EXHIBIT 99.1

NOMINATING POLICIES AND PROCEDURES


                          ARC Wireless Solutions, Inc.
                          ----------------------------


                             Policies and Procedures
                                       For
                       Nominations of Director Candidates



Policy Regarding Director Nominations
-------------------------------------

All Nominations

     It is the policy of the Board of Directors (the "Board") of ARC Wireless
Solutions, Inc. (the "Corporation") that each nominee for election to the Board,
regardless of whether such nominee is recommended by a shareholder of the
Corporation, the Board or any other person, shall be approved by a majority of
the independent directors of the Board.

     The Board believes that certain minimum qualifications must be met by each
candidate for the Board, as well as meeting the independence standards required
by the Securities Exchange Commission (the "SEC") and federal securities laws.
The Board believes that candidates and nominees must reflect a Board that is
comprised of directors (i) a majority of whom are independent (as determined
under the aforementioned SEC director qualification standards); (ii) who are of
high integrity; (iii) who have qualifications that will increase the overall
effectiveness of the Board; and (iv) who meet other requirements as may be
required by applicable rules, such as financial literacy or financial expertise
with respect to audit Board members. In evaluating the qualifications of the
candidates, the Board considers many factors, including issues of leadership
ability, career success, character, judgment, independence, background, age,
expertise, diversity and breadth of experience, length of service, other
commitments and the like. The Board evaluates such factors, among others, and
does not assign any particular weight or priority to any of these factors. Also,
the Board considers the suitability of each candidate, including the current
members of the Board, in light of the current size and composition of the Board.

Shareholder Nominations

     The Board shall consider recommendations for candidates to the Board from
shareholders holding no less than 1% of the Corporation's common stock, which
stock has been continuously held by such shareholder for at least twelve (12)
months prior to the date of the submission of the recommendation (an "Eligible
Shareholder").

     Candidate nominees recommended by Eligible Shareholders (hereinafter
referred to as "Shareholder Candidates") will be evaluated by the Board on the
same basis as candidates that may be identified by the Board, management or, if
the Board permits, a search firm. Such evaluation may, in the Board's
discretion, include a review solely of information and documentation provided to
the Board or may also include discussions with persons familiar with the
Shareholder Candidate, an interview with the Shareholder Candidate or other
actions that the Board deems proper. In evaluating and identifying candidates,
the Board has the authority to retain and terminate any third party search firm
that is used to identify director candidates and has the authority to approve
the fees and retention terms of any such search firm.

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     Shareholder Candidates who are recommended by an Eligible Shareholder at a
time when there are no open positions on the Board and are considered qualified
candidates by the Board may be placed on the rolling list of candidates for open
Board positions maintained by the Board, generally for a period of up to 24
months from the date that the recommendation was received by the Secretary of
the Corporation.

Procedures for Shareholders Regarding Nomination of Director Candidates

     For the Shareholder Candidate to be considered by the Board, the Eligible
Shareholder and the Shareholder Candidate must comply with the following
procedures:

     Recommendations for Shareholder Candidate(s) to the Board of Directors from
an Eligible Shareholder must be directed in writing to ARC Wireless Solutions,
Inc., Attn: Corporate Secretary, at the Corporation's principal offices at 10601
West 48th Avenue, I-70 Frontage Road North, Wheat Ridge, Colorado 80033-2660.

     Each such recommendation from an Eligible Shareholder shall include and set
forth as to:

     >>   each Shareholder Candidate whom the Eligible Shareholder proposes to
          nominate for election as a director:

          o    the name, age, business address and residence address of such
               Shareholder Candidate;

          o    the principal occupation or employment of the Shareholder
               Candidate;

          o    the class and number of shares of the Corporation's securities
               beneficially owned by such Shareholder Candidate, if any;

          o    detailed biographical data and qualifications and information
               regarding any relationships between the Shareholder Candidate and
               the Corporation within the last three years;

          o    a statement signed by the Shareholder Candidate acknowledging
               that:

