Title of Invention

System and Method for Patent Theft, Fraud on the US Patent Office, Postal Fraud, Business and Commerce Fraud

Private and confidential attorney client privileged information. If you are not the intended recipient please destroy and return copy to caroline@cprogers.com and call us to confirm the destruction at 310.265.1730, call collect if necessary.

Exhibits

Constitution of the United States of America Section 8

Preface

Title of Invention - System and Method for Fraud on the US Patent Office, Postal Fraud, Business and Commerce Fraud

Inventors

Drawings

Proskauer Rose LLP - Kenneth Rubenstein, Raymond Joao Patent Crimes

Exhibit 8 The case of the patent attorney who files patents similar to ideas he learns from his clients

Exhibit 13 Case of the very fake fax and the fraud on patent 5865-2 begins

Case 15 What was and what is not

Exhibit 21 Cleaning up Joaos mess with Foley

Exhibit 24 Case of the lost patent 5865-2

Case 1

Case 2

Case 3

Case 6 5865-2 Folder original and contents

Rays Faxs in the Folder

Fax 1

Fax 3

Fax 3 Part 2

Fax 4

Fax 5

Fax 6

Fax 7

Fax 8

Fax 8 Part 2

Fax 9

Fax 9 Part 2

Email

Fax 10

Fax 11

FedX 1

Fax 12

Fax 13

Fax 14

Fax 15

Also in this folder are the following miscellaneous docs, not sure how they fit in yet.

Proskauer Rose Faxes in this folder

Fax 3

Raymond Hand Notes

We now move to another folder of Joao folly and a whole new scheme of documents unfolds in this folder of nonsense.

Fax 1

Fax 2

Fax 3

Fax 4

Fax 5

Fax 6

Fax 7

Fax 8

Fax 9

Fax 10

Fax 11

Email 1

Exhibit 25 Kenneth Rubenstein

Proskauer Rose LLP - Chris Wheeler Crimes

Exhibit 4 Utley Resume as submitted by Christopher Wheeler to I View It and Board

Foley & Lardner Doug Boehm, Steven Becker Bill Dick + Brain Utley Patent Crimes

Exhibit 11 Case of the changing patent titley

Exhibit 12 Smudges & Fudges on 57013-112 and how to add your name to inventions that were invented without you

Exhibit 14 Case of changing fonts again

Exhibit 16 Case of bad math from an engineer and two certified engineers at Foley and Lardner, this is hours before filing, and the inventors have never seen these documents

Exhibit 20 Cleaning up the mess of Utley Follys with Foley

Exhibit 22 Another case of adding oneself to inventions one did not invent

REAL 3D + RYJO

Brian Utley, Michael Reale and Raymond Hersh Thefts and Miscellaneous Crimes

Exhibit 32 Employee stock grants without compensation committee review

Crossbow Lender Liabilities

Exhibit 17 Crossbow Disgust letter

Goldstein & Lewin

143rd SMPTE Technical Conference and Exhibition

Hilton New York, November 4-7, 2001

Possible Enforcement Remedy

Numerical Exhibits

Exhibits

Constitution of the United States of America Section 8

Preface

Title of Invention - System and Method for Fraud on the US Patent Office, Postal Fraud, Business and Commerce Fraud

Inventors

Exhibit 3 Timeline of Incidents and allegations, hints and innuendos

Exhibit 6 Utley/Reale Police Report

Exhibit 8 The case of the patent attorney who files patents similar to ideas he learns from his clients

Exhibit 9 More on the Case of Walking Patents out of I View It and to your home

Exhibit 11 Case of the changing patent title

Exhibit 12 Smudges & Fudges on 57013-112 and how to add your name to inventions that were invented without you.

Exhibit 16 Case of bad math from an engineer and two certified engineers at Foley and Lardner, this is hours before filing, and the inventors have never seen these documents

Exhibit 17 Crossbow Disgust letter

Exhibit 20 Cleaning up the mess of Utley Follys with Foley

Exhibit 21 Cleaning up Joaos mess with Foley

Exhibit 22 Another case of adding oneself to inventions one did not invent

Exhibit 24 Case of the lost patent 5865-2

Exhibit 26 Gerald Lewin response to his client starting to use I View It Technologies

Exhibit 27 Infringers

Exhibit 28 - Endorsements

Exhibit 33 What happens to 57103/101

Exhibit Final

143rd SMPTE Technical Conference and Exhibition

Hilton New York, November 4-7, 2001

Possible Enforcement Remedy

Flow Chart of Thieves

Constitution of the United States of America

Section 8

The Congress shall have Power: To promote the Progress of Science and useful Arts, by securing for limited Times to Authors and Inventors the exclusive Right to their respective Writings and Discoveries;

Preface:

Three technologies discovered in the pursuit of helping children save the planet that were created using out-of-the-box thinking and have led to significant advancements in virtual immersive imaging and video content creation. They were heralded as holy grail finds by leading experts in the industry, worth billions, and this is the story of those who became blinded and those that became heroes and the truth of who really invented what.

Title of Invention

System and Method for Patent Stealing, Fraud on the US Patent Office, Postal Fraud, Business and Commerce Fraud

Chris Wheeler

Brian G. Utley

Raymond Joao

Kenneth Rubenstein

Douglas Boehm

William Dick

Steven Becker

R3D

Gerald Stanley

Crossbow?

Ryan Huiseman

Raymond Hersch

Et.al

None like it, although it will not be the first time that inventors have been frauded by bad promoters and attorneys. It will be a new twist that the patent attorneys have frauded the USPTO, the Postal Services, the IRS, the Department of Commerce and several others.

Field of invention

The present invention relates to how patents that are estimated to be worth billions are stolen for 5 million. More specifically, how to steal from inventors, investors, the IRS, and the United States Patent and Trademark Office (USPTO) www.uspto.gov . Three inventions with an estimated value in the billions annually, per invention, initially determined by leading engineers from Intel, Lockheed, SGI and many others. These items were called "holy grail" inventions and it now appears to have blinded a few. I still believe that these patents are gifts from G-d that come in dreams that oft speak to inventors.

These inventions were created in the pursuit of helping children fix the world we are breaking. Following is a method for trying to steal a gift from g-d to help children, and if you are capable of that, anything is possible. Following are the steps used in the preferred embodiment although some will have to remain trade secrets a bit longer until a further investigation into these claims arises.

It is known in the field of patent fraud that the proprietors, so called promoters or patent attorneys, try to take advantage of innocent inventors and the choice of promoter versus attorney is one of crapshoot versus supposed guaranteed success, if you overcome the prior art. It is supposed to be tantamount to trust your patent attorneys and the attorney client privileges should be upheld here to the highest ethical standards, especially when you have picked the best lawyers and paid in triplicate and its regarding something our forefathers took special note for. Further, these were not just our attorneys but in some instances shareholders and advisors to the company.

Once a bad promoter or attorney is identified, it is well known that they will attempt to change title out of the inventors name, try to steal patent ideas by filing with others or themselves or just bury the idea and use it. It is also well known that your lawyer Kenneth Rubenstein and Christopher Wheeler would recommend a patent attorney out of NY (Raymond Joao) who we think is part of Proskauer originally. Then we are told Joao is transferring with Rubenstein to Proskauer and then that Rubenstein might not even be with Proskauer. Anyhoots, we would have to put up some big retainer and start flying this guy out from NY and all this was doing was giving Christopher and Raymond time to file around I View It perhaps. Had the inventions been able to be designed around I am sure they would have taken that approach (Zeosync) and when that failed to procure a result, the only option left was to steal.

Why did Proskauer not do the filings? Why do they make us use this expensive guy way away from us who needs upfront cash, etc, we think originally he works under Ken at Proskauer. We are a start-up with very little cash and we are already giving Proskauer a great stock deal to boot, Wheeler lies, I think, and said he does not have a department to handle patent filings at the time. You will see how they keep making us pay up front for Rays services trying to delay the filings while Wheeler is billing/gauging us with frivolous legal expenses like corporate restructures of restructures of restructures and trademarks on things like my mothers maiden name.

All of these initial delays in the filings are caused by Wheeler/Joao delays and while these delays are occurring patents from others, like Joao are being filed.

Kenneth Rubenstein and Raymond Joao commit major fraud on US Patent office when they knowingly file patents with missing inventors telling us foreigners could not be listed. They also lose patent file 5865-2 of Joaos file folders and Joao claims to have destroyed all I View It notes when he is requested by Foley and Larder to procure these items, and further claims to have done this to protect I View It? The frauds include; leaving out inventors knowingly, not filing patents timely on the Companys behalf, then losing priority dates for such inventions and finally filing patents with missing parts. These missing parts later show up in patents filed personally by Raymond Joao. Other missing parts later show up filed personally at Brian Nutleys home address with himself as sole inventor. This appears felonious, furthermore false information was promulgated to the Board and finally they submitted such frauded documents to the USPTO through the US Mail.

