PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT




                             Subscription Agreement


                                October 20, 2000


         SUBSCRIPTION  AGREEMENT  made  as of this  26th  day of  October,  2000
between  iGoHealthy.com,  Inc., a Colorado  corporation  (the "Company") and the
undersigned (the "Subscriber").

         WHEREAS,  the  Company  desires  to issue  up to  300,000  shares  (the
"Shares") of Common  Stock,  $0.001 par value per share (the "Common  Stock") on
the terms and conditions  hereinafter  set forth and the  Subscriber  desires to
acquire  the  number  of  shares  set forth on the  signature  page  hereof at a
purchase price of $0.125 per share;

         NOW, THEREFORE, for and in consideration of the premises and the mutual
covenants hereinafter set forth, the parties hereto do hereby agree as follows:

I.   SUBSCRIPTION FOR SHARES AND REPRESENTATIONS BY AND COVENANTS OF SUBSCRIBER

1.1  Subject to the terms and conditions  hereinafter set forth,  the Subscriber
     hereby subscribes for and agrees to purchase from the Company 60,000 Shares
     at a price equal to $0.125 per Share, and the

     Company  agrees to sell such  Shares to the  Subscriber  for said  purchase
     price.  The  purchase  price is  payable  by  certified  or bank check made
     payable to iGoHealthy.com,  Inc.,  contemporaneously with the execution and
     delivery of this Subscription  Agreement or by wire transfer of immediately
     available funds to Bank of New York, ABA No. 021000018,  for credit to: BNF
     Correspondent  Corp.,  Account  No.  8900186968,  for  further  credit  to:
     iGoHealthy.com,  Inc., Account No. A9-13490-1-51.  The certificates for the
     shares of Common Stock will be delivered by the Company  within thirty (30)
     days following the acceptance of the Subscribers  subscription as set forth
     in Article III hereof.

1.2  The Subscriber  recognizes  that the purchase of the Shares involves a high
     degree of risk in that: (i) the Company is a development stage company with
     no operating  history;  (ii) the Company has not  generated any revenues to
     date,  and  although it  anticipates  being able to generate  revenues  and
     income in the  foreseeable  future,  no  assurances  in this  regard can be
     given;  (iii) the  Company  requires  substantial  funds in addition to the
     proceeds of this private  placement;  (iv) an  investment in the Company is
     highly  speculative  and only  investors  who can  afford the loss of their
     entire investment should consider  investing in the Company and the Shares;
     (v) a  Subscriber  may  not be  able  to  liquidate  his  investment;  (vi)
     transferability of the Shares is extremely limited; (vii) in the event of a
     dissolution,  an investor could sustain the loss of his entire  investment;
     and  (viii)  management  of the  Company  has  limited  experience  in this
     business.

1.3  The Subscriber  represents that he is an "accredited investor" as such term
     in defined Rule 501 of  Regulation D  promulgated  under the Unties  States
     Securities  Act of 1933,  as  amended  (the  "Act"),  as  indicated  by his
     responses to the Confidential Purchaser Questionnaire included as Section V
     of this  Agreement,  and  that he is able to bear the  economic  risk of an
     investment in the Shares. 71
<PAGE>

1.4      The Subscriber  acknowledges  that he has prior investment  experience,
         including  investment  in  non-listed  and  non-registered   securities
         (including investments in limited partnerships), or he has employed the
         services of an investment  advisor,  attorney or accountant to read all
         of the documents furnished or made available by the Company both to him
         and to all other  prospective  investors  in the Shares and to evaluate
         the merits and risks of such an investment  on his behalf,  and that he
         recognizes the highly speculative nature of this investment.

