DATED 31 MARCH 2000





                             MICHAEL JOHN NEAME (1)

                                       and

                                MARTIN CLARKE (2)

                                       and

                             24STORE.com LIMITED (3)

                                       and

                                INFINICOM AB (4)

                                       and

                                 SCOOP, INC. (5)




--------------------------------------------------------------------------------

                   DEED OF SUBSCRIPTION, AMENDMENT AND RELEASE
                                 in respect of:
                     (i) a share sale and purchase agreement
                        (ii) a loan note instrument; and
                        (iii) a legal charge over shares

--------------------------------------------------------------------------------


                                  White & Case
                                  7-11 Moorgate
                                     London
                                    EC2R 6HH
                               Tel: 020 7726 6361
                               Fax: 020 7726 4314
                                    Ref: GJH



<PAGE>


THIS DEED is made on 31 March 2000.

BETWEEN:

(1)      MICHAEL JOHN NEAME of 44 Pyotts Copse, Old Basing,  Basingstoke,  Hants
         RG24 8WE;

(2)      MARTIN CLARKE of Kingston,  Reading Road North,  Fleet,  Hants GU13 8HR
         (together "the Vendors");

(3)      24STORE.com  LIMITED  a  company   incorporated  in  England  with  its
         registered  address  at  Cyberia  House,  Church  Street,  Basingstoke,
         Hampshire RG21 7QN and registered number 3605559 ("the Purchaser");

(4)      INFINICOM AB a company  incorporated in Sweden with  registered  number
         556448-8194  whose registered  office is situated at  Gustavslundsvagen
         151E, S-167 51, Bromma, Sweden ("Infinicom"); and

(5)      SCOOP,  INC a corporation  organised and existing under the laws of the
         State of Delaware, USA ("Scoop").

RECITALS:

(A)      LapLand U.K. Limited  ("Lapland") was incorporated in England on 9 July
         1990 under the Companies Act 1985 with registered number 02520180, is a
         private company  limited by shares and has an authorised  share capital
         of 50,000  Pounds  Sterling  divided into 50,000  ordinary  shares of 1
         Pounds Sterling each, all of which have been issued or allotted and are
         fully paid.

(B)      Mobile Planet  Limited  ("Mobile")  was  incorporated  in England on 14
         February  1992  under the  Companies  Act 1985 with  registered  number
         02687500,  is a private company limited by shares and has an authorised
         share  capital of 5,000 Pounds  Sterling  divided  into 5,000  ordinary
         shares of 1 Pounds  Sterling  each,  all of which  have been  issued or
         allotted and are fully paid.

(C)      Cyberia  (UK) Limited  ("Cyberia")  was  incorporated  in England on 24
         September  1997 under the  Companies  Act 1985 with  registered  number
         03438944,  is a private company limited by shares and has an authorised
         share capital of 2,000 Pounds Sterling each divided into 2,000 ordinary
         shares  of 1  Pounds  Sterling  each 2 of which  have  been  issued  or
         allotted and are fully paid.

(D)      On 18  September  1998,  the Vendors  agreed to sell the Sale Shares to
         Infinicom,  which  agreement  was  rescinded  by the Vendors on 1 April
         1999,  when the Vendors  exercised  their  rights  under a legal charge
         dated 2 December 1998.

(E)      Pursuant to a share sale and purchase  amendment  agreement between the
         parties hereto  (except  Scoop) dated 6 May 1999 (the "1999 SPA"),  the
         Vendors  subsequently sold and the Purchaser acquired the entire issued
         share  capital  in the  Companies  in  accordance  with the  terms  and
         conditions of the 1999 SPA.

(F)      On 6 May 1999,  Infinicom and the Purchaser  also executed as a deed an
         instrument  constituting  up to 1,750,000  Pounds  Sterling 10% secured
         loan notes issued by the Purchaser  (which  together with any schedules
         and supplemental instruments thereto shall be referred to herein as the
         "1999 Loan Note  Instrument")  under  which the Vendors are at the date
         hereof  the  sole  Noteholders  (as  defined  in  the  1999  Loan  Note
         Instrument).