Chris Wheeler and Ken Rubenstein when questioned regarding the missing patents Joao lost, they guaranteed that the 3 patents Ray came to Florida to document and took information on, on his first trip, were filed or merged into one. Turns out that by the time he files our second set of patents it is 3 months later and when you look at what he filed it is criminal in that it completely fails to describe the inventions (as determined by now 3 other law firms and finally some are abandoned), this is a direct attempt to sabotage our pool. Chris Wheeler has been scheduling meetings with players like R3D, Hollywood.com, Visual Data, Huizenga (Web Cast) lying to everyone that the video patent is already filed. Then on the 3 hour drive to R3D, we tried to locate Joao as he was supposed to be scheduled to be available for questions, as this was I View Its biggest meeting 20 engineers spawning Intel, Silicon Graphics and Lockheed we were sweating, if they had seen it we would pack up and go home. Ray Joao has disappeared and is unavailable for the meeting and Chris guarantees us all for three hours on the way up that we are ok as we enter R3D, mind you we try calling Ray several hundred times. At the meeting we present, review and disclose the full imaging process provisional patent 5865-1, sure enough at the meeting our biggest fears come true, when they ask us to disclose the video concept and we wont without checking with Joao for confirmation of filing, Joaos still MIA. I refuse to disclose and we decide not to proceed and set a time to reconvene. Chris later at his office cannot find 5865-2. After the meeting, Joao becomes available only to tell us that in fact he had never filed a video patent at all. Eliot one of the inventors, throws a huge rage that it appears to be criminal, what happened, where is 5865-2 are they all merged into one? What is going on, calls ensue for Rubenstein to opine. Huge panacea follows. I would check phone records of everyone that day if I had my dithers. On the other hand, I would look at what happened at R3D with a microscope from that point, sequester all people for testimony and start to follow the technology to the chip and into the camera and into space telescopes and simulators and VR and Cable, TV, etc and all the other ideas we discussed that magical day.

Chris and Jerry Lewin have already begun displaying technology to people under the false impression that we were covered and we freaked. Rubenstein is called to opine, he calms everyone down by saying that the date of invention determines the date of our patents, not the date of filing and everything was therefore ok. Sounds good to us, but we are still confused on 5865-2 and where it went, Chris is holding investigation, some of Proskauers employees are confused as to the whereabouts. Turns out this is assessed as potentially very damaging to the Company and its shareholders, as we lose our video and combo patent filing dates by 70+ days.

It is also well known in the prior art of fraud that such proprietors of fraud may have to commit document fraud and file such fraudulent documents with interstate transport through the US Postal systems. Another fraud well known in the art and part of Brian Utleys past, is to fraud again the USPTO and I View It shareholders, when our own attorneys file patents with Brian Utley as the sole inventor and no assignment to I View It and sent to his home place of residence without signing as an employee of I View It. Now take a moment to digest that, most of us most closely involved need a vomit bag

Again our attorneys, Foley and Lardner, filed these patent for Mr. Utley personally and billed us, although they were holding off sending the bills to be nice as claimed later by Douglas Boehm, (have you ever heard of such a thing a lawyer ((and I have to have a lawyer joke here)) that does not bill when the receptionist puts you on hold), if it looks like a lawyer. .

More interesting news is that Utley has a past with similar claims against him, which his best friend Mr. Wheeler forgot to disclose when he gave his client I View It Utleys falsified engineering resume (see attached Exhibit) (by the way Utley did not graduate college). After doing a background check with Mr. Utleys prior employer Diamond Turf Lawnmower, we find that Mr. Utley similarly filed patents in his own name, causing the owner to fire Brian and take a large loss closing his operations. Its too bad that since Wheeler did the background check personally on Mr. Utley, whom he sits on the Board of FAU with him (watch for infringement here), as well with his ex-employer.

Other frauds would include filing erroneous patents that lose the initial filing dates and extracting the core components of our inventions, which later end up at Utleys house. Further they cover up the constant fraud on I View It and the government by showing inventors one set of patents that they work on and make changes on and then submitting a completely worthless set to the USPTO with US mail services (I think this qualifies for fraud on the USPTO and Postal Fraud by both a law firm and Mr. Utley) as they swear under oath, not sure to which but sure that it was the US Gov and World Organizations. Sending falsified documents such as Brian as sole inventor Exhibit 1, should set new heights of corporate and legal malpractice for all involved. .

When Eliot one of the true inventors becomes aware of several of these accounts and confronts Mr. Ugley during a lunch meeting in California and informs him that he will be the CEO as he has been claiming and must in fact retire, Mr. Utley threatens to tear this company down brick by brick with Chris Wheeler and Michael Reale and leave iviewit bankrupt and that I better watch my step when returning to FL (which I never have again even though my mother has been recovering from lung cancer) and I have since feared for my life, rarely allowing the wife and kids to leave as well. Eliot notifies many friends of the threats and allegations and Eliot moves into a hotel and several weeks later with no home, flies wife (who packs house by herself scarred for us) and grabs kids to hotel in CA for safety. She really hates me as I will not even come home for our sons planned 30 people B-Day party and make her cancel and travel instead. I did not even get to say goodbye to my sick mom, my father, nieces, nephews, friends or employees, this is scarred shitless and with the release of such document I now fear the most for I think they sat rest assured that they had crushed my life to pieces, and yes dear reader, I am obliterated, annihilated, tattered, shattered and battered. My wife and children too and this is when we should be celebrating the birth of such wonderful concepts and the worlds acceptance of them.

People think we are a bit nuts when we tell them what is going on, but now that people see that this is really what is going on here, the constant harassment of my life, my family, my companies, they are concerned for us based on the evidence and the power of the people against lil ole us. They have my company already filed into bankruptcy (the guys stealing the patents, perhaps a briefcase of cash, and my attorney his best friend), they are caught at the apex of completing patent theft on a grand scale, they are the only ones filing all this stuff against us, they have fruaded and misrepresented to the United states Patent and Trademark office, I fear but my life is but a bullet away. I have children too and as I mentioned it appears that they are capable of quit a bit.

Another thing is that since Utley threatened that they would destroy me, they have succeeded, by filing a fraudulent involuntary bk against the company (Utley Reale RYJO and Hersh), I could not afford to fight, because at that moment our secured lender who was running the Company with our management, you guessed it a friend and introduction of Chris Wheeler, Crossbow Vultures (Hank Powell, Steve Warner, and Dr. (not sure where this degree comes from) Ren P. Eichenberger stop funding the Company after hearing that the technology is on hardware, like cameras and dvds and that 4-6 patents look good, and that digital downloads will use etc. Remember I am not sure if they Crossbow are acting independently or as a good-guy bad-guy tag team with Proskauer, but they tell me they are putting in place Aidan Foley (Ex-CEO Kodak Cinesite) and Lawrence Modragon of no particular fame, to meet with the AOLTW Venture Fund that we have been working with for @2years, and, just as we land the account and are designing a pre-paid royalty stream with the WB group, after Hank and Maurice meet with Sony & WB who tell them that I View Its technologies will be the backbone of 5 studios digital download project that Doug Chey of Sony is handling with his ex-employer WB friends; John Calkins, Chris Cookson, Greg Thagard, Chuck Dages & David Colter, et.al. and then pull the plug in deceit and have been trying to kill the company and its relationships ever since. We are signing deal with WB and moving into licensing negotiations with both Sony, WB, Viacom and MGM, all under NDAs, when Crossbow decides to pull the plug on the Company by stopping funds for two months of funding after they had told all management it was done, and then they OKd flying management out to meet with them in Boca on an all first class ticket for mssrs. Aidan Foley and Lawrence Mondragon. After Aidan met with Crossbow he called and said everything was great and he was on his way to NY to meet with some Crossbow friends and stay in a suite at the Palace. This all occurs being okd by Hank that the money was being transferred. Aidan, then all kicked back and comfy at the Palace calls to tell me that Crossbow pulled the plug (see exhibit below). They had just finished collateralizing the asset with secured debt which they told the board which they were a part of that they were to protect us against threatened actions from Utley and Wheeler, which later become realities. Crossbow while selling the secured loans to the board claim that they would never steal the IP and call my father, on tape mind you, a nut for thinking such. I quote Hank Powell at the Board days before he resigns, Si, its not a Machiavellian plot to steal your technologies. And the ink had barely dried before they pulled the plug and are now claiming that they own the patents, since they have sent notice of assignment with the patent office. I would say this shows clearly a Machiavellian plot to steal the IP.

This tactic, amongst a host of what appear to be a host of other secured lender violations, such as making (without Board approval) moves that may forever negatively impact our patent pool. Oh, I forgot they made these decisions with I View Its attorneys who they were working with on the patents and paid them, against the express concerns of management. They in fact paid our attorneys directly with no transacted documents for the loan of such amounts and against express demands from the company not to interface with our attorneys. Then they added these fees to our loans and had our attorney bill the Company. I guess you would say that they were arms length in our sphincter.

So now, the plot thickens as you have Chris Wheeler (our advisor, shareholder, lawyer and largest creditor both paid and unpaid, suing all of the I View It Companys, although his bill is mainly with our operating and servicing Company iviewit.com. He files a few days after his best friend Utley is fired and files his fraudulent BK on the Company. Chris (shareholder and all) who loves our technology, now has all of his clients using our processes freely and it hurts to tell my children this. Further Kens MPEG patent pool now uses our processes and finally the revenues have never come from the pre-paid royalties from the patent pool or at least not the companies way. Further Wheeler is telling everyone about all this money we will make from his clients if only we can let Utley start an encoding servicing business. Yes this is the same Chris that is the first guy suing all of our companys with his firm and their clients just keep ripping us off, many under NDA.

Ray Joao and Chris Wheeler, despite what they told the board and shareholders etc. did not file the 2 initial patents and nor were all the inventions filed in the first provisional round, preserving our filing dates, instead it appears that the date was never changed back on the video and combo as promised to the Board by Chris, Brian & Rubenstein. Further, it turns out that Ken Rubenstein may have been giving us bad advice when he told us it is all based on date of invention, no need to get upset, but this may only apply to the US it turns out, as in foreign domiciles it may be first to file, not first to invent. This could be horribly catastrophic and unless the video date can be changed back to when Ray took the info we may have a severe problem here and I View It and the US Government may be denied revenue resulting from this process. According to the patent office, it cannot. I say that would be a violation of my constitutional rights, section 8 re protecting inventors and must be challenged at a supreme level if necessary.