1.5      The  Subscriber  acknowledges  receipt and  careful  review of the Term
         Sheet and the attachments thereto (the "Offering Documents") and hereby
         represents  that he has been furnished by the Company during the course
         of this transaction with all information regarding the Company which he
         had  requested or desired to know;  that all  documents  which could be
         reasonably  provided have been made  available for his  inspection  and
         review;  and that such  information and documents have, in his opinion,
         afforded the Subscriber with all of the same  information that would be
         provided him in a registration  statement  filed under the Act; that he
         has been  afforded  the  opportunity  to ask  questions  of and receive
         answers from duly authorized  officers or other  representatives of the
         Company  concerning the terms and  conditions of the offering,  and any
         additional information which he had requested.

1.6      The  Subscriber   acknowledges  that  this  offering  may  involve  tax
         consequences  and that the  contents of the  Offering  Documents do not
         contain tax advice or information.  The Subscriber acknowledges that he
         must retain his own professional advisors to evaluate the tax and other
         consequences of an investment in the Shares.

1.7      The Subscriber  acknowledges that his offering has not been reviewed by
         the United  States  Securities  and  Exchange  Commission  (the  "SEC")
         because of the Company's  representations that this is intended to be a
         non-public  offering  pursuant to Sections 4(2) or 3(b) of the Act. The
         Subscriber  represents  that the Shares are being purchased for his own
         account,  for investment and not for  distribution or resale to others.
         The Subscriber agrees that he will not sell or otherwise  transfer such
         Shares unless they are  registered  under the Act and  qualified  under
         applicable  state  securities or "blue sky" laws or unless an exemption
         from such registration and qualification requirements is available.

1.8      The  Subscriber  understands  that the Shares have not been  registered
         under the Act by reason of a claimed  exemption under the provisions of
         the Act which depends, in part, upon his investment intention.  In this
         connection,  the Subscriber  understands that it is the position of the
         SEC that the statutory basis for such exemption would not be present if
         his representation  merely meant that his present intention was to hold
         such Shares for a short period, such as the capital gains period of tax
         statutes,  for a deferred  sale,  for a market  rise,  assuming  that a
         market develops, or for any other fixed period. The Subscriber realizes
         that,  in the view of the SEC, a purchase  now with an intent to resell
         would  represent  a  purchase  with an  intent  inconsistent  with  his
         representation to the Company,  and the SEC might regard such a sale or
         disposition as a deferred sale to which exemptions are not available.

1.9      The  Subscriber  understands  that  there is no public  market  for the
         Shares.  The  Subscriber  understands  that  even  if a  public  market
         develops for the Shares,  Rule 144 (the "Rule")  promulgated  under the
         Act requires,  among other conditions,  a one year holding period prior
         to the resale (in limited amounts) by  non-affiliates of the Company of
         securities  acquired in a non-public offering without having to satisfy
         the registration requirements under the Act. The Subscriber understands
         that the Company  makes no  representation  or warranty  regarding  its
         fulfillment  in the  future  of any  reporting  requirements  under the
         Securities Exchange Act of 1934, as amended (the "Exchange Act") or its
         dissemination  to  the  public  of  any  current   financial  or  other
         information  concerning the Company,  as is required by the Rule as one
         of the conditions of its availability.  The Subscriber  understands and
         hereby acknowledges that the

         Company is under no  obligation  to register  the Shares under the Act.
         The Subscriber consents that the Company may, if it desires, permit the
         transfer  of the  Shares  out of his name  only  when his  request  for
         transfer   is   accompanied   by  an  opinion  of  counsel   reasonably
         satisfactory  to the Company  that  neither  the sale nor the  proposed
         transfer  results in a  violation  of the Act or any  applicable  state
         "blue sky" laws  (collectively  "Securities  Laws") and  subject to the
         provisions of Section 1.10 hereof.  The  Subscriber  agrees to hold the
         Company and its directors,  officers and controlling  persons and their
         respective heirs, representatives,  successors and assigns harmless and
         to indemnify them against all liabilities,  costs and expenses incurred
         by them as a  result  of any  misrepresentation  made by him  contained
         herein or in the  Confidential  Purchaser  Questionnaire or any sale or
         distribution  by  the  undersigned   Subscriber  in  violation  of  any
         Securities Laws.
                                       72
<PAGE>

1.10     (Intentionally omitted).