(G)      On 6 May 1999,  each of the Vendors and the Purchaser also entered into
         a Legal Charge over Shares (the "1999 Legal  Charge"),  whereby,  inter
         alia,  certain amounts from time to time owing to the Vendors under the
         1999 Loan Note  Instrument  were  agreed to be secured in favour of the
         Vendors.

(H)      The  parties  hereto have  agreed,  inter  alia,  (i) to amend  certain
         provisions of the 1999 SPA, (ii) to release all rights and  obligations
         under  the  1999  Loan  Note  Instrument  in   consideration   for  new
         undertakings  set out  herein and in the  Option  Agreements,  (iii) to
         release the  provisions of the 1999 Legal Charge and (iv) to effect the
         allotment of certain  securities in the capital of the Purchaser and of
         Scoop (respectively), in each case in accordance with the terms set out
         below.

IT IS AGREED as follows:

1.       INTERPRETATION

1.1      Terms used in this Deed have the same meanings and  construction as set
         out in the 1999 SPA, save where  otherwise  defined herein or where the
         context requires otherwise.

1.2      Notwithstanding  the  above  Clause  1.1,  in this  Deed the  following
         definitions are used:

          "1999 Documents"              means the 1999 SPA,  the 1999 Loan  Note
                                        Instrument  and the 1999  Legal  Charge,
                                        all  of  them  and  each of  them as the
                                        context admits.

          "Authorisation Documents"     means   those   resolutions   and  other
                                        documents  listed and set out at Exhibit
                                        D (Authorisation Documents).

          "Debt  Obligations"           means  the  debt   obligations   of  the
                                        Purchaser,  details of which are set out
                                        in Exhibit C.

          "Effective Date"              means such time on the date  hereof (and
                                        not later than the date hereof) when all
                                        of  the  resolutions  of the  Boards  of
                                        Directors,  resolutions of  Shareholders
                                        and other actions and  authorisations of
                                        the     respective     companies     and
                                        corporations     set    out    in    the
                                        Authorisation    Documents   have   been
                                        effected.

          "Option  Agreements"          means each of the option  agreements set
                                        out  at  Exhibit  B to be  entered  into
                                        pursuant to Clause 2.3.2(iv).

          "Purchaser's  Solicitors"     means  White & Case of  Basildon  House,
                                        7-11 Moorgate, London EC2R 6HH

          "Scoop Subscription
           Agreement"                   means    the    agreements    for    the
                                        subscription  of shares of common  stock
                                        in Scoop, as set out in Exhibit E (Scoop
                                        Subscription  Agreements),  all of  them
                                        and each of them as the context admits.

1.3      The designations  adopted in the recitals and  introductory  statements
         preceding this clause apply throughout this Deed and its Exhibits.

1.4      Save as specifically provided in this Agreement, the provisions of Part
         I of the Law of Property (Miscellaneous  Provisions) Act 1994 shall not
         apply to this Agreement.

2.       AMENDMENT AND RESTATEMENT

2.1      Agreement and consent to amendments

         2.1.1    Each  party to each  agreement  or  deed,  as the case may be,
                  referred to in Clause 2.2 (1999 SPA) to Clause 2.4 (1999 Legal
                  Charge)  (inclusive)  agrees that the amendments to or release
                  of the terms under that agreement or deed, as the case may be,
                  specified in the relevant clause shall be made.

         2.1.2    The  parties to this Deed agree  that,  with  effect  from the
                  Effective  Date,  references  in a 1999  Document  to any 1999
                  Document amended, modified, waived and/or supplemented by this
                  Deed shall be deemed to be  references  to that 1999  Document
                  (and to any definition contained therein) as amended, modified
                  and/or supplemented by this Deed.