It is also well known in the prior art that such fraud promoters may have to turn friends and family against one another to keep any outsiders from peaking in. So some preliminary examples; fire Jill Iantoni (my sister) because Brian does not get along with her (she is looking for CEO candidate), fire James F. Armstrong for no true reason other than he corrected bad misrepresented math in the financials submitted to Wachovia bank where Brian presents a spread sheet with no cell formulas and math errors abound and Jim later corrects Utley (psuedo engineer) and further the Engineers at Foley & Lardner (must have flunked the math part of engineering classes) on their bad math in the patents. (Armstrong is Eliots best friend dating back 30 years and an original founder). Fires Mitch Welsch (best friend dating back 25 years) as Gruntal his Investment Banking firm that is our broker at the time has worked long and hard an at the time was having an analyst reviewing us to take us IPO, and further screw Mitch out of his founder stock that they played more games with legal bills for another of the countless that never get completed. Then when Wayne Huizenga sends a patent guy to visit Joao and Rubenstein in NY and comes back saying we had great technology but it did not appear in the patents he reviewed, they try to turn Eliot against his father calling my father an embarrassment and the reason Huizenga did not invest. Finally, they try and destroy Eliots long relationships with Armstrong Hirsch (Michele Mulrooney and James Jackoway) by lying about paying their bill, their firm does the most work and most introductions for I View It and get paid the least of all law firms. Fire Guy Iantoni, (brother-in-law), screw Jack Scanlan (Brian made a commission deal with him, without Compensation Committee review, I think, whereby he gave him 10% gross commission on all cases forever, another moronic deal that Jack tried with great effort to help I View It change to more normal amount and Brian consistently pisses off his attorney (Eric Weissman ex head of WB legal). Brian appears to hate Maurice Buchsbaum and screws him out of warrants and pay even though he is the guy bringing in the money. Brian further grants Raymond Hersh stock for employment without compensation committee approval Si goes ballistic at amount, grants Mike Reale his friend an employment contract overnight when guys like Jim, Guy, Jack, Kevin, Eliot, Jude and Zakirulirul all have been waiting over a year to get one.

Inventors broad array of friends may be where the scheme would never work, inventor starts to put all kind of people like other inventors into mix and demands that the inventors must be listed, he is repeatedly assured that such is done, I believe papers were even drafted by Mr. Joao after he had met with Jude and Zakirulirul. Our attorneys Rubenstein, Wheeler and Joao get angry at Eliots constant pressure to list inventors properly, constantly trying to separate Jude and Zakirulirul from inventions.

. Inventor becomes very suspicious of these crimes but is forced in circumstance to go along, with fear. Inventor is causing too much commotion so they start turning employees against inventor, telling employees not to listen or work on inventors clients and projects.

Surround company with your people who are doing nothing for enormous salaries, execute such strategy to bk company after you get patents switched out of inventors hands, mount company with unnecessary debt with other friends against all logical advice and much board disapproval. Lie and lose patent dates on video (2-3 months) versus imaging. Wheeler then tries to switch patents with his buddies to his best friend the engineer from IBM who created the AS400 and trained the elite German Engineers, perhaps they were in kindergarten at the time.

It is well known that in invention fraud one must keep the inventors out of the loop and what better way then with a guy who looks so honest running the company; Brian, the inventor of the AS400 and floppy drive, the best imaging and video patent "guru" (Chris term for Ken Rubenstein) overseeing the patent pool and finally your friends at R3D & WB validating and studying the technologies. Then tell all your clients about this technology and see many of them use it now; see cameras get digital zoom, see movie downloads begin, see DVD uses, see Internet light up with the video, Ken Rubenstein patent pools utilizing scaling and imaging technologies, probably see them patenting around I View It.

It is well known that ego freaks such as Utley in trying to keep scam hidden can not let CEO candidate ever get placed, single handedly ruins Sis relationship with Korn Ferry and keeps promising payment for searches and blows them off to the point that this guy at KF gets pissed and calls Si and I enraged with Utley lies. Also, Armstrong Hirsh is promised again and again to get paid and he lies to Michele which gets her in trouble with her committee and starts to infringe on our relationship, they are lying to me as well regarding having made payments, finally Alan Epstein and I call Brian and he bumbles through a lot of uhing to finally say he never sent the check he sent. Ah, the world of lying, most have us have learned by five that it gets to hard to maintain so we give up, other criminal minds feed off the egoistic sensation of feeling that they have gotten away, until one day as the tangled web of deceit comes crashing down upon them.

Miscellaneous crimes that help fraud promulgators rip off everyone follow.

1.      See digital zoom invented by Brian.

2.      See Brian fraud investors with cooked books and lies.

3.      See suitcases full of cash disappear.

4.      See Brian encode Celebrity Sluts with a teenager.

5.      See Brian steal equipment and take it to Board member whose loan was made in trust with no documents and not ratified by board.

6.      See diversion of funds and corporate strategy (trying to sell shares of I View It for Distance learning company (no board approval).