               (a)  the Shareholder Candidate consents to being named in the
                    Corporation's proxy materials, and, if elected, will serve
                    as a director of the Corporation and will represent all
                    shareholders of the Corporation in accordance with
                    applicable laws and the Corporation's articles of
                    incorporation and by-laws, as may be amended from time to
                    time; and

               (b)  the Shareholder Candidate, if elected, will comply with the
                    Corporation's Amended and Restated Code of Ethics, any
                    corporate governance guidelines, and any other applicable
                    rule, regulation, policy or standard of conduct applicable
                    to the Board of Directors and its individual members.

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          o    a fully completed and signed Questionnaire for Directors and
               Officers on the Corporation's standard form and provide any
               additional information requested by the Board or the Corporation,
               including any information that would be required to be included
               in a proxy statement in which the Shareholder Candidate is named
               as a nominee for election as a director and information showing
               that the Shareholder Candidate meets the Board's qualifications
               for nomination as a director and for service on the Committees of
               the Board; and

          o    any other information relating to such Shareholder Candidate
               required to be disclosed in solicitations for proxies for
               election of directors pursuant to Regulation 14A under the
               Securities and Exchange Act of 1934, as amended (the "1934 Act"),
               and the rules thereunder.

     >>   the Eligible Shareholder submitting the recommendation:

          o    the name and record address of the Eligible Shareholder and the
               class and number of shares of the Corporation's securities
               beneficially owned by the Eligible Shareholder;

          o    any material interest of the Eligible Shareholder in such
               nomination;

          o    a description of all arrangements or understandings between the
               Eligible Shareholder making such nomination and the Shareholder
               Candidate and any other person or persons (naming such person or
               persons) pursuant to which the nomination is made by the Eligible
               Shareholder;

          o    a statement from the recommending Eligible Shareholder in support
               of the Shareholder Candidate and providing references for the
               Shareholder Candidate;

          o    a representation that such Eligible Shareholder intends to appear
               in person or by proxy at the annual meeting to nominate the
               Shareholder Candidate named in its recommendation; and

          o    any other information that is required to be provided by the
               shareholder pursuant to Regulation 14A under the 1934 Act, in
               his/her capacity as a proponent to a shareholder proposal.

     In addition to the required information detailed above, a Shareholder
Candidate must be available for interviews with members of the Board.

Timing of Shareholder Candidate Recommendations

     An Eligible Shareholder who wishes to recommend a Shareholder Candidate for
election as a director must submit the information and documentation described
above for receipt by the Secretary of the Corporation sufficiently in advance of
the Board's approval of nominations for the annual or special meeting to permit
the Board to complete its evaluation of the Shareholder Candidate.

     For a Shareholder Candidate recommendation to be properly brought before
the Board by an Eligible Shareholder, the Eligible Shareholder must have given
timely notice thereof in writing to the Secretary of the Corporation. To be
timely, an Eligible Shareholder's notice must be delivered to the Corporate
Secretary not less than one hundred and twenty (120) days prior to the first
(1st) anniversary of the preceding year's annual meeting. In the event that the

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date of the annual meeting is advanced by more than thirty (30) days or delayed
by more than sixty (60) days from the anniversary date of the preceding year's
annual meeting, the notice by the Eligible Shareholder must be delivered not
later than the close of business on the later of the sixtieth (60th) day prior
to such annual meeting or the tenth (10th) day following the day on which public
announcement of the date of such annual meeting is first made. The Secretary of
the Corporation will provide a copy of the Bylaws and/or the Policies and
Procedures for Shareholder Nominations of Director Candidates upon a request in
writing from the Eligible Shareholder.

Decisions by the Independent Directors

     The majority of the independent directors shall have final authority on
determining the selection of director candidates for nomination to the Board.

Modification of Policies and Procedures

     The policies and procedures set forth herein may be modified at any time as
may be determined by the Board and a majority of the independent directors.









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