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                                  EXHIBIT 99.1


CAUTIONARY STATEMENTS FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995


         The Private Securities Litigation Reform Act of 1995 (the "Act")
provides a "safe harbor" for "forward-looking statements" to encourage companies
to provide prospective information, so long as such information is identified as
forward-looking and is accompanied by meaningful cautionary statements
identifying important factors that could cause actual results to differ
materially from those discussed in the forward-looking statement(s). SATX, Inc.
(the "Company" or "SATX") desires to take advantage of the safe harbor
provisions of the Act.

         Except for historical information, the Company's Form 10-SB, to which
this exhibit is appended, may contain forward-looking statements within the
meaning of the Act. In addition, representatives of the Company, from time to
time, participate in speeches and calls with market analysts, conferences with
investors and potential investors in the Company's securities, and other
meetings and conferences. Some of the information presented in such speeches,
calls, meetings and conferences may be forward-looking within the meaning of the
Act.

         It is not reasonably possible to itemize all of the many factors and
specific events that could affect the Company and/or the industries in which the
Company operates. In some cases, information regarding certain important factors
that could cause actual results to differ materially from those projected,
forecasted, estimated, budgeted or otherwise expressed in forward-looking
statements made by or on behalf of the Company may appear or be otherwise
conveyed together with such statements. The following additional factors (in
addition to other possible factors not listed) could affect the Company's actual
results and cause such results to differ materially from those projected,
forecasted, estimated, budgeted or otherwise expressed in forward-looking
statements made by or on behalf of the Company:

SHORT COMPANY HISTORY

         Both SATX and DebitFone business elements have essentially been in a
developmental stage, and are now in a position to emerge into product marketing.
The AlphaTrak locating and tracking portion of the business had been primarily
in a stagnate mode for more than a year until the Summer of 1999 due to lack of
final product development and needed functionality improvement. New Management
and funding sources since that time have re-activated the maturation process in
order to reenter the marketplace. DebitFone has been marketing only limited
numbers of product while developing a next-generation prepaid intelligent cell
phone and enhancing the management and control system that is the heart of the
process to ensure customer support and service. As such, today's company lacks a
history of proven product performance.





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MARKET UNCERTAINTY

         The decision has been made to market the cellular handset primarily
through vending machines custom designed for the product. That sales tool has
been created and is in initial production. However, none of the core product has
a history of performance in marketplace; thus, there is no proven acceptance by
the consumer at this time. Significant market research and feedback suggest that
the defined Company programs for all products are created consistent with
consumer demand, but there is no absolute market acceptance to prove that SATX
and DebitFone are correct.

ECONOMICS

         The goods and services that the Company provides, and intends to
provide, are not economic essentials to the buyer. They represent discretionary
purchases and, as such, their utilization is more sensitive to economic and
market conditions. Since the Company has no control over such conditions, a
significant downtown would likely affect resultant revenues during such a
period.

COMPETITION

     Prepaid Cellular

         The SATX offerings must offset the carrier-based switched solutions
currently in the market and accompanied by the massive market exposure and
pressure that the carriers can exert. However, it is generally accepted within
the prepaid cellular industry that the switch-based phones in these offerings
are much less desired by the end-user. Typically, they are limited to calls
placed within the phone's home area (i.e., no reaming), and much of the time the
cost of calls is higher. In addition, there are presently three-to-five
reasonably effective competitors in the "intelligent phone" market where
DebitFone competes. No one has a dominant share of the market today, all tend to
work reasonably well, and, clearly, the available market is so large that all
should be able to attain a satisfactory market share, even without considering
the vast potential international market in developing countries. It is estimated
that in the USA the market for prepaid cellular exceeds thirty million potential
subscribers at this time, and it is also estimated by various industry groups
that prepaid segments represent the largest portion in cellular during the next
two or three years.

     Tracking Systems

         Some products, although less functional and less flexible than those
being created by SATX, are already in the marketplace for vehicle and cargo
"tracking," and one product specializing in stolen auto recovery is very well
known as has a sizable user base in selected regions of introduction. However,
none have a strong market penetration, and none can offer the breadth of
functionality of SATX products. Vehicle and cargo solutions available use
satellite, or cellular, or paging signals for communications between the source
and the unit being located. In the case of paging solutions, the one deemed most
affordable and flexible, the Company has existing patents covering one and
two-way paging. Because of major problems around the world with auto theft and




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cargo theft or spoilage, the market for solutions is considered massive. The
technical solution now existent for two-way paging should make it the ideal
economic solution for most applications, and SATX does currently hold a US
Patent on that process.

THIRD-PARTY PROVIDERS

         At least initially the Company must rely upon third-party service
providers for both cellular phone and tracking system elements. The basic access
and time renewal service for cell phones comes from independent companies which
DebitFone then resells. The paging service used in tracking systems comes from
the independent paging companies. Even though contracts exist, a service
provider termination or default would require immediate development of new
sources and contracts in order to continue uninterrupted service to users.

TECHNOLOGY

         The technologies associated with the telecommunications industry are
very rapidly changing, and product adaptation requires constant assessment and
preparation for a new directions and new offerings for both product lines.
Company solutions must stay consistent with the leading-edge technology and with
the offerings of the leading competitors. Although the Company has planned for
possible future events and products, the array of possibilities within the
industry leaves much to change. Reaction and realignment will be initiated, if ,
and when, a need arises.

BUSINESS DEVELOPMENT

         The Company intends to continue to pursue an aggressive growth
strategy, which will include significant marketing, advertising, promotional
programs and public relations activities, which will require significant
expenditures. These expenditures may not result in a sufficient increase in
revenues to cover such advertising and promotions expenses.

RISKS ASSOCIATED WITH ACQUISITIONS

         In addition to the recent acquisition of DebitFone, the Company intends
to seek investments in complementary companies, products or technologies. If we
buy a company, we could have difficulty in assimilating that company's personnel
and operations. In addition, the key personnel of an acquired company may decide
not to work for us. If we make other types of acquisitions, we could have
difficulty in assimilating the acquired technology or products into our
operations. These difficulties could disrupt our ongoing business, distract our
management and employees and increase our expenses. In addition, future
acquisitions could have a negative impact on our business, financial condition
and results of operations. Furthermore, we may have to incur debt or issue
equity securities to pay for any future acquisition, the issuance of which would
be dilutive to our existing stockholders.





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