7.      See Brian attempt to bribe employees to steal Ip for $'s in suitcase. 8. See Brian get caught with Grand Theft and we are not even talking about stealing form the US PATENT AND TRADEMARK OFFICE, when employees would not give him the process information he just stole the encoders with all their proprietary information. 9. See Foley and Lardner switching documents and file numbers and billing IVIEWIT for Utley unassigned patents. This may cost us on camera there is a risk per Coester from Brian's devilish actions. 10. See Ray Joao leave out the word zoom and pan or anything remotely close and no applet out of imaging patents for I View It 11. See Ken Rubenstein patent pools taking advantage of I View It technologies daily 12. See Proskauer clients and Wheeler associates using product 13. See Hollywood.com using it 14. See WB, MGM, Sony, Viacom, etc. using it under NDAs 15. See hardware and software adapt the processes 16. See I View It not get revenues it was anticipating from Wheeler clients and instead see many of them doing it with other encoding firms using our process 17. See Greg Thagard and Ken Rubenstein buddies from MIT Multimedia labs and DVD patent pool creators theorize about use for DVD and Downloadable Digital Movies. See it come out for DVDs and see Anschutz new project to download movies for theaters. Should check Ken and Gregs travel schedules but they are claimed to be traveling quite a bit together. 18. See them all shred their documents In the field of fraud it is well know by one skilled in the art (and will become apparent even to novices) that fraud involves deceit, the current state of affairs and prior art is Enron. But he we have a more devilish scam here, a scam to perhaps deny the US out if it's inherent royalties on 3 products that are currently in use in almost every form of imaging and video. Revenues and royalties for these beautiful inventions should be being paid to the companies and our country, instead we stand bankrupt and abused. What is claimed 1. Take image and video technologies to Ken Rubenstein and have them analyzed to see if they are novel. Ken says they are novel, a huge buzz follows. Go to R3D and hear they are novel from 20 more engineers, Hassan Miah is also claiming novel and calls it the holy grail. Hassan is responsible for the CAA/Intel multimedia lab and is accredited with turning the Internet into a multimedia model from a text-based medium. Wheeler tells us Ken will oversee patent pool for I View It and we can get royalties prior to patent approval if he deems them essential to the patent pools. 1. 2-23-99 process doc. Forwarded to Ken R. 2. 4-28-99 Ken R. meeting re: potential Pres. and CEO (attachments scrambled) NOTE ALL CHRIS MESSAGES ARE MYSTERIOUSLY SCRAMBLED, FROM THE SELF PROCLAIMED TECHNO GEEK, actual insult to geeks) 3. 4-28-99 Xing Technologies- Hassan Miah phone mtg. 4. 5-22-99 Hassan meeting scheduled at Proskauer 5. 5-24-99 Hassan meeting in Florida in Proskauer offices 6. 5-26-99 Hassan states enormous potential would like to discuss with Kevin Healy 7. 5-28-99 Schedule mtg. For Ken R. and Joao to discuss patents 8. 5-30-99 Hassan states impressed with Ken R. can he call and ask patent questions 9. 6-7-99 Hassan and Tech are coming to review patent 10. 6-9-99 Xing mtg. Confirmed 6-12 11. 6-18-99 letter from Hassan Miah re: evaluation 12. 6-21-99 comments to Hassan letter 13. 9-16-99 Hassan Miah and Xing form 8-k For real networks filed on 8-23-99 14. 9-25-99 Hassan brings Eric Camriand from Cinax red flag to watch him 15. 9-25-99 links to Cinax, Cinax products software/hardware now all scale 1. Wheeler hears that techs are "cool" (becomes Wheelers buzz word for technologies) and bleeding edge Chris discovers this when his friend comes to Boca from R3D in Orlando. Gerry Stanley comes to Boca, Chris tries to have me tell him everything in his offices and I won't without an NDA that Chris first says he thinks he has and then when asked to get it comes back with a blank for signature. Won't tell him the process after showing it to him without signature, me and Stanley basically getting in shouting match over it, although it ends friendly when he finally signs NDA. Then we show him, and Chris asks us to tell him the video processes and I won't because we are unsure of the patent pool status on video filings with Joao (rumor has it that they are lost), although Wheeler assures us that it is filed with 1st imaging patent or part of it. We schedule meeting in Orlando at his offices, Stanley is upset that he had to sign and then could not figure it out after seeing them, Si and Chris very joyous because as Chris says, if he hasnt seen it, nobody has as he is supposed to be leading imaging and video guru in the country. Where is Stanley's NDA, not sure if it is in file? Stanley is blown away but skeptical he has seen video scams before and he is blown away by imaging, amazed that a JPEG can have such zoom, makes me show him file extensions etc. 1. 4-11-99 Chris Intro to real 3D 2. 4-22-99 Gerry Stanely received Conf. Agrmt. From Wheeler 3. 4-30-99 Gerry Stanley meeting with Wheeler 4. 5-4-99 Gerry Stanley and Wheeler confirm 5-10-99 meeting 5. 5-12-99 Tony Palmieri at Silicon Graphics cancels meeting 6. 5-17-99 Meeting in Orlando- Stanley, Rosalie Bibona 7. 5-17-99 Lockheed to be global 3D Graphics leader by Vaguo Muradian ref: by Jeff 8. 5-18-99 Thank you letter to Stanley 9. 5-25-99 Rosalie Bibona meeting 10. 5-26-99 Passwords to Rosalie 11. 5-26-99 Phone meeting with Real 3D re: video process 12. 5-27-99 Real 3d mtg. Scheduled at Proskauer 13. 5-31-99 confirmed mtg. For 6-2 or 6-3 14. 6-3-99 Real 3D for Video Disclosure - Roslaie and Techs 15. 6-5-99 Rosalie Deal Structure? 16. 6-8-99 Eric Camirand wants mtg. W/ Stanley 17. 6-21-99 Task request to Rosalie 18. 6-22-99 Rosalie Meeting 19. 6-25-99 Real 3D deal in Word perfect 20. 6-26-99 Real 3D strategic relationship proposal and strategy meeting to schedule 21. 6-27-99 Real 3D letter of intent in text format 22. 6-29-99 meeting to discuss letter of intent Chris in Utah 23. 7-6-99 discuss deal 24. 7-8-99 Epstein to discuss term sheet 25. 7-10-99 Meeting at Proskauer to discuss deal 26. 7-12-99 Huizenga and Real 3D to discuss technology 27. 7-12-99 Epstein with changes to Real 3d deal 28. 7-13-99 Steve Cochran meeting at Proskauer 29. 7-14-99 meeting to build cd roms for real 3D 30. 7-15-99 meeting at Proskauer to discuss technology 31. 7-29-99 EIB to offer a fair piece of company 32. 8-13-99 Revision of agreement for meeting8-16-99 33. 9-7-99 Tim Connolly conf. To Utley and confirm. Ryjo signed prior to briefing with Richard Getner 34. 1-17-00 letter for Stanley re: technical applications of our image/video tech for upcoming patent filings 1. This comes earlier. Have Ray Joao who comes disguised as Ken Rubenstein assistant come to get info for image and video patents. Find out he is with other firm, Si asks Chris if liability insurance is big, Chris assures Si and everyone that we would have 2 firms to sue instead of one if anything happens, since Ken is the point man on the patent pool for I View It. Further tells us that Rubenstein is moving from Joao's firm and that Proskauer doesn't have resource to file for us at time, so Joao is fine and will be transferring. Did Proskauer have capability, if they did this raises questions. 1. 3-9-99 meeting to discuss legal contract for patents 2. 3-12-99 intro to Joao 3. 4-14-99 Kevin Healy to discuss trademark and copyright issues 4. 4-21-99 Meeting to showcase technology Chris to schedule time 5. 5-11-99 Joao sends unauthorized copy of patent letter regular mail vs. mentioned UPS this is the date of the stamp on envelope 6. 5-24-99 Mara and Kevin to discuss legal jargon for site 7. 5-27-99 Joao scheduled mtg. Re: patent strength 8. 6-1-99 confirm mtg. For 6-2 - Ken R. not available 6.2 or 6.3 9. 6-2-99 Intellectual Property issues with Arthur Andersen 10. 6-2-099 Ray itinerary 6.10-6.15 11. 6-9-99 confirm Joao to Proskauer 6-10 12. 6-10-99 Joao cancels mtg. And dinner with Hassan Miah 13. 6-14-99 phone joao re Florida trip 14. 7-1-99 Meeting to discuss Intellectual Property issues 15. 1-6-00 letter to Joao re: new biz plan for videos need paragraphs on status and scope of our patent pool 1. Ray comes to get patent info, I start with imaging and Jude & Zakirul are on the way. Ray does not know Jude and Zakirul are on the way. Zakirul arrives and we are complete on both processes, show him all steps, all software and hardware, he takes diligent and thorough notes and when Zakirul arrives Ray wants to throw him out, tells me not to have him add anything, becomes very panicked and says foreigners may not be able to be inventors and we should not say anything until he opines with Wheeler. Asks all these questions about Zakirul and Jude and if they work for us etc, I explain that we are mainly working on a dinosaur story to warn children of the dangers of their often greedy parents using all their resources, a recurring dream I have had since walking out of a coma, a broken neck, shattered face, and complete internal organ meltdown after hitting a car carrier and have 3 Cadillacs fall upon my head, in which I had some very strange dreams to say the least. Raymond Joao takes all patent ideas and splits back to NY in faster than a NY minute. Tells me to leave no copies anywhere and give Chris everything to hold, I do likewise. I later call Chris to confirm and he says he is checking on it with Joao and that we may have to get Zakirul and Jude in country first, he has a guy to get them in, and not to worry they can fix the filings later. 1. 6-8-99 meeting with immigration specialist 2. 6-14-99 meeting with immigration 3. 11-10-99 Brian to Ron Storettte re: hiring Zakirul 1. Now 2 patents should be filed but because of this, the video appears not only not filed but missing and now they think we will need to have Ray come back (very expensive) and do it again with Zakirul and Jude, this is because I go to USPTO site and read that basically if you were a murderer you need to be listed as an inventor on a patent to make them valid and I start to cause concern. Board is calmed by Wheeler that no dates will be lost we begin asking for Joaos filings and we are now missing 5865-2. Wheeler begins telling people I am nuts with Brian. We never find it again, Wheeler is checking into it, I am sure his report and investigatory notes will be in his "accurate files" thats off a great tape. 1. Go to Real 3D with a whole group (Eliot, Si, Lewin, Wheeler, Zakirul (they tell us not to bring him but I think we do) and Armstrong. On the way there Wheeler is questioned about patents and assures everyone that Joao has us covered, we try calling on the drive up 3 hours, but I have not had confirmation and I think 5865-2 is gone. 1. Arrive at R3D where they take all our cases etc, except our display in big suitcase with pillows and flat screen, very strange but cool. About 10-20 engineers are brought in the room from all walks, Lockheed, Intel and SGI. We are asked to present so we start with imaging and after they see, Stanley asks everyone to guess, no one is close. Stanley asks me to tell them how it is done and Si gets concerned that we don't have NDA's on everyone, Chris assures Si that they are under Stanley's and Si insists that we need one for everyone and we get copies and everyone signs and Chris takes a list of all names. (Chris had changed Joao's NDA suggestions that we tape everything and also confirm in writing all correspondence and materials and ideas discussed) he later says he did this because it could put us in a liability position if we failed to write such letter. After the meeting Wheeler says he will follow Joaos advice on this meeting and this is why he needs to keep all NDA's to send out such notices. We presume with meeting and I tell them blow up image to size of empire state building and frame it in small frame, viola. They claim "10,000 engineers in a room for 10,000 years would have never gone about it this way. This is huge moment. 