1.11     The Subscriber consents to the placement of a legend on any certificate
         or other  document  evidencing  the Shares of Common Stock stating that
         they  have  not  been  registered  under  the  Act or  qualified  under
         applicable  state  securities  or "blue sky" laws and setting  forth or
         referring to the restriction on transferability and sale thereof.

1.12     The   Subscriber   understands   that  the  Company  will  review  this
         Subscription Agreement and the Confidential Purchaser Questionnaire and
         is hereby given  authority by the undersigned to call his bank or place
         of  employment  or  otherwise  review  the  financial  standing  of the
         Subscriber;  and it is further  agreed  that the Company  reserves  the
         unrestricted right to reject or limit any subscription and to close the
         offer at any time.

1.13     The  Subscriber  hereby  represents  that  the  address  of  Subscriber
         furnished  by him at the  end of  this  Subscription  Agreement  is the
         undersigned's  principal  residence  if  he  is an  individual  or  its
         principal business address if it is a corporation or other entity.

1.14     The Subscriber  acknowledges that if he is a Registered  Representative
         of an NASD member firm,  he must give such firm the notice  required by
         the NASD's Rules of Fair Practice or any  applicable  successor rule of
         the NASD,  receipt  of which must be  acknowledged  by such firm on the
         signature page hereof.

1.15     The  Subscriber  hereby  represents  that,  except  as set forth in the
         Offering Documents,  no representations or warranties have been made to
         the  Subscriber  by the Company or any agent,  employee or affiliate of
         the Company and in entering into this  transaction,  the  Subscriber is
         not  relying  on any  information,  other  than that  contained  in the
         Offering Documents and the results of independent  investigation by the
         Subscriber.

1.16     The Subscriber  acknowledges  that at such time, if ever, as his Shares
         of  Common  Stock  are  registered,  sales of such  securities  will be
         subject to state securities or "blue sky" laws.

1.17     The Subscriber agrees that he will purchase securities in the Company's
         initial public offering only if his intent at such time is to make such
         purchase for investment purposes and not with a view toward resale.

II.      REPRESENTATIONS BY THE COMPANY

         The Company represents and warrants to the Subscriber that prior to the
consummation of this offering and at the Closing Date:

         (a)      The Company is a corporation  duly organized,  existing and in
                  good standing  under the laws of the State of  California  and
                  has the  corporate  power to  conduct  the  business  which it
                  conducts and proposes to conduct.

         (b)      The execution,  delivery and performance of this  Subscription
                  Agreement by the Company  will have been duly  approved by the
                  Board  of  Directors  of the  Company  and all  other  actions
                  required  to  authorize  and  effect the offer and sale of the
                  Shares and the  securities  contained  therein  will have been
                  duly taken and approved.
                                       73
<PAGE>

          (c)  The shares of Common Stock have been duly and validly  authorized
               and when issued and paid for in accordance with the terms hereof,
               will be valid and binding  obligations of the Company enforceable
               in accordance with their respective terms.

          (d)  The Company has obtained, or is in the process of obtaining,  all
               licenses, permits and other governmental authorizations necessary
               to the conduct of its business; such licenses,  permits and other
               governmental  authorizations  obtained  are  in  full  force  and
               effect;  and the Company is in all  material  respects  complying
               therewith.

          (e)  The  Company  knows  of  no  pending  or   threatened   legal  or
               governmental  proceedings  to which the  Company is a party which
               could  materially   adversely  affect  the  business,   property,
               financial  condition,  results of  operations or prospects of the
               Company.

          (f)  The Company is not in violation of or default under, nor will the
               execution  and  delivery  of  this  Subscription  Agreement,  the
               issuance  of the Shares  and the  incurrence  of the  obligations
               herein  and  therein  set  forth  and  the  consummation  of  the
               transactions  herein  or  therein   contemplated,   result  in  a
               violation  of, or  constitute  a default  under,  the articles of
               incorporation or by-laws, in the performance or observance of any
               material obligations,  agreement, covenant or condition contained
               in any bond, debenture, note or other evidence of indebtedness or
               in any material contract,  indenture,  mortgage,  loan agreement,
               lease,  joint  venture or other  agreement or instrument to which
               the  Company  is a party or by which it or any of its  properties
               may be  bound  or in  violation  of  any  material  order,  rule,
               regulation,  writ,  injunction,  or  decree  of  any  government,
               governmental instrumentality or court, domestic or foreign.

III.     TERMS OF SUBSCRIPTION

         3.1      The minimum subscription per subscriber shall be 40,000 Shares
                  at a purchase  price of $0.125 per Share,  provided,  however,
                  that smaller  investments may be accepted at the discretion of
                  the Company.

         3.2      The Subscriber understands that the Company is not required to
                  receive any minimum amount of  subscriptions  before accepting
                  such  subscriptions  for  investment  in the  Company and that
                  subscribers  whose  subscriptions  are accepted  first run the
                  risk  that the  Company  may not  raise all of the funds it is
                  seeking in this offering which could  materially and adversely
                  affect the Company's ability to finance its business plan.

         3.3      The  Subscriber  hereby  authorizes and directs the Company to
                  deliver the Shares to be issued to such Subscriber pursuant to
                  this  Subscription  Agreement  either  to the  residential  or
                  business  address  indicated  in the  Purchaser  Questionnaire
                  contained in Section 6 of this Subscription Agreement.

         3.4      The  Subscriber  hereby  authorizes and directs the Company to
                  return  any funds  for  unaccepted  subscriptions  to the same
                  account from which the funds were drawn.

IV.      MISCELLANEOUS

         4.1      Any notice or other  communication  given  hereunder  shall be
                  deemed  sufficient  if in writing  and sent by  registered  or
                  certified  mail,  return receipt  requested,  addressed to the
                  Company,  at its registered  office,  11693 San Vicente Blvd.,
                  Suite 310,  Los  Angeles,  CA 90049,  Attention:  Bill Glaser,
                  Secretary and Chief Operating  Officer,  and to the Subscriber
                  at his address indicated on the last page of this Subscription
                  Agreement.  Notices  shall be deemed to have been given on the
                  date of mailing,  except  notices of change of address,  which
                  shall be deemed to have been given when received.
                                       74
<PAGE>

         4.2      This Subscription Agreement shall not be changed,  modified or
                  amended  except  by a  writing  signed  by the  parties  to be
                  charged, and this Subscription Agreement may not be discharged
                  except by  performance  in  accordance  with its terms or by a
                  writing signed by the party to be charged.

         4.3      This Subscription Agreement shall be binding upon and inure to
                  the  benefit of the  parties  hereto  and to their  respective
                  heirs,  legal  representatives,  successors and assigns.  This
                  Subscription  Agreement  sets forth the entire  agreement  and
                  understanding  between the  parties as to the  subject  matter
                  thereof  and  merges  and  supersedes  all prior  discussions,
                  agreements  and  understandings  of any and every nature among
                  them.

         4.4      Notwithstanding  the place where this  Subscription  Agreement
                  may be  executed  by any of the  parties  hereto,  the parties
                  expressly agree that all the terms and provisions hereof shall
                  be construed in  accordance  with and governed by the internal
                  substantive laws of the State of California without regards to
                  it conflicts of law or choice of law  principles.  The parties
                  hereby  agree that any dispute  which may arise  between  them
                  arising  out  of  or  in  connection  with  this  Subscription
                  Agreement  shall be adjudicated  before a court located in Los
                  Angeles  County  and  they  hereby  submit  to  the  exclusive
                  jurisdiction of the courts of the State of California  located
                  in Los Angeles County, California and of the federal courts in
                  the  Central  District  of  California  located in Los Angeles
                  County  with  respect  to  any  action  or  legal   proceeding
                  commenced by any party,  and  irrevocably  waive any objection
                  they now or  hereafter  may have  respecting  the venue of any
                  such  action  or  proceeding   brought  in  such  a  court  or
                  respecting the fact that such court is an inconvenient  forum,
                  relating to or arising out of this  Subscription  Agreement or
                  any acts or omissions  relating to the sale of the  securities
                  hereunder,  and  consent to the service of process in any such
                  action or legal proceeding by means of registered or certified
                  mail,  return  receipt  requested,  in care of the address set
                  forth  below or such other  address as the  undersigned  shall
                  furnish in writing to the other.