2.2      1999 SPA

         2.2.1    With effect on and from the Effective Date, the 1999 SPA shall
                  be amended as described in Exhibit A  (Amendments  to the 1999
                  SPA).

         2.2.2    In addition,  the Vendors,  the Purchaser and Infinicom hereby
                  agree and confirm that the Purchaser has  previously  complied
                  with all of its duties and  obligations set out in Clauses 3.1
                  and 5.1 of the  1999  SPA (as  amended  hereby),  as  required
                  therein, which accordingly have been satisfied in full.

2.3      1999 Loan Note Instrument

         2.3.1    With   effect   on  and  from  the   Effective   Date  and  in
                  consideration  for the  undertakings  given  in  Clause  2.3.2
                  below,  all rights,  benefits,  interests and claims  together
                  with all debts, obligations and liabilities otherwise accruing
                  to or owing by the  parties  thereto  under the 1999 Loan Note
                  Instrument  shall be  released  with the result  that the 1999
                  Loan Note Instrument shall be of no further force and effect.

         2.3.2    In consideration for the release of the rights and obligations
                  set out in Clause 2.3.1 above, in each case upon the Effective
                  Date:

                  (i)      the  Purchaser  undertakes  to pay to the  Vendors in
                           aggregate the sum of 851,506 Pounds  Sterling in cash
                           (which  obligation shall be satisfied upon the giving
                           of confirmation  by the  Purchaser's  Solicitors that
                           they hold such money to the order of the Vendors);

                  (ii)     the Purchaser  undertakes to allot to Scoop 4,200,000
                           ordinary shares of 10 pence each in the share capital
                           of the Purchaser, credited as fully paid;

                  (iii)    Scoop  undertakes  to  allot  to each of the  Vendors
                           4,953,455  shares of common stock, par value US$0.001
                           per share, in the capital of Scoop, credited as fully
                           paid which shall be  allotted  upon the terms set out
                           in the Scoop  Subscription  Agreements marked Annex 1
                           and Annex 2, each of which has been  executed  by the
                           respective  parties thereto (but not dated) and which
                           shall be dated the Effective Date; and

                  (iv)     Infinicom  and the  Vendors  undertake  to enter into
                           their  respective  Option  Agreements in the form set
                           out at Exhibit B (Option  Agreements)  in relation to
                           the  shares  in Scoop  allotted  pursuant  to  Clause
                           2.3.2(iii)  above, each of which has been executed by
                           the  respective  parties  thereto (but not dated) and
                           which shall be dated the Effective Date.

2.4      1999 Legal Charge

         Further to the  release of all  rights and  obligations  under the 1999
         Loan Note Instrument  under Clause 2.3.1 above, the parties to the 1999
         Legal Charge shall upon the  Effective  Date release any and all duties
         and  obligations  which  would  otherwise  be owing to each of them and
         relinquish all rights and benefits which would otherwise be accruing to
         each of them under the 1999  Legal  Charge,  which as of the  Effective
         Date shall be of no further force and effect.

3.       TRANSFER OF DEBT OBLIGATIONS BY THE PURCHASER

3.1      In each case upon the Effective Date:

         (i)        the Purchaser shall give notice to Infinicom to transfer the
                    Debt Obligations to Scoop;

         (ii)       Infinicom  shall give its full  consent to such  transfer of
                    such Debt Obligations; and

         (iii)      Scoop shall accept such Debt  Obligations  transferred to it
                    by the Purchaser,  in consideration  for the undertaking set
                    out in Clause 3.2 below.

3.2      In  consideration  for the transfer to and  assumption  by Scoop of the
         Debt Obligations pursuant to Clause 3.1 above, the Purchaser undertakes
         to allot to Scoop on the Effective Date  16,142,972  ordinary shares of
         10 pence each in the capital of the Purchaser, credited as fully paid.