1. We start video presentation and we show them. Then they tell us we must present on their system off our website, so we set up a "special line" and our computers are put outside, we go to site and they are blown away. Again, Stanley asks everyone, no one is even remotely close. He asks me to tell them, I ask my group to step outside for a sidebar. I ask Wheeler if we can tell them, he assures that NDA covers us, but I ask about not having patent filed, again I think we try to get Joao but he is MIA, and Si say's no way, after conferring with Lewin, Armstrong, Si, Eliot and Wheeler we decide to reschedule. We go back in the meeting and decide to adjourn until we can reschedule a discussion on how video works. Wheeler says we might not have patents filed yet and we all look a bit cross-eyed at him. 1. Gerry Stanley turns to Rosalie Bibona his right hand top engineer and asks what the market value of the products would be. She starts with the imaging and we discuss that it would apply to deals that they are doing with camera manufactures, chips, simulators, telescopes, microscopes, software and about everything that uses images and estimates several hundred million dollars a year. She say's that if after she reviews patents etc. and determines if video is real (although it had just played from my website in Boca to their site on their stuff, I suspect she knew and they might have done this test to copy our files etc. didn't think that until later) that the market would be billions that it would "revolutionize" video in low bandwidth environments and may have applications across the board on hardware and software. And if we could develop, perhaps together the combination of the two ideas zoomvideo it could be priceless, and we decide that Chris will draft immediately a JV and R&D deal. He also has us agree to let R3D to use the inventions at the upcoming SIGGRAPH convention and we agree to let them under Chriss assurances that he is one of his close friends and would never ever screw him or us, he is of the highest honor and then sells us his military background as evidence. He is also in charge of writing everyone to Joao's specs for an NDA, even though he convinces us at lunch that we would be more at risk having to write everyone if we fail. Joao later argues that you can make it either way. 1. Finish meeting we are jumping up and down, rich men. Chris says we must make sure video stuff is done ASAP and he will confirm with Joao, says we must get someone to do R&D, thinks he has someone, it hit him the other day that his best friend is an old IBM engineer responsible no less for things like the as400 etc and that he thinks he is not working currently and also sits on FAU board with him, enter Mr. Brian Nutley. Chris will check but he claims this would be perfect because he has many patents and he could work with Rubenstein and Joao and the 3D engineers on the testing phase of the concept. He tells us of his stellar community achievements and sits on the Board of FAU with him and his past employer a gentleman and scholar Mr. Monte Friedkin. I think you need to call Monte for the Full Monte on Utley. 1. 7-22-99 Brian Utley Meeting 1. Dinner at Erika Lewin's for her B-Day. Our house is broken into while we are out and the patent files are missing, the computers have all been opened, the alarm is on, the patio door is broken open. We freak. We call Wheeler he tells us he will notify police he knows chief or something and he can get us PI but it will cost, and that we should give him everything from now on and he will keep it safe it in his offices, we deliver volume of stuff to his offices. Sliding glass door remains forever broken. Candice and I are scarred shitless. 1. We think it may be Lewin or R3D, we are unsure. Everybody becomes suspect, you almost want to call it inventor paranoia but this stuff is all real, maybe they thought no one would ever believe it. So Joao's patents start disappearing, he is supposed to send them to us overnight and then about 4 days late after multiple calls to find him, it arrives with missing patents and opened to our condominium. This is remarkable, we call Wheeler and he tells me to wrap it in plastic and bring it in for fingerprinting he expresses great concern, Joao claims his secretary Nicole had mistakenly sent it USP not UPS, funny when we called about it she never said anything. Call Ken Rubenstein, he opines, that it would be best if it was opened by an engineering school because he goes on to explain that patents are public documents and that we have marked our place in history upon invention and that now even if gets out we will be able to monetize all these avenues with our patents. Seems very weird, so Chris says that we have no worries, all is OK, and not to be "paranoid anymore". I joke with everyone that I will be anti-paranoid now that I understand this better and that we are OK, I can stop eating the patents and not to be "paranoid anymore". I joke with everyone that I will be anti-paranoid now that I understand this better and that we are OK, but I ask Wheeler were 5865-2 in package is and it is gone from package and replaced with another number. 1. Zakirul, Eliot and Jude (to come later) go to Proskauer to do conference to go over video information in a taped interview with Joao now he claims he needs to get the information from the other inventors after Eliots astute catch at the USPTO (maybe I will get an honorary legal degree with my honorary math degree for the inventions, no skip the legal). Shocked and allegations are arising that Joao is not filing when he says he is and that a long gap may have developed in the video filings. Chris & Brian to calm board. We tape this call and this tape is submitted to Gloria Burfield for very safekeeping at Proskauer, with others. When we show up at Chris Wheeler's Jerry Lewid is there unexpectedly and he follows us into conference room and when we call Ray we ask him to leave, he laughs and asks why and I tell him that he does not need to be in the meeting. He steps outside and Chris was not there either I think, but anyway we start talking to Ray and explaining and suddenly Jerry's coat begins to whisper, Jerry "we can't hear, we can't hear" and Zakirul and I look all around for the source of this weird noise and it is in Jerry's coat pocket. 1. We run out of office into the hall very afraid and get Gloria, we decide until Wheeler deals with this we can't go back in. So Wheeler or someone else perhaps, Rocky Thompson accosts us in the hall and asks us what's going on, after telling him he tells us to wait while he confers with Wheeler about what to do. 1. Rocky gets us a new conference room, not sure how safe, me and Zakirul freaking, tell Jude later and we are afraid of Lewin and his intents, Joao and his intents, but Wheeler is investigating it and assures us that any impropriety will be resolved to the fullest extent of the law. 1. Wayne Huizenga (of Blockbuster, Waste Management, Dolphins, Autonation fame and friend of Lewin and Wheeler) meetings are happening and Wayne Jr. is blown away they have another internet company called Webcasts they claim has nothing even close. To boot they have many clients and companies that could use it and they can get us into Blockbuster (who later tries a broadband movie down-load with Enron that Brian tells us he has ties into) and Wayne Jr. and I dream of the endless applications. Also main tech guy for Huizenga cannot figure it out for the life of him and when asked how it was done he gave the a far off guess and when we told him everyone laughed and Wheeler recounted the R3d meeting to him to make him feel better. Later Huizenga intros us to guys at webcast before we disclose to them under NDA's from Wheeler, they too have no idea. Huizenga at a meeting in Wheelers offices gives us a check with no documents they love the technologies so much (later Utley will secure funds without documents, although he fails to get Board approval for such transaction). Now Wheeler again tries to introduce us first to a group of Huizenga guys who don't want to sign NDA's but end up signing them Barney and ?. They turn out to not be from Huizengas companies as Chris has represented but from other mystery companies, Si very uncomfortable although Chris assured us they were under Huizengas NDA. OOPS, it appears they are not and Chris again has to get NDA's, I still dont disclose, I am very uncomfortable with these guys and so is Si. 1. Wheeler basically says no Huizenga money without Brian at helm, the Board again rejects, Brian to stay president, everyone wants CEO except Chris who wants Brian as CEO and basically threatens me (although prior he had only recommended him for an engineering study for R3D and Hassan) that if Brian is not elected Huizenga will pull out and that my father is wild hare that must be retired from the Company and that I should replace him, they later demote him to Chairman Emeritus, these kind of things really hurt Si who is emotional and kind and furthermore the most trustworthy person I know, I true believer in integrity . Then Wheeler tells the board against all other advice that we have to put the patents in IVIEWIT or else Huizenga will not invest. Everyone else had said to leave them in the inventor's names and license out to company. Chris claims he can maintain through his corporate "wizardry" and Arthur Anderson, Si, Epstein, Kane, Lewin are very concerned that patents could be at risk and Si repeatedly asks Chris for a letter outlining what would happen under his new structure if bk. Everybody is very confused and saying we will have to open all kinds of entities and the patents could be exposed to liabilities. Wheeler tells us he can handle it for nothing and since we are doing the stock deal with their firm and all, he will just need to open a separate company anyway for his stock and a few others, it would be completed without much cost. I feel as if another Cadillac fell out of the sky on my head. Wheeler discounts Joao's advice here as well and says Ken Rubenstein and Arthur Andersen guys agree that he is right and it can be accomplished and otherwise Huizenga says no go. 1. 9-15-99 Don Kane added to advisory board 2. 5-9-99 Phone meeting with Chris Brandon 3. 5-21-99 Chris Brandon @ Huizenga scheduled 5-21-99 4. 5-27-99 Jerry Lewin to coordinate meeting in Ft . Lauderdale 5. 6-1-99 letters to Huizenga 6. 6-21-99 Huizenga meeting 7. 6-21-99 Utley meeting 8. 7-1-99 Huizenga meeting 9. 10. 7-31-99 meeting set for 8-3-99 11. 8-2-99 intro to webcast 12. 8-5-99 Presentation meeting to webcast 13. 8-20-99 Scott Klososky at webcast "hopes to work something out together" 14. 8-30-99 Chris and Brian to Huizenga alone 15. 9-19-99 forward Chris Brandon Bond and Breast cancer links 16. 9-23-99 Stephen Filipek attorney for Huizenga on Patents 17. 10-02-99 Simon to Brian not to talk to Chris Brandon until issues resolved the deal outlined is not acceptable 1. We are scheduled to have meetings with Joao and we are getting notified that Zakirul and Jude will be on patents as inventors with me. Ray tells us everything is being cleaned up and filed correctly. 1. Need to check on date but Joao is finally filing video patent. We are all confused as to date being so much later than other one. Wheeler consults with Ken and tells us that patents are based on date of invention so thank god we are safe again. 