         4.5      This  Subscription  Agreement may be executed in counterparts,
                  each of which  shall be an  original  but all of  which,  when
                  taken together,  shall constitute one and the same instrument.
                  Upon the execution and delivery of this Subscription Agreement
                  by the Subscriber,  this Subscription Agreement shall become a
                  binding  obligation  of the  Subscriber  with  respect  to the
                  purchase of the Shares as herein provided;  subject,  however,
                  to the right hereby  reserved to the Company to enter into the
                  same agreements with other subscribers to add and/or to delete
                  other persons as subscribers and to accept or reject, in whole
                  or in part, the Subscribers subscription.

         4.6      The holding of any provision of this Subscription Agreement to
                  be  invalid  or   unenforceable   by  a  court  of   competent
                  jurisdiction  shall not  affect  any other  provision  of this
                  Subscription  Agreement,  which shall remain in full force and
                  effect.

         4.7      It is agreed that a waiver by either  party of a breach of any
                  provision of this Subscription Agreement shall not operate, or
                  be  construed,  as a waiver of any  subsequent  breach by that
                  same party.

         4.8      The parties  agree to execute  and  deliver  all such  further
                  documents,  agreements and instruments and take such other and
                  further action as may be necessary or appropriate to carry out
                  the purposes and intent of this Subscription Agreement.
                                       75
<PAGE>

V.       CONFIDENTIAL INVESTOR QUESTIONNAIRE

         5.1      The  Subscriber  represents  and  warrants  that he, she or it
                  comes  within  one  category  marked  below,  and that for any
                  category  marked,  he or she has truthfully  set forth,  where
                  applicable,  the factual basis or reason the Subscriber  comes
                  within  that  category.  ALL  INFORMATION  IN RESPONSE TO THIS
                  SECTION WILL BE KEPT STRICTLY  CONFIDENTIAL.  The  undersigned
                  agrees to furnish any additional information which the Company
                  deems  necessary  in order to  verify  the  answers  set forth
                  below.

                  Category           A ___ The  undersigned  is an individual
                                     (not a partnership,  corporation,  etc.)
                                     whose individual net worth, or joint net
                                     worth with his or her spouse,  presently
                                     exceeds $1,000,000.

                                     Explanation.  In  calculating  net worth
                                     you  may  include   equity  in  personal
                                     property and real estate, including your
                                     principal  residence,  cash,  short-term
                                     investments,   stock   and   securities.
                                     Equity  in  personal  property  and real
                                     estate  should  be  based  on  the  fair
                                     market value of such  property less debt
                                     secured by such property.

                  Category B ___     The  undersigned is an individual  (not
                                     a partnership,  corporation,  etc.) who
                                     had an  income in excess  of  $200,000
                                     in each of the two most  recent years,or
                                     joint  income  with his or her spouse in
                                     excess of  $300,000  in each of those
                                     years (in each case  including  foreign
                                     income,  tax exempt income and full
                                     amount of  capital  gains and  losses
                                     but excluding any income of other family
                                     members and any  unrealized  capital
                                     appreciation) and has a reasonable
                                     expectation  of reaching the same income
                                     level in the current year.

                  Category           C ___ The  undersigned  is a director or
                                     executive  officer of the Company  which
                                     is issuing and selling the Shares.