3.3      Infinicom  hereby  agrees to  release,  upon the  Effective  Date,  all
         amounts  (including for the avoidance of doubt principal,  interest and
         otherwise) owing to it by Scoop under the Debt Obligations (which shall
         previously have been  transferred on the Effective Date to Scoop by the
         Purchaser under Clause 3.1 above) in consideration for the allotment by
         Scoop to  Infinicom  of  7,819,217  shares of common  stock,  par value
         US$0.001 per share of Scoop, credited as fully paid, which shares Scoop
         undertakes to allot to Infinicom on the Effective Date,  which shall be
         allotted  upon the terms set out in the  Scoop  Subscription  Agreement
         marked Annex 3, which has been executed by the parties thereto (but not
         dated) and which shall be dated the Effective Date.

4.       SUBSCRIPTIONS

4.1      Upon the Effective Date:

         (i)      Infinicom undertakes to apply to Scoop for the allotment to it
                  by Scoop of 965,132 shares of common stock, par value US$0.001
                  per share of Scoop,  credited as fully paid, at a subscription
                  price of  US$1.938  per such  share in Scoop,  which  shall be
                  allotted  upon the  terms  set out in the  Scoop  Subscription
                  Agreement  marked  Annex 3,  which  has been  executed  by the
                  parties  thereto  (but not dated) and which shall be dated the
                  Effective Date; and

         (ii)     Scoop undertakes to allot to Infinicom all the shares in Scoop
                  referred to in Clause  4.1(i) above upon receipt of the sum of
                  US$1,870,426  in cash in the Dollar Client Deposit  Account of
                  White & Case at National  Westminster Bank plc, City of London
                  Office, 1 Princes Street, London EC2R 8PA, Sort Code 60-00-01,
                  Account number 140-1-04038851.

4.2      Upon the Effective Date:

         (i)      Scoop  undertakes  to apply to the Purchaser for the allotment
                  to it by the  Purchaser  of  4,308,580  ordinary  shares of 10
                  pence each in the capital of the Purchaser,  credited as fully
                  paid,  at a  subscription  price of 25 pence per such share in
                  the Purchaser; and

         (ii)     the  Purchaser  undertakes to allot to Scoop all the shares in
                  the Purchaser  referred to in Clause 4.2(i) above upon receipt
                  of the  sum of  US$1,695,426  (sterling  equivalent  1,077,145
                  Pounds  Sterling) in cash in the Dollar Client Deposit Account
                  of  White  & Case  at  National  Westminster  Bank  plc at the
                  address stated above,  Sort Code:  60-00-01,  Account  number:
                  140-1-04038851  who will hold such  monies to the order of the
                  Purchaser.

4.3      Upon the  Effective  Date,  the  Purchaser  undertakes  to apply to its
         wholly owned subsidiary 24 IT AS, a company incorporated under the laws
         of Norway ("24 IT"), for the allotment to it by 24 IT of 4,500 ordinary
         shares of 100 NOK each in the capital of 24 IT, credited as fully paid,
         at a  subscription  price  of 250 NOK per  such  share in 24 IT and the
         Purchaser  further  undertakes  on the  Effective  Date  or as  soon as
         required thereafter to make payment to 24 IT in cash, as above, for the
         allotment to it of such shares on the Effective  Date,  upon completion
         of such allotment.

5.       LIABILITY

         Where in this Deed any  liability is  undertaken by two or more persons
         together, the liability of each of them will be joint and several.

6.       PROVISIONS RELATING TO THIS DEED

         In relation to its  subject-matter,  this Deed together with the agreed
         drafts represents the entire understanding, and supersedes any previous
         agreement, between the parties.

7.       COSTS

         The Purchaser shall bear the reasonable  professional  expenses of each
         of the Vendors incurred in agreeing and documenting this Deed.

8.       MISCELLANEOUS

8.1      The  provisions  of Clauses 12 (Notices) and 13  (Counterparts)  of the
         1999 SPA shall apply to this Deed as if set out herein in full, mutatis
         mutandis,  except  that  any  reference  in any such  clauses  to "this
         Agreement" shall be deemed instead to be a reference to "this Deed".

