Our infrastructure platform consists of the UP.Link Server Suite and
UP.Browser software products. The UP.Link Server Suite includes:
 
  . a means of exchanging data between the Internet and mass-market wireless
    telephones, commonly referred to as a gateway;
 
  . a service platform that performs subscriber management and service
    provisioning functions, as well as communicating with the network
    operator's customer care and billing systems; and
 
  . Internet-based applications such as email and personal information
    management software.
 
   The UP.Browser is a browser and messaging software product that is designed
and optimized for mass-market wireless telephones. In addition, as of August
1999, approximately 10,700 third-party developers have registered to use our
UP.SDK software development kit, and a variety of third-party content is
currently available for wireless telephones equipped with UP.Browser, including
information from ABCNews.com, Bloomberg, Reuters, Quote.com and ESPN
Sportszone.
 
   With the introduction of the next version of our software solution,
currently available as a beta release, our products will provide an open,
interoperable, WAP-compliant platform for the delivery of Internet-based
services. Our software solution supports all major digital wireless telephony
standards in use around the world:
 
   . CDMA (Code Division
     Multiple Access)          .GSM (Global System for Mobile Communication)
   . TDMA (Time Division
     Multiple Access)          .CDPD (Cellular Digital Packet Data)
   . iDEN (Integrated Digital
     Enhanced Network)         .PDC (Personal Digital Cellular)
   . PHS (Personal Handyphone
     System)
 
   The MyPhone service is complementary to our infrastructure platform and is
designed to allow network operators to rapidly deploy customized, branded
Internet portals for their wireless subscribers. MyPhone offers a framework for
the delivery of Internet applications, content and services optimized for
wireless telephones. Initial information services available through MyPhone
will include news feeds and financial information, as well as email, address
book and calendar functionality. The MyPhone service can be customized to
enable network operators to offer their wireless subscribers a branded portal
with a differentiated look and feel, content, customer care functionality and
other unique features. Wireless subscribers will also be able to access the
information services and applications available on MyPhone through a standard
PC web browser. MyPhone's extensible architecture is designed to facilitate the
development of new applications and services. MyPhone will be hosted by
Phone.com, and we expect to operate all back-end systems involved in offering
this service.