                  Category D ___     The  undersigned  is a bank;  a  savings
                                     and loan association; insurance company;
                                     registered investment company; registered
                                     business  development company; licensed
                                     small business investment company("SBIC");
                                     or employee benefit  plan  within  the
                                     meaning of Title 1 of ERISA and (a)  the
                                     investment  decision  is made by a plan
                                     fiduciary  which is either a bank,
                                     savings and loan association,  insurance
                                     company or registered investment advisor,
                                     or (b) the plan has total assets in excess
                                     of  $5,000,000 or is a self directed plan
                                     with  investment  decisions  made solely
                                     by persons that are accredited investors.


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

                  --------------------------------------------------------------
                                                          (describe entity)

                  Category              E  ___  The  undersigned  is  a  private
                                        business  development company as defined
                                        in Section  202(a)(22) of the Investment
                                        Advisors Act of 1940.

                  Category              F  ___  The   undersigned  is  either  a
                                        corporation, partnership,  Massachusetts
                                        business     trust,     or    non-profit
                                        organization   within  the   meaning  of
                                        Section   501(c)(3)   of  the   Internal
                                        Revenue  Code,  in each case not  formed
                                        for the  specific  purpose of  acquiring
                                        the  Shares  and with  total  assets  in
                                        excess of $5,000,000.

                                       76
<PAGE>

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

                  --------------------------------------------------------------
                                                          (describe entity)


                  Category              G ___ The  undersigned  is a trust  with
                                        total  assets in  excess of  $5,000,000,
                                        not formed for the  specific  purpose of
                                        acqui6ng the Shares,  where the purchase
                                        is directed by a "sophisticated  person"
                                        as defined in Regulation 506(b)(2)(ii).

                  Category              H  ___  The  undersigned  is  an  entity
                                        (other  than a  trust)  all  the  equity
                                        owners   of   which   are    "accredited
                                        investors"  within  one or  more  of the
                                        above  categories.  If relying upon this
                                        Category  alone,  each equity owner must
                                        complete   a   separate   copy  of  this
                                        Agreement.


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

                  --------------------------------------------------------------
                                                          (describe entity)

                  Category              I ___ The  undersigned is not within any
                                        of the categories  above and is therefor
                                        not an accredited investor.

         The undersigned  agrees that the undersigned will notify the Company at
any time on or prior to the Closing  Date in the event that the  representations
and warranties in this Agreement shall cease to be true, accurate and complete.

         5.2      SUITABILITY (please answer each question)
                  -----------

                  (a)      For an individual  Subscriber,  please  describe your
                           current  employment,  including  the Company by which
                           you are employed and its principal business:


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

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

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

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

                  (b)      For an individual  Subscriber,  please describe any
                           college or graduate  degrees held by you:

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

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

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

                  --------------------------------------------------------------
                                       77
<PAGE>


                  (c)      For an individual Subscriber,   do  you  expect  your
                           current  level  of  income  to significantly decrease
                           in the foreseeable future.

                             ___    YES     ___    NO

                  (d)      For all Subscribers, please check types of prior
                           investments:
<TABLE>
                            <S>     <C>                                         <C>

                             ___    U.S. Government Securities                  ___   Private Placements

                             ___    Publicly Traded Corporate Securities        ___   Mutual Funds

                             ___    Other  (Describe)__________________________________________
</TABLE>

                  (e)      For all Subscribers, please state  whether  you have
                           participated  in other  private placements before:

                             ___    YES     ___    NO

                  (f)      For all Subscribers, please indicate frequency of
                           such prior  participation in private placements:

                                 Public Private
                                               Companies        Companies
                                               ---------        ---------
                             Frequently        _____            _____
                             Occasionally      _____            _____
                             Never             _____            _____


                  (g)      For  all   Subscribers,   do  you  have   any   other
                           investments  or  contingent   liabilities  which  you
                           reasonably  anticipate could cause you to need sudden
                           cash requirements in excess of cash readily available
                           to you.

                             ___    YES     ___    NO

                  (h)      For all  Subscribers,  are you familiar with the risk
                           aspects and the  non-liquidity of investments such as
                           the securities for which you seek to subscribe?

                             ___    YES     ___    NO

                  (i)      For all Subscribers,  do you understand that there is
                           no guarantee of financial  return on this  investment
                           and  that  you run the  risk of  losing  your  entire
                           investment?

                             ___    YES     ___    NO

                  (j)      For   trust,    corporate   partnership   and   other
                           institutional  Subscribers,  do you expect your total
                           assets to  significantly  decrease in the foreseeable
                           future:

                             ___    YES     ___    NO

         5.3      Manner in Which Title to be Held (circle one)
                  --------------------------------

                           (a)      Individual Ownership
                           (b)      Community Property
                                       78
<PAGE>

                           (c)      Joint Tenant with Right of Survivorship
                                    (both parties must sign)
                           (d)      Partnership*
                           (e)      Tenants in Common
                           (f)      Company*
                           (g)      Trust*
                           (h)      Other

                          *If Shares are being subscribed for by an entity,  the
                          attached   Certificate   of  Signatory  must  also  be
                          completed.

         5.4      NASD Affiliation:
                  Are you associated:(l) with an NASD member firm or (2) (please
                  check one):

                             ___    YES     ___    NO
                  If Yes, please describe:

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

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

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

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

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

                  (1) The NASD  defines a "person  associated  with a member" or
                      "associated  person  of a  member"  as  being  every  sole
                      proprietor,  general or limited partner, officer, director
                      or branch  manager of any member,  or any  natural  person
                      occupying   a  similar   status  or   performing   similar
                      functions, or any natural person engaged in the investment
                      banking  or   securities   business  who  is  directly  or
                      indirectly  controlling  or controlled by such member (for
                      example, any employee),  whether or not any such person is
                      registered  or  exempt  from  registration  with the NASD.
                      Thus,  "person  associated  with a member' or  "associated
                      person of a member' includes a sole proprietor, general or
                      limited partner, officer, director or branch manager of an
                      organization   of  any  kind   (whether   a   corporation,
                      partnership  or other  business  entity)  which  itself is
                      either a "member" or a "person  associated  with a member"
                      or  "associated  person  of a  member."  In  addition,  an
                      organization  of any kind is a "person  associated  with a
                      member"  or  "associated  person of a member"  if its sole
                      proprietor  or anyone of its general or limited  partners,
                      officers,  directors  or branch  managers  is a  "member,"
                      "person associated with a member' or "associated person of
                      a member."

                  (2) The NASD  defines  a  'member'  as being  any  individual,
                      partnership,  corporation  or other legal entity that is a
                      broker or dealer admitted to membership in the NASD.

                      *If  Subscriber is Registered  Representative with an NASD
                           member firm, have the following acknowledgment signed
                           by the appropriate party:

                  The undersigned NASD member firm  acknowledges  receipt of the
                  notice  required by Article 3,  Sections  28(a) and (b) of the
                  Rules of Fair Practice or any successor rules or regulations.
                                       79
<PAGE>


                  Name of NASD Member Firm  ____________________________________

                  By: (Authorized Officer)     _________________________________

                  Date:  _______________________________________________________


         5.5      The undersigned is informed of the significance to the Company
                  of the foregoing  representations and answers contained in the
                  Confidential Investor Questionnaire  contained in this Section
                  6 and such answers  have been  provided  under the  assumption
                  that the Company will rely on them.

VI.      BLUE SKY LEGENDS

NASAA UNIFORM LEGEND

                  IN MAKING AN INVESTMENT  DECISION INVESTORS MUST RELY ON THEIR
         OWN EXAMINATION OF THE ISSUER AND THE TERMS OF THE OFFERING,  INCLUDING
         THE  MERITS  AND  RISKS  INVOLVED.   THESE  SECURITIES  HAVE  NOT  BEEN
         RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES COMMISSION OR REGULATORY
         AUTHORITY.  FURTHERMORE,  THE FOREGOING  AUTHORITIES HAVE NOT CONFIRMED
         THE  ACCURACY  OR  DETERMINED  THE  ADEQUACY  OF  THIS  DOCUMENT.   ANY
         REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.  THESE SECURITIES
         ARE SUBJECT TO RESTRICTIONS ON  TRANSFERABILITY  AND RESALE AND MAY NOT
         BE TRANSFERRED  OR RESOLD EXCEPT AS PERMITTED  UNDER THE SECURITIES ACT
         OF 1933, AS AMENDED, AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT
         TO REGISTRATION OR EXEMPTION THEREFROM.  INVESTORS SHOULD BE AWARE THAT
         THEY WILL BE REQUIRED TO BEAR THE  FINANCIAL  RISKS OF THIS  INVESTMENT
         FOR AN INDEFINITE PERIOD OF TIME.


                                       80

<PAGE>



                       INDIVIDUAL INVESTOR SIGNATURE PAGE


         IN  WITNESS  WHEREOF,  the  parties  have  executed  this  Subscription
Agreement as of the day and year first written above.

--------------------------------------------------------------------------------
           NUMBER OF SHARES ___________________ x $0.125 = $_____________

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

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


             -------------------------        -------------------------
             Signature                        Signature (if purchasing jointly)

             -------------------------        -------------------------
             Name Typed or Printed            Name Typed or Printed

             -------------------------        -------------------------
             Address                          Address

             -------------------------        -------------------------
             City, State and Zip Code         City, State and Zip Code

             -------------------------        -------------------------
             Telephone - Business             Telephone - Business

             -------------------------        -------------------------
             Telephone - Residence            Telephone - Residence

             -------------------------        -------------------------
             Facsimile - Business             Facsimile - Business

             -------------------------        -------------------------
             Facsimile - Residence            Facsimile - Residence

             -------------------------        -------------------------
             Tax ID# or Social Security       Tax ID# or Social Security

Name in which Shares should be issued:
     __________________________________________

Dated: __________________________

This Subscription Agreement is agreed to and accepted as of ______________, 2000

                                 IGOHEALTHY.COM, INC.


                               -----------------------------
                               Name:    Bill Glaser
                               Title:   Secretary and Chief Operating Officer

                                       81
<PAGE>



                       INDIVIDUAL INVESTOR SIGNATURE PAGE

         IN  WITNESS  WHEREOF,  the  parties  have  executed  this  Subscription
Agreement as of the day and year first written above.


--------------------------------------------------------------------------------
             NUMBER OF SHARES ___________________ x $0.125 = $_____________
                                                                 ------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

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


          -------------------------    -------------------------
          Name of Institution          Number of Partners (if Applicable)

          -------------------------    -------------------------
          Address                      Number of Shareholders
                                       (if Applicable)

          -------------------------    -------------------------
          City, State and Zip Code     State of Formation

          -------------------------    -------------------------
          Telephone                    Date of Formation

          -------------------------    -------------------------
          Facsimile                    Tax ID# or Social Security of Institution

          -------------------------    -------------------------
          Signature


          -------------------------------------------------------
          Name (Typed or Printed) of Individual Signing of Behalf of Institution

          -------------------------------
          Position or Title

Name in which Shares should be issued:
______________________________________________

Dated: __________________________

This Subscription Agreement is agreed to and accepted as of ______________, 2000

                              IGOHEALTHY.COM, INC.


                              -----------------------------
                              Name:    Bill Glaser
                              Title:   Secretary and Chief Operating Officer

                                       82

<PAGE>



                            CERTIFICATE OF SIGNATORY


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



                  I, _______________________________, am the ___________________

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 to
purchase  and  hold the  Shares,  and  certify  further  that  the  Subscription
Agreement  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  set my hand  this  ____  day of
__________, 2000.




                                                      -----------------------
                                                           (Signature)



                                       83