8.2      In addition,  the provisions for notices in relation to Scoop shall be
         as follows:

         Scoop, Inc.
         c/o Cyberia House,
         Church Street,
         Basingstoke,
         Hampshire RG21 7QN

         FAO:     Chairman of the Board of Directors

         Tel:   +44 (0) 1256 867 800
         Fax:   +44 (0) 1256 867 734

         and the  provisions  for notices in relation to Infinicom  shall be as
         follows:

         InfiniCom AB
         Gustavslundsvagen 151E,
         S-167 51,
         Bromma,
         Sweden

         FAO:     Chairman of the Board of Directors

         Tel:   + 46 (0)8 634 1570
         Fax:   + 46 (0)8 634 1583

8.3      The terms of this Deed shall  insofar as not performed on the Effective
         Date and  subject  as  specifically  otherwise  provided  in this  Deed
         continue  in force  after and  notwithstanding  the  occurrence  of the
         Effective Date.

8.4      If at any time any one or more of the  provisions  hereof is or becomes
         invalid,  illegal or  unenforceable  in any respect  under any law, the
         validity,  legality  and  enforceability  of the  remaining  provisions
         hereof shall not be in any way affected or impaired thereby.

9.       EXECUTION AS A DEED

         Each of the parties to this Deed  intends it to be a deed and  confirms
         that  it  is  executed  and   delivered   as  a  deed,   in  each  case
         notwithstanding  the fact that any one or more of the  parties may only
         execute this Deed under hand.

10.      FURTHER ASSURANCES

         Each party to this Deed agrees to execute all such documents and do all
         such other acts and things as may reasonably be considered necessary or
         desirable to give full effect to this Deed.

11.      GOVERNING LAW

         This  Agreement  shall be governed by and construed in accordance  with
         English  law.   The  parties   hereto   submit  to  the   non-exclusive
         jurisdiction of the English courts.



<PAGE>


     IN WITNESS of which the parties  have  executed  this Deed the day and year
     written above.



EXECUTED AND DELIVERED AS A DEED    )                /s/ Michael John Neame
by MICHAEL JOHN NEAME               )                ----------------------
in the presence of:                 )                Director



Witness signature:  /s/ Alexander G. Preshaw
                    ------------------------

Address:     Wolverton Court
             Basingstoke
             Hampshire

Occupation:  Solicitor




EXECUTED AND DELIVERED AS A DEED    )                /s/ Martin Clarke
by MARTIN CLARKE                    )                -----------------
in the presence of:                 )


Witness signature:  /s/ Alexander G. Preshaw
                    ------------------------

Address:     Wolverton Court
             Basingstoke
             Hampshire

Occupation:  Solicitor



<PAGE>


EXECUTED AND DELIVERED AS A DEED    )                /s/ Larsake Sandin
for and on behalf of INFINICOM AB   )                ----------------------
in the presence of:                 )                Director




Witness signature:  /s/ Angela Yvonne Turner
                    ------------------------

Address:    Nerja Villas
            C. Comercial Local 3A "El Capistrano Villaje"
            29780 Nerja (Malaga)
            Spain

Occupation: Company Director




EXECUTED AND DELIVERED AS A DEED            )
for and on behalf of 24STORE.com LIMITED    )
in the presence of:                         )        /s/ Larsake Sandin
                                                     ------------------
                                                     Director

Witness signature:  /s/ Angela Yvonne Turner
                    ------------------------

Address:     Nerja Villas
             C. Comercial Local 3A "El Capistrano Villaje"
             29780 Nerja (Malaga)
             Spain

Occupation:  Company Director

                                                     /s/ Michael John Neame
                                                     ----------------------
                                                     Director

Witness signature:  /s/ R Woodward
                    --------------

Address:    Zennor,
            Cherry Tree Walk,
            Rowledge,
            Surrey

Occupation: Finance Director



<PAGE>


EXECUTED AND DELIVERED AS A DEED    )
for and on behalf of SCOOP, INC.    )
in the presence of:                 )                /s/ Larsake Sandin
                                                     ------------------
                                                     Director