1. Time fly's we are being introduced to all Wheeler friends, Hollywood via AHJTW and now Chris and Brian tell everyone that we should start a servicing operation and validate the technology with some accounts since patents are filed, this will validate technology and perhaps make us the McDonalds of encoding and imaging 3d worlds with Chris world class introductions and Brians IBM connections (never met one, how very very strange). The Board has quashed this idea of a service company once at the beginning and why we set up the company as an LLC for licensing opportunities and small a R&D force. Chris is telling everyone that his clients who are looking at the technologies alone and Huizenga's company's and R3D company's etc. we should open this and be profitable almost instantly, he assures us that Utley will be meeting with Jim Armstrong all of his premiere contacts and his University, blahblah-blah-blah. Most board members are unsure of how we will finance this with Huizenga's money and Chris says they will probably fund more. We go to Huizenga but he wants the patent review and so he sends patent guy out to Joao and I think Rubenstein. He comes back claiming patents fail to capture invention, again all hell breaks loose and Ken is consulted and then they tell everyone everything is ok and we have another meeting scheduled with Huizenga and Chris and Brian ask me not to attend. I had been hanging out with Wayne Jr. and all their senior guys and now everyone does not want me to attend, he tells me between Brian, Jerry and himself, they have already scored the 1.5 Million and therefore no need that I attend, my inventing job done, they had already confirmed the deal with Cris Brandon. This meeting between our group was at Wheeler's office and Si, Jerry, Utley and I were there. I think Jerry might have gone to meeting not sure, but somehow Si goes and when they come back it is disastrous, they tell me Huizenga is not investing because of my father and that he has got to go, they call him an embarrassment and that he ruined the investment. I believe they are full of shit but I must try and find out what happened, Si is hurt and defensive of the accusations they say he must be out of the way according to Huizenga. Might this have been an attempt to cover up Cris Brandon's results of the patent pool review? 1. 6-21-99 Ubid - proskauer presentation 2. 6-22-99 Getty Museum conf. call 3. 8-13-99 MGM interested IVIEWIT encodes James Bond Trailer 4. 8-19-99 Showcase demos to MGM and Den after confid. 5. 8-26-99 Acronym established ZAPI files 8-29-99 Wheeler to trademark 6. 8-26-99 Meetings set with Disney, Chris Pula for 9-8-99 7. 8-28-99 Doc Mcgee confidentiality 8. 9-10-99 Epstein forwards deal with MGM for Bond 9. 9-13-99 MGM needs letter, Disney sending Toy Story 2, Calpac virtual city, Versifiy wants license 10. 9-14-99 Valerie Swift at Versify states great technology hopes to include iviewit in versify offering 11. 9-15-99 thank you letter to David Neuman at Disney 12. 11-11-99 Pixelon Launch Party 13. 12-23-99 letter from consultant Danny Sokolof re: Pixelon 14. 12-24-99 Epstein states meeting with Microsoft too soon 15. 12-29-99 Microsoft meeting officially held off 16. 1-16-00 intro to Picture 3D 17. 1-19-00 intro to Play Inc. by Jeff F. 18. 1-24-00 draft proposal for Nomad - Danny Sokolof 1. Visual Data meetings happen and we find out that one of Lewins clients HotelView, the first one he introduces us to is using our video on a medical site and we go screaming to Wheeler who watches the video and is also convinced it is our technology that we had disclosed to these guy's in his offices under his NDA and he say's he will start investigation and call Lewin, this is delicate but everyone who see's it feels it is necessary even though he is Si's neighbor. Lewin is asked his involvement he says he hardly knows them, it was someone he knew awhile back that he thought would be interested. Someone then sends evidence of his involvement with these guys up to the level that his firm had prepared audits for them up until they went public. Lewin is re-questioned and he has foggy memory but it clears up when we hand him document in Wheeler office stating he did their books and new them well. Wheeler again is launching investigation and going to have a letter drafted for Jerry and his employees, everybody is really concerned Wheeler again is launching investigation and going to have a letter drafted for Jerry and his employees, everybody is really concerned, Wheeler again clears the air to the board and Jerry assures the Board that no information will flow to Visual Data from them anymore and any use of our video was strictly on a testing new site basis. May be that Proskauer also had involvement with these guys and Chris may have failed to mention this to board and to get his employees to do same if true. Not sure but we should check his involvement with these guys. 1. 6-3-99 Lewin becomes Board Member 2. 6-19-99 Intro to Boca Research 3. 6-21-99 intro to Visual Data 1. Not sure but I would look closely at other Lewin/Wheeler dealers like Hollywood.com where Jerry calls from his home to have us do a demo for Mitch Rubenstein and his wife who own hollywood.com. Jerry tells us it's ok he has nda, no sweat he will give it to Chris, later Chris confirms he has it, then when we feel they are infringing he can't find it, etc.... Sportsline.com, FAU medical, Florida Atlantic through Lewin again, all same story, tell them through Lewin/Wheeler NDA's etc. and next they are all using it without authorization as well. Wheeler keeps telling us that we will collect soon, etc. and he will investigate and talk to his friends. Utley lets his gliding club demo the technologies etc. Utley also tells us he is gliding buddy with Jim Clark and like best friends with head of Akamai that he is getting us into and head of AT&T he is working on all these in private but is close on all. 1. Crossbow 1. 8-8-99 Business Plan to Hank Powell 2. 8-13-99 Hank Powell , David Salim and Phillips Point meeting 3. 9-29-99 Boca office opens all meetings prior conducted at Proskauer 4. 9-29-99 iviewit board meeting game plan 5. 12-30-99 Utley and Epstein to convert iviewit to corporation 6. 1-4-00 private offering consultants love technology one thinks the co. is worth over 500M going to board to discuss possibilities 1. A Year has passed almost, and provisional filings expire and Ray Joao is suddenly in the limelight again, as Brian starts claiming he has somehow missed the invention in his filings. He says may be minor but he will replace Joao with Bill Dick the guy who handled the entire Asian patent pool for IBM, he will be able to get us big blue, etc. He is at Foley, we are sick of Joao but with filing date coming soon, we fly him again out to Boca , I think third time we need to confer with his records. He comes out but he gets wind of Foley and he is very weird about the patent and he keeps going into lab and we have people in lab and working on patents outside of conference room and at Wheelers. We get suspicious and Zakirul and I get a copy for a final review and go downstairs, we note many changes and go to Ray with them, he again disappears and tells us all changes have been made, we ask for a copy of everything he has worked on he gets kin of defensive but says he has to go to Wheelers to print doc. Comes back and me and Zakirul go outside to review, all changes have been made, we seal the document in the fed'x and go upstairs. Ray in a snide comment tells me that "documents can be switched (he had just found out from Brian that he was being canned) and I am like what, did you just say that, he says he was only kidding but with all that has gone on, I decide not to let him fly back to NY to file but that we must hijack the patents and get them to the US Post office ourselves. Erika, Jen and I hijack patents from Ray, cut check from the register and go running for the post office. Erika keeps receipts and notes check in book, (get bill to get the actual check and register entries. By the by, it is interesting that we all start questioning why Brian who had been handling the patents with Ray and Ken was unaware of these flaws earlier. Brain said he was very concerned that Ray might be up to something but says Foley will start investigation, tells everyone, board, not to panic that we must wait for Bills Dick evaluation. Well the evaluation is that Joao's work is bad, might have missed the zoom and pan and scaling of video, they are not sure, Ray is sending them incomplete files, possibly missing documents, etc. 1. Well now we have great cause for concern, Buchsbaum is freaking out says Crossbow must know, Brian is trying to tell him to hold off until the investigation is over. They come back to tell us that we should and might and may be able to fix all Ray's work, and should not miss any priority dates, they are concerned that it might be to far but they feel comfortable that we do not need to launch full scale congressional investigation that they think they can resurrect everything and make sure all the dates cover us back to priority. They are not happy with the filing date of the video being incorrect and are not sure that Rubenstein's earlier advice about it claiming back to invention date is correct. Part of their due-diligence will be to check it out. 1. Foley comes out and meets with Zakirul, Jude Brian and I and several others and we go through whole thing with them and they claim when they finally understand what it is we do that we have invented new math, (similar statement to Bibona of R3D and Huizengas guy Robert J. Henninger who tells my father I may get an honorary math degree some day and this statement might have been one of my fathers proudest moments). Further that this math applies to every form of video and imaging etc. They are hiring Chris Taylor to study if 320 is better than 640 and 160, call it the "sweet spot". We go through whole process, show them process in lab etc. 1. Brian hands me a bunch of patents to sign and says we only have a few hours to file them. I tell him I can't sign blank forms for things I have not read. He gets very angry and says we don't even have time to photocopy and have me read. We call Foley they say it is due tomorrow, and Jim Armstrong, Jennifer Kluge and I, start copying late in the afternoon. Brian is furious, he has a murderous look to his face and tells me just to sign the blank signature forms and give our review later. Jim Armstrong and I get the patents and head over to a restaurant were we work until closing and then after at my house, correcting all the mistakes we find. It appears that these patents are missing almost everything we told Foely about and have all this new math and it's all wrong. We are perplexed and tell Si, who tells us to call a taped meeting with everyone including Wheeler. We do so. The meeting and all that was said is on most the tapes I sent over. We find them blaming Ray again, he has told Foley that he had destroyed all notes, etc. on his files. We find that the math and wording are all wrong and they have missed all the pertinent verbiage we have discussed. Wheeler tries to defend Joao's work and says that the word zoom did not have to be in, the word enhanced was enough, etc. We start asking why engineers are making math mistakes, why inventors are not being called on long before 1 day and why they are still missing things like we don't need to be on a network, etc. We also hear that their are other things that Brian has in his possession that are not in the companys possession and we ask Brian what and he and the Foely guys mumble about spreadsheets but it is very suspicious, Buchsbaum and I have sidebar and can not believe what we are hearing. It sounded like they were referring to Brian's other patents but we thought we were nuts. So we correct with them for several hours their math and I think we do it over 2 days and then they go to file at midnight they assure everyone corrections have been made. We ask for copies of filings and we get back wrong math again this time filed with swapped signatures and now on file with patent office. Doug says he called for verbal approval, must have been sleep waking, for those of you who know me it must have been the one moment I slept that year. We call everyone together again on this bizarre turn of events could they have knowingly filed wrong math, what would be the intent??? And they try to explain but it is very weak, they assure us minimal risk, small window, only if someone is writing around us could these minor math errors and the likes affect us, they claim some square roots got eaten by hungry computers and that I should have caught it earlier, hard when you never have seen them until now. Somehow be a problem only if some of the correct math is in Utleys name at his house, that they had prepared for him. We want full explanation from Foley in writing about the potential liability the company could suffer after what we find out, in all these taped conversations, that the next day they filed the wrong application with my signature. Where did they get my signature if Doug in his letter says he got verbal confirmation from Brian and I to file? Sig switchers, I just hate it when that happens. I would never had signed until Jim and I reviewed, he waited by his phone all night too. Again, Wheeler pops in saying it will all be fine and he will begin to have conference and investigation into matter, Brian appears shocked and confused at Foley's incompetence but he also starts sweating profusely. He tells us Bills Dick will get this resolved, we will be at no risk, he is not to blame, (although he is too blame for all this nonsense), and they say they have told Brian that his math is wrong. I think there may have been an earlier call with Foley in which they covered up their math mistakes and assured us all that we were going to get everything in order, mistakes would be corrected and all would be fine, doubts dates could have major impact. Assures Si their liability coverage is paid. Si and Chris want letter of what is going on. Boehm they tell us is fired for his incompetence and that he is going back to college to finish up his mathematics! As if this rectifies the situation 1. Where is 120,121,122,122,123 at this time???? What happens to 101 or how to drop the first number of a spreadsheet to add or subtract at the end or in the middle, a trick learned by the great frauder Raymond Joka. 1. At about this time Utley lies in a meeting with no less than Universal/Vivendi and the most knowledgeable Jerry Pierce presses on Brian for where he got his engineering degree, very embarrassing when we find no engineer but instead find Utley the janitor of IBM Germany basically. Epstein leaves meeting saying he will not take IVIEWIT to any more meetings with Brian in the picture, most embarrassing meeting of his life, after meeting he pulls Buchsbaum & I aside from Brian, Buchsbaum is amazed. We decide we need to start to take serious actions to get rid of this fake. 1. Maurice notifies Crossbow again why no actions against those stealing from us? This poses serious questions about intent. 1. All studios are notified after Universal, in fact before leave the Universal lot David Colter is calling saying what happened Greg just got off a call from Pierce and says Utley is liar and fool and does not understand our product or basic math. We are all concerned that our engineer Brian is a fraud as Chris had sold us on his capabilities, as something he is not and never was. David Colter told us Greg Thagard explained our technology to Pierce and all was cool but that we should stay out of studios until we clear Utley matter up and get rid of Utley, in fact he calls Utley from London telling him to not contact ANY WB employees. When Greg explained to Jerry, Jerry told him that it was unbelievable that Greg needs to explain our processes for our company and that Utley can't add and doesn't understand basic math. 1. We are to meet referral from Thagard (DES Digital Entertainment Studios) were Thagard is on the board of a very large and prestigious encoding house in LA and Hassan Miah (from way back in story) is also on the board. We go and Utley instead of trying to make outsourcing deal of our encoding business with a license royalty back from DES, which was the intent of meeting, Utley instead tells this top of the line encoding company that we will service their Florida business if they give us some California business, another deal kill and embarrassment to the Company. (and we should run through the deals he killed and how, when we get a long minute but the list is all Goldman Sachs client referrals and AHJTW (Armstrong Hirsh Jackoway and Tyerman for those of you not in the know) clients aka the finest entertainment lawyers on the planet earth. And this may come to pass that their antics have ruined one of my best friends and the strongest client I ever had. Again Utley tries to turn my friends against me, time will tell, as I believe once the truth is told AHJTW will handle the book follies etc, the modern day Quixote. 1. Utley and I go to lunch, I tell him news that Wachovia, Board and studios all will not vote him CEO. He gets enraged at me and tells me if he cannot be CEO and Aidan Foley is, he claims he will tear the company down brick by brick with Mike and Chris, and bankrupt us if he has his way. He tells me I better watch my step when I return and I don't know who I am messing with, tells me he can kill the company like he built it and me. I try to tell him that it is the whole board's decision and I am not a sole decision maker, I tell him we can make him emeritus president and hang plaque, he went nuts. 1. I freak, he didnt just say he sprayed it. I notify just about everybody from here to there that I am threatened and that this guy means business. David Colter and I talk at great length he fears for me too and he offers me to stay at his house for a while while things settle down and maybe not go back to FL for a few days. I decide that I am safer in a hotel and never leave, I call my wife; tell her I am not coming home, very scarred for my life, her life and the kids lives. Tell her she may have to pack up whole house by herself (try that one on your wife one-day and if she doesnt kill you you have found true and unconditional love, no more Depach) and come to CA and join me in hotel with kids. She cancels Jakes 2nd B-day party and splits with kids and we live in hotel 3 months, thanks to friends with good rates. Causes great anger and hurt for parents, remember if I have not told you that I had moved back to FL from California to be with them because of their health conditions. Aidan Foley's girlfriend works at hotel, how quaint. Our friend also works at St. Regis chain and helps us because she fears for her best friends life, a most brave Mollie DeKold. 1. It is almost surreal at this moment in time. 1. Oh by the by, Wheelers emails have been getting returned and corrupted and he always is proclaiming himself a geek. Old ones are getting corrupt, we get worried and we ask him to print them all out when he assures us of his accurate record keeping, etc,. Sends us pages and pages of crap. Anyway, money is supposed to be coming into the LA office to help us get equipment as WB wants us to take over their encoding operation, we have moved into the Warner Brothers building, they are bringing in tapes, we are inventing ideas together, things are great on my end. Brian and Ray on the other hand are telling the world a whole different story and they say they have not received money yet from Crossbow who came out and agreed to fund the LA office after meeting the entire WB group and staff and committing the Company to accept the business and take over their operations. I call Hank and ask were money is for equip is he is making us look like morons and we have tacky 3rd generation furniture and crates that Mike Reale said would do fine. Hank says Brian said he sent 100k to me already and that further I was spending money like a maniac according to Brian and that he had paid me another 50k or so in expenses to stay at this 5 star hotel that I was living it up in. The Presidential Floor mind you, and dear reader, it is oh so the joy of life to have friends who help a friend in need when one is scarred for ones family, anyway Utley tells Hank it is where Reagan stays for 5k a night, little does he know that it's a whopping$69 a night. Oh the pain of getting caught in your lies, remember back to your childhood when this was the greatest sin, not lying, but getting caught. Brian and Ray and Hank and Maurice all want copies of bill as if I had lied to them. Brian had a quote for $225 for me at Beverly Hilton but everyone decided this was cheaper and better for my family until we found living space here. I abandon my home in FL, Si gets stuck with much expense and hates me for taking the g-kids away from them, yet they too are afraid and cannot believe this is really happening. The company gets hosed having to relocate at enormous expense, all my stuff gets delayed in delivery as Raymond Hersh for several months fail to pay the bill for an entire shipment of valuables and office files. They keep telling me out of money in Boca, little did I know they were actually flying teams of people around the country staying in fine hotels for a new venture to turn the Company into a distance learning company with some guy in NJ, they have Proskauer start filing new companies and drafting mergers with NO board approval or even mention. I tell Hank that they have sent me no money and in fact Maurice confirms such to them and that my reimbursements aren't paid and this loan of 80K they stole earlier from me (another story another month, my fn hand is falling off). Hank was basically calling me a liar and a thief. I told him to get his ass on a plane and make the trip to LA and find my hidden Rolls. Hank and Buchsbaum tell me Brian is telling people that studios are dead and we are bullshitting Crossbow (because the shit is hitting the fan over what happened at Universal & WB with Brians lies (and mind you dear reader that LA is a really small town, Utleys name spread like AIDS and this hurt the Company in many facets). Utley holds private meeting, again no board approval with Crossbow, no invitations accept to his thieving goons, and tells Crossbow distance learning is way to go and that they want to change the company and have begun to do so. From these private meetings with Crossbow regarding the new plan, Hank is even confused as to what is going on and Hank fly's out to touch and feel everything and check for my hidden Rolls Royce. . 1. Hank now comes and meets with studios and finds out our technology will be backbone to MovieFly (5 studio project), on DVD's, in camera's, etc. Hank and Ravi promise to get things turned around, I tell them that when we restructured their holdings they had promised to help find and back the management team and would bring new capital if I could get WB and Sony to start working with us. I came through on my end and brought in MGM, Universal and Fox all under NDA to boot. Hank brings sidekick to CA a very polite Ravi Ugale and they meet with Doug Chey and David Colter and they are ecstatic that not only are we in MovieFly but many other applications for Sony and WB, such as cameras, Tivos, etc. Hank too is embarrassed by I View Its offices that Mike and Brian had claimed were lavish, we quip that it is 100k worth of third hand junk and he promises to take care of everything, We decide it best to meet clients outside the office. Maurice has been hammering away that we are missing massive opportunity to start encoding and that WB is dropping off tapes. We have no equip to encode. We go to dinner at magic castle with Epstein, Maurice?, Hank, Jack Scanlan, Colter and we determine that Brian is mad as cow and needs to go to pasture. I get sick and these guys have long conversations about how to get Utley out. 1. Hank assures David, Doug, Epstein et.al. that even in the face of whats going down that the company is strong and they are backing all the way, all will be cool and rest assured they will stand and fund the company as David and Doug gets ready to take us to AOLTW Venture fund, Heidi Kraull, Raduchel, Leonsis, etc. We are on our way to Virginia and have passed all validation markers and are now encoding for WB, meeting with some of their partners like TeraNex (who are more NDA infringers introd by Wheeler friend), we need new management and to get rid of operations completely and get prepared for license opportunity and business model. Talks of J-V with CVC aspire, etc. Hank and Ravi like Aidan and Hank has several private meetings with him, and he says to sign him up. 1. Meanwhile Brian is on a rampant plan to bk the company padding bills with his friends and billing our attorney's without authorization, certainly over his 5k board limit, he files for new corporations, etc. Allegations abound and evidence spews of impropriety in almost every transaction Mr. Utley and Why? If you are Brian you must try and hide the cat from getting fully out of the bag, do everything to destroy company and evidence with your friends, and kill the shareholders, and then top it off with trying to steal core elements of the patents to your home, unassigned (why doesnt Crossbow NOT take aim at him all this time for any of this nonsense?? Or ??????????? As you can imagine and you do not even need really a leap of faith to get there at this point, its getting out of control, Utley must force the company into bk and steal the assets through secured loans with his friends and Wheeler would stand to gain on the BK with his over and over and over and over again inflated billings. Gets WB to dump us in scandal they dont want to deal with bk company, Utley starts firing office correspondences in a smear campaign to clients and others without consent or discussion with the board, when asked he stated wheeler advised him to do this but we ask why not send to everyone why wb and select few and none of his friends etc. 1. Hank starts requesting that David Colter let him talk with Heidi Kraull privately without him to feel out the deal for us, he knows her from other Crossbow deals with AOLTW. David is against this, says it will move things too quickly, I View It not ready until management etc. Hank presses David who calls me very concerned, Hank now is blowing her off and making a complete fool out him and our company, David feels that we should wait to complete the steps outlined by John Calkins (the best hair and angelic smile) review. Change management, change business model to no service, all license and R&D and get technical white papers completed are his demands, WB starts reviewing our candidates with Crossbow. David fears that Hank will cause trouble by messing up his plan of movement for the company within WB and AOLTW. Hank will not take no and keeps pushing for this meeting with Heidi and him to take place but always finds a way to fail her on promised things and finally embarrass us as we invite the top brass of AOLTW to a Nascar race guests of I View Its advisor George DeBidart who owns a few teams. We leave because of Crossbow all these people standing in the cold with no tickets or anything promised, this went over very well. Finally, David gives Hank the OK to call Heidi and get her the information. I do not, nor does David, I think, know if this occurs. 1. David and Greg Thagard are invited by Crossbow (Hank asks me not to come) to West Palm Beach to meet Zeostink and come back telling me that with some FAU professors (raise flag here) and the leading mathematicians of the world they have discovered a technology that will render IVIEWIT useless. Strange why Hank would do this to I View It. Prior to the meeting I did not know Zeosync and it is strange Hank would bring it to our leading client that would be destroyed by this tech, not that if they had what they claimed they should not be entitled to their royalties. David tells me trip was 70% Zeosync and 30% I View It. Zeosync after I start to investigate with friends, smells like a way to describe scaling using math formulas, no, breaking math laws or ripping them off or frauding them, and I get Jeff and others to investigate. We investigate math guys who are listed on their site including Nobel guys, and suddenly no one is saying that they know these guys. Zeo launches press report a few months later and is hailed as a scam, no mathematicians they said were on their board are, and further they remove all names off their site that were touting their breakthrough. Look to Chris and Brian and FAU is very suspicious here. Suspicious in that how is FAU and Florida State (not sure what name of 2nd school is) are they now doing whole distance learning stuff on their site using scaled video when they met with I View It they had no comparable product and dreamed of it's importance to their DL objectives, medical, blah-you know. FAU according to Chris and Brian was always going to be the first client with all this encoding for the school. I would look in depth at FAU and their growing multimedia department and their use and any patents from any professors in these areas. Zeostink is a pointer to the past. 1. About this time Aidan is negotiating his employment contract with Crossbow directly and I call Steve Warner to assure him that Aidan is worth the staggering amounts he is requesting, Aidan had asked me to put in the call from the office. Steve tells me he already spoke with Aidan and they are near agreement, they will shore things up in FL that everything looks great and we will be in Virginia soon to negotiate with AOLTW with both Aidan and Larry handling for them. Aidan tells me to take a fully company paid vacation and relax. 1. Aidan works with Thagard and Sony to assess license revenue on the inventions and Thagard later brags on a jet with Epstein and Colter that Aidan should do very well with Crossbow, with the revenue numbers from their studio alone. 1. Crossbow appears good guys, working with Aidan and Larry weekly on strategy and negotiating salaries and such with them, Aidan, Larry and Crossbow working on the next set of patents, appears things are going to be resolved with new Counsel Blakely. We are back on track, or so it appears, on our way to Virginia to meet AOL troops. Aidan at helm, Larry at side (or inside), Crossbow assures Colter that they are continuing funding, assures everyone. Then Aidan comes to our office for one of the few visits in many moons, before the trip to Crossbow to present his and Larry plan to me. Plan is pre-pack pre-backed fudge packed bk???? They show me and tell me Colter is in on it, when I call Colter and ask him he says they told him we were re-organizing and putting in new management and a new license business model according to Thagards numbers etc.. Never mentioned bk. I write poem to him Insipid Little Cockroaches (see attached poem) to him before we have chance to iron out the truth, and it appears he is betraying our friendship etc. The poem is later re-directed to appropriate scumbags; Larry, Aidan, Wheeler, Utley. Should send copy to Crossbow now that they are part of stealing scheme. 1. Larry calls to tell me I am an idiot, that Crossbow intends to have their own bk, wash away shareholders and debt and re-organize with him and Aidan most likely, they have worked this out with our bk counsel in FL. Has cocky attitude as if this was planned with Crossbow, he informs me that it will probably be something like 65% Crossbow, 25% new management and 10% for creditors like Brian and Wheeler and the remainder to us, if any. I must say I was blown away by this call, which prompts reply to Crossbow. (See Exhibit) 1. Get worried, Aidan and Larry have been interfacing against us, wonder what they have done to patent pool. Send a letter reminding them that in no way should they make ip decisions without board approval, they go ahead with Crossbow and make major decisions on pool all without any board actions, all against the direction of management. Wonder why Hank is interfacing on patent decisions that should be made by Company and board. Hank is in a rush, I am not, I call Blakely and tell them no patent decisions or funding without Hank paying his past bill with them which they are harping on me about and they should return any checks that are not sent by the Company other than his payments. I tell Hank until he clears up 2 months of financing, no foreign patents can the Company afford, he pays Blakely without our knowledge. Tell him I want to see him suffer 21 years over lost world revenue and since he is trying to kill us it will be just reward, since I dont care too much for money and you know the rest of that tune, money cant buy me love. We call Tom Coester, Hank and I, and he agrees to pay entire past bill of @12k, plus he is checking on getting the 2 months + of past funding and then pay for certain countries to be decided on by the Company, he goes against what the company thinks is right here and makes his own decision on countries and patents to pursue. I freak on everybody when I hear that we are losing initial priority date and that Brian's camera patent exposes us to risk somehow and that losing initial date may hurt us although Tom thinks it through and thinks it poses no risk. While we are supposed to be checking with board etc. Hank sends check direct to our lawyers and makes final decision himself, no loan agreements are signed or anything. Appears to me that Crossbow has own objectives, maybe we should check Swiss counterparts for patent pools in this arena. We have always been concerned about this. Also considered about instances with Hanks son (see attached) 1. We are stiffed for the 2 months that Crossbow was late and had promised to everyone, in fact as Aidan was leaving to Florida, 1st class tickets, he assured us that the money was being transferred into his new account. Bill begins to tell everyone checks are being cut. 1. Now obviously if you are attempting to hurt the company, this is perfect. We are forced out of the WB building, we cannot continue to earn revenue, we are being shut off on all fronts, impossible to raise capital with Brian and Chris legal issues, WB very concerned over bk (or so it appears). Hank it appears is making decisions with Aidan and Larry to change course of patent pool. 1. Brian, Mike, Hersh, Reale and Wheeler are in charge of transferring the Company documents to I View It in CA per Board taped calls and what they send is; Incomplete patent files (Utleys stuff missing), Incomplete Corporate Documents, Erased databases, hosed computers, no records of loans etc, no minutes for most Board meetings, etc. To imagine this was before Enron, it set precedence. Remember blinded reader as surely your eyes must be filled with tears, these are your trusted advisors, your lawyers, your accountants, all working to steal from you. Violating all ethical consideration, violating their oath, I guess as I look it the only way to prevent this in the future, from others not so strong as myself, is off with their fn heads. Same concept would have worked well for Anderson and Enron had anybody the decency to pull out the guillotine and start whacking, we would have had some heads roll but the firms and the establishments of honor and trust would have been restored. All in favor of the guillotine, send me an email. 1. They must silence this we must counter The National Intellectual Property Law Enforcement Coordination Utleys name as an individual not President of Iviewit, the patents sent to his home address, having no assignments filed for I View It. Or how to commit fraud on the USPTO, your investors, the Company. This hurts to much to write a synopsis on and thats pretty bad for a poet. Excerpt from Blakely Sokoloff Investigation after finding Utley patents, these were not forwarded with the Corporate Documents. Document to change Utley patents back to I View It Now as Foley resigns from counsel months later and files to remove themselves from the patents they still never mention Brians patents. Very confusing which ones they chose. Exhibit 2 How to claim others ideas as your own Attached are inventions done by the I View It group far prior to Brian even arriving on the scene. These show more intent of him trying to claim inventorship to our products and perhaps walk away with it. Were these ever filed as provisional? If so, who filed? Also, looks a bit like remote control video application that Foley may have abandoned? Also, looks a bit like what Joao is trying to get in auto patent and healthcare with remote control video and associated interlaced data and controls. These ideas were implemented in demo fashion far before Brian was employed, the fact that he claims inventorship are absurd. Exhibit 3 Timeline of Incidents and allegations, hints and innuendos Exhibit 4 Utley Resume as submitted by Christopher Wheeler to I View It and Board Wherein he is touted as an Engineer, they also change my resume to who I am not and I get very upset and in fact joke in many meetings that I hand it out that it must be my alter ego. See how Brian goes from no degree to a degree he later claims in biography submitted under oath to Wachovia Bank for the Investment thing they were doing. Here, Utley suddenly becomes graduate of San Francisco college in resume submitted for Wachovia bank OM Brian G. Utley, President (67) - For over 30 years, Mr. Utley was responsible for the development and world-wide management of many of IBMs most successful products such as the AS400 and the PC. Entering IBMs executive ranks in the early 1980s, Mr. Utleys impact was felt in all areas of IBMs advanced technology product development, including Biomedical Systems, European Operations, and most importantly, IBMs launch of the Personal Computer. Following the introