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To: Parker Benchley who wrote (2978)	2/23/1998 6:56:00 PM
From: JOE MEDSKER	Read Replies (3) \| Respond to of 19331

GWB, I just tried calling Joe and all I got was a trouble signal at the other end. The Weather Channel is saying that area is being hit by a Northeaster as I type this. Perhaps all that rain and snow has knocked out the power and or telephone lines. Best Regards

To: Parker Benchley who wrote (2978)	2/23/1998 7:22:00 PM
From: Grupo Brad	Read Replies (2) \| Respond to of 19331

George & Everyone, It's just things like this developing that will all the lead to the final picture. Long-termers that are familiar with the "business plan" will know what I mean. "Grupo Brad" DataWave to Acquire National U.S. Payphone Provider Business Wire - February 23, 1998 12:29 %DATAWAVE-SYSTEMS DTV. DWVSF %WASHINGTON %CALIFORNIA %ARIZONA %OREGON %TELECOMMUNICATIONS %COMPUTERS %ELECTRONICS %COMED %MERGERS %ACQ V%BW P%BW VANCOUVER, British Columbia--(BUSINESS WIRE)--Feb. 23, 1998-- DataWave Systems Inc. (VSE: DTV) (OTC Bulletin Board: DWVSF), manufacturers of the world's only intelligent prepaid calling card dispensers, today announced the signing of an Agreement to purchase the shares of Metrophone Telecommunications Inc., based in Redmond, Washington. Metrophone currently operates payphones in Washington, California, Arizona and Oregon, and has recently signed an agreement with the Association of RV Parks and Campgrounds of America (ARVC) to provide payphone and 1+ services to their member campgrounds throughout the United States. ARVC has over 4,000 member campgrounds with more than 5,250 payphones currently in place. Though individual campgrounds negotiate their contracts independently, Metrophone has already signed over 700 of the member campgrounds to 5-year contracts with a 5-year renewal option for both payphone and long-distance services. DataWave is focused on expanding the payphone operations beyond the ARVC contract by offering payphone services to its existing and new locations. According to Clive Barwin, CEO and President of DataWave, "This acquisition represents a tremendous opportunity for DataWave, a large number of our prepaid calling card customers have asked for a turnkey payphone and prepaid calling card program. Payphones and prepaid calling card machines compliment each other and in most instances will be located adjacent to each other. This will have a major impact on our revenues where customers purchase a prepaid calling card for use on our payphones, as well as our cost of service as we will be able to service two or more machines during the same visit. Our hope is to install in excess of 20,000 payphones over the next three years." Several recent developments in the U.S. should dramatically improve both the short term and long-term operating outlook for independent payphone companies. The first is a mandate to provide compensation to the payphone owners for all free access calls including "800" and other calls for which they previously received no revenue at all. The second is deregulation of the basic local coin rate, which will enable payphone service providers to increase that rate, as market conditions require. The payphone industry is expecting to receive 35 cents for each 800 call made from a payphone, and the local coin rate has been deregulated with most Payphone Service Providers and Regional Bell Operating Companies having already increased local calls to 35 cents per call. The majority of the roughly 2,000,000 payphones in service in the U.S. today are owned by local exchange telephone companies, or by AT&T, which owns and operates "coinless" payphones in locations throughout the country. Approximately 17.5 percent or 350,000 payphones are owned and operated by independent payphone providers. Most of the independents are small telephone companies, and it is estimated that only about 25 of these companies have more than 2,000 payphones in operation today. If DataWave reaches its goal of owning in excess of 20,000 payphones over the next three years, the company would become one of the five largest independent payphone providers in the U.S. marketplace. According to the agreement, DataWave will purchase all of the shares of Metrophone for $1,300,000 (U.S.) made up of $700,000 (U.S.) in cash and the balance in shares. The shares will be priced at the time of closing based on the 10 day average prior to closing. Another 50,000 shares will be issued to a finder as a finder's fee. Formed in September 1994, Metrophone Telecommunications quickly grew from a two-phone business utilizing highly dependable state-of-the-art payphone equipment known as "smart payphones." A smart phone employs a highly sophisticated computerized monitoring and information system which most local operating company's equipment lack. This proprietary system allows for communication with the payphones via modem 24 hours a day. As Metrophone President Amir Heshmatpour noted, "DataWave's commitment to cutting-edge technological innovation, its strong customer base and its association with AT&T will allow us to rapidly expand and become a significant force in the independent payphone providers market. I look forward to continuing my involvement as President and COO of Metrophone in association with DataWave." DataWave's proprietary Telecard Merchandisers (DTMs) are intelligent electronic merchandising systems that dispense and activate prepaid calling cards. The cards are activated at the point-of-sale. This unique "Point-of-Sale Activation" eliminates risks typically associated with the sale of prepaid calling cards -- including theft, vandalism, as well as costs associated with inventory control. DataWave currently distributes its prepaid products in over 5,000 retail locations in Canada and the United States and has recently signed an agreement with AT&T in the U.S. On Behalf of the Board Clive Barwin, CEO Visit the DataWave Website at datawave.ca CONTACT: DataWave Systems Inc. Peter Hough, 604/874-1302, ext. 301 604/874-1503 (fax)