| A Corporate Update From Avaterra.com CEO, David Andrews October 6, 1999
 
 When Avaterra.com, Inc. became a publicly traded entity in June 1999, we set out to establish the leadership position in the emerging virtual world market. To achieve this goal, we have focused on establishing a solid foundation for our marketing strategy and software platform.
 
 We are delighted to report that, after only four months as a public company, we experienced a 75% growth in new accounts last month, signed five new partnership agreements, and are well on our way to building a solid business model as the definitive community site on the Internet. The remainder of this letter outlines our recent achievements and outlook.
 
 Background
 
 Avaterra.com's VZone technology generates 2.5D animated, graphical environments that we have recently trademarked as Virtual Zones (VZones). These include community-building and advertising features that are innovative and highly engaging for users. Compared to typical portals that attract millions of casual visitors with no loyalty, VZones produce a high level of loyalty, stickiness and extended session lengths, evidenced by our communities that have flourished for years.
 
 Our virtual world based advertising takes banner ads to the next level. We provide a unique long term electronic commerce vehicle (in the form of Ad Objects) which promotes and facilitates repeat sales over long periods of time. Our Ad Objects are extremely compelling as they are integrated into the virtual environment, much like product placement in movies. Members welcome these ads and interact with them willingly because they are a natural and non-intrusive part of their online experience.
 
 Our revenues are derived from multiple sources including consumer-oriented virtual zones where members pay fees for premium services and companies pay for advertising, sponsorship, and e-commerce.  In business-oriented virtual zones, our clients pay for customized environments where interaction between staff, business clients and consumers can occur.
 
 Strategy and goals
 
 Avaterra.com's strategy is to utilize the technology's key benefits to continue to attract large, visible partners who want to offer their members the ability to participate in the community that our VZones offer. Partners such as Xoom (NBC), Delphi, and others have already experienced the power of our community-building technology. We are not only growing in our existing markets, but we are also gaining early entry into international markets which are  experiencing high growth rates  as we continue to penetrate the business market with new business-to-business and business-to-consumer applications.
 
 What we have done
 
 Our success in the marketplace will be enabled by the  progress of our development team. We recently brought on Gary Chaikin as the new VP of Development to lead our development and creative teams. Gary has over twenty-five years of production, development and design experience and has developed applications for clients such as Merrill Lynch, Bayer Pharmaceuticals and Canadian Tire (eflyer). Under Gary's direction, Avaterra.com has developed the production capacity and organizational infrastructure to design and produce hundreds of VZone areas each week. Our
 production capacity has increased by approximately 300 percent, allowing us to meet the increasing demands of customers, partners, members and future advertising clients. Some of our major achievements include:
 
 Reducing the size of the VZone software client to provide consumers with a simpler, quicker download and installation process. It will be released in stages over the next six weeks with the first release reduced to almost 50% of its original size, decreasing download time to 10 minutes. This is a major improvement in securing customers as long  downloads are a disincentive to trial.
 
 The addition of streaming audio and video into the client interface will introduce the capability for a wide range of content within our Zones, appealing to consumers as well as partners and advertisers. Consumers can enjoy watching movies or listening to music without ever leaving the zones, further increasing session lengths. Partners can test new marketing campaigns with virtual focus groups, hold live webcasts and showcase new music or movies. The potential is limitless and this development affords us many new opportunities.
 
 Currently, under the umbrella of VZones, we have VZconnections (general audience) and VZdreamscape  (fantasy/sci-fi audience). In the last month, we have seen an increase in the number of registered members of over 75%. Daily unique visitors are up 27% (3,200 per day) and time spent online has increased 34% (over 18,000 hours per day). This data shows a daily average visit length of over 5.6 hours per visitor, a time equal to television viewing. We believe the growth rate in daily unique visitors and time spent online are sustainable and will in fact grow due to the promotions we have planned.
 
 European success
 
 We expect our strategic revenue sharing partnership with Scottish Telecom to provide significant leverage in securing additional ISPs as partners in Europe. ScottishTelecom is one of the U.K.'s leading Internet and data solutions providers, and through the Demon Internet brand, Scottish Telecom is the fourth largest web host in the world. ScottishTelecom plans to distribute the VZone software to more than five million customers as part of its "in2home" free ISP CD  introducing VZones to consumers across the U.K.
 over the next twelve months.
 
 Where we are going
 
 Our emphasis is to grow the traffic in our consumer VZones, while launching new ones. Both of these efforts will subsequently allow us to pursue our planned advertising and e-commerce initiatives. Our current priority is the launch of a new Zone, VZentertainment, which will include music,
 celebrities, gaming and television. We have signed a strategic marketing initiative with our first record label, First Madison, which will start with an innovative promotion showcasing new musical artists at over 1,000 college and high school campuses nationwide. This promotion is scheduled to begin in early November and will include distribution of over 250,000 CDs containing commercially unavailable sample tracks, video clips and the VZone software. The students receiving this software will also receive an invitation to
 participate in live chats with the artists after the show in
 VZentertainment.
 
 While our direct selling efforts targeting partners have been in place since June, we've only recently begun to ramp up our consumer marketing. Elements of our upcoming marketing launch include the following:
 
 Radio  integrated live/produced spots tied into virtual zone events  Print  Internet lifestyle and online gaming publications Internet  online publicity generation as well as banner ad campaigns Viral marketing programs  capitalizes on word-of-mouth advertising Email campaigns  to existing members promoting in-zone contests Tradeshows  presence at key shows (Entertainment Online in NY, October)
 
 There is a clear trend toward making the online experience more engaging.. Avaterra.com is poised to capitalize on this trend, as it's graphical interface and community-building features have proven to be one of the most involving and satisfying to date. We've grown incrementally up until now.
 But as the above activities suggest, we are positioning ourselves for a quantum leap in our membership and overall traffic numbers and to achieve our position of dominance in our space.
 
 We wish to thank each of you for your interest and support in our new company and look forward to providing you future updates on our progress.
 
 David Andrews
 Chief Executive Officer
 
 In keeping with U.S. law, Avaterra.com, Inc. notes that this update includes forward-looking statements. Actual results may vary significantly due to various risks and uncertainties. Those include, but are not limited to, the
 risk that new technologies are inherently subject to  development, timing and consumer acceptance risks.
 
 All trademarks, trade names, registered trademarks, or registered trade names are property of their respective holders.
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