Witness signature:  /s/ Angela Yvonne Turner
                    ------------------------

Address:    Nerja Villas
            C. Comercial Local 3A "El Capistrano Villaje"
            29780 Nerja (Malaga)
            Spain

Occupation: Company Director



<PAGE>


          Exhibit A to the Deed of Subscription, Amendment and Release

                             Amendments to 1999 SPA

Clause 5.1 (Purchaser's Obligations) shall be amended to read as follows:

"5.      PURCHASER'S OBLIGATIONS

5.1      Forthwith upon  execution of this  Agreement the Purchaser  shall apply
         for the issue of the total 475,000  Consideration Shares referred to in
         Clause  3.1(c) to the Vendors on  Completion  and, in exchange  for the
         documents  listed in  Clause  4, the  Purchaser  shall  deliver  to the
         Vendors:

         (a)      evidence,    satisfactory    to   the   Vendors,    that   the
                  above-mentioned  475,000 in aggregate Infinicom B Shares, have
                  been issued to them by Infinicom fully paid and are being held
                  by Fischer Partners Fondkommission AB to their order (it being
                  acknowledged by the parties hereto that the 225,000  Infinicom
                  B Shares  referred to in Clause  3.1(b) have  previously  been
                  allotted and issued in satisfaction of Clause 3.1(b)).

         (b)      secured convertible loan notes in the sum of L1,750,000
                  in the agreed form;

         (c)      a legal charge in the agreed form duly executed by it."



<PAGE>
          Exhibit C to the Deed of Subscription, Amendment and Release


                                Debt Obligations

All amounts owing (by way of principal, interest and otherwise) under:

1.   Loan Note issued by the Purchaser in favour of Infinicom dated 9 April 1999
     in the principal amount of US$2,368,000.

2.   Loan Note issued by the Purchaser in favour of Infinicom dated 9 April 1999
     in the principal amount of US$1,581,000.

3.   Loan Note issued by the  Purchaser in favour of Infinicom  dated 6 May 1999
     in the principal amount of SEK 16,300,000 (equivalent to US$1,870,425).

4.   Intercompany transactions, not documented by a Loan Note

<TABLE>
     <S>                                                 <C>              <C>            <C>

     funds from E. Bakke                                 -$25,000.00
     funds from Zygo Corp                                -$10,000.00
     funds from Ronald  Rotter                           -$25,000.00
     funds from Robert Antin                            -$100,000.00
     funds from James Folin                              -$49,975.00
     payment of $1998.45 to InfiniCom AB                   $1,998.45
     payment of 32178.21 Pounds Sterling to
       InfiniCom AB                                       $32,178.21
     payment of 4805.23SEK/599.15 USD to
     CIS Credit Insurance Services                           $599.15
     payment of 4609.13 SEK/574.70 USD to Tele2              $574.70
     payment of 154412.00SEK/19253.36 USD to
     Krono                                                $19,253.36
     payment of 190000.00SEK/23690.77 USD to
     Michelson and Werner                                 $23,690.77                      (equivalent to
     creditor per 24STORE.com Limited                    $131,680.36       $131,680        83,835 Pounds Sterling)
</TABLE>


5.    Interest due on Loan Notes

<TABLE>

     <S>                                              <C>                  <C>             <C>
      $2,368,000 Loan Note of 9th April 1999          US$ 164,592
      $1,581,000 Loan Note of 9th April 1999          US$ 109,890                         (equivalent to
      16,300,000 SEK Loan Note of 6th May 1999        SEK 987,825          $387,835         246,919 Pounds Sterling)

      TOTAL AMOUNTS PAYABLE TO INFINICOM AB,                                              (equivalent to
      BY 24STORE.COM LTD 15TH MARCH 2000                                 $6,338,941         4,035,743 Pounds Sterling)
                                                                         ==========     ===============
</TABLE>