performance. We expect our future operating
results to fluctuate significantly from quarter to quarter. If our
operating results fail to meet or exceed the expectations of analysts or
investors, our stock price would likely decline substantially. Factors that
are likely to cause our results to fluctuate include the following:

*    the gain or loss of significant customers;
*    the amount and timing of our operating expenses and capital
     expenditures;
*    the timing, rescheduling or cancellation of customer orders;
*    the varying length of our sales cycles;

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*    the availability and pricing of competing products and technologies
     and the resulting effect on sales and pricing of our services;
*    our ability to specify, develop, complete, introduce and market new
     products and services;
*    the rate of adoption and acceptance of new industry standards in our
     target markets;
*    the effectiveness of our services cost reduction efforts and those of
     our suppliers;
*    changes in the mix of products and services we sell; and
*    changes in the average pricing of our services.

There is a limited current public market for our common stock.

     As of the date of this prospectus, there is a limited public market
for our common stock. Although our common stock is listed on the OTC
Bulletin Board, there is a limited volume of sales, thus providing a
limited liquidity into the market for our shares. As a result of the
foregoing, stockholders may be unable to liquidate their shares for any
reason.

We are highly dependent on Thomas Embrogno, our President. The loss of Mr.
Embrogno, whose knowledge, leadership and technical expertise we rely,
would harm our ability to execute our business plan.

     Our success depends heavily upon the continued contributions of Thomas
Embrogno, our President, whose knowledge, leadership and technical
expertise would be difficult to replace. We maintain no key person
insurance on Mr. Embrogno. If we were to lose his services, our ability to
execute our business plan would be harmed.  Additionally, we are currently
in default on our employment contract with Mr. Embrogno.

If we are unable to recruit, hire, train and retain additional sales,
marketing, operations, engineering and finance personnel, our growth will
be impaired.

     To grow our business successfully and maintain a high level of
quality, we will need to recruit, retain and motivate additional highly
skilled sales, marketing, engineering and finance personnel. If we are not
able to hire, train and retain a sufficient number of qualified employees,
our growth will be impaired. In particular, we will need to expand our
sales and marketing organizations in order to increase market awareness of
our products and services and to increase revenue.

We are subject to various risks associated with technological change and if
we do not adapt our products to the changes our business will be adversely
affected.

     The  technology market involves certain characteristics that expose
our existing and future technologies, and methodologies to the risk of
obsolescence. These characteristics included the following:

*    rapid changes in technology;
*    rapid changes in user and customer requirements;
*    frequent new service or product introductions embodying new
     technologies; and

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*    the emergence of new industry standards and practices.

     Our performance will partially depend on our ability to license
leading technologies, enhance our existing services, and respond to
technological advances and emerging industry standards and practices on a
timely and cost-effective basis.  We cannot predict if we will use new
technologies effectively or adapt our products to consumer, vendor,
advertising or emerging industry standards. If we were unable, for
technical, legal, financial or other reasons, to adapt in a timely manner
in response to changing market conditions or customer requirements, our
business, results of operations and financial condition could be materially
adversely affected.

If we need additional financing, we may not be able to raise further
financing or it may only be available on terms unfavorable to us or our
stockholders.

     We do not believe that our available cash resources will be sufficient
to meet our anticipated working capital and capital expenditure
requirements for the next twelve months. We might need to raise additional
funds, however, to respond to business contingencies, which could include
the need to:

*    fund more rapid expansion;
*    fund additional marketing expenditures;
*    develop new products and services or enhance existing products;
*    enhance our operating infrastructure;
*    hire additional personnel;
*    respond to competitive pressures; or
*    acquire complementary businesses or technologies.

     If we raise additional funds through the issuance of equity or
convertible debt securities, the percentage ownership of our stockholders
would be reduced, and these newly issued securities might have rights,
preferences or privileges senior to those of existing stockholders.
Additional financing might not be available on terms favorable to us, or at
all. If adequate funds were not available or were not available on
acceptable terms, our ability to fund our operations, take advantage of
unanticipated opportunities, develop or enhance our products or otherwise
respond to competitive pressures would be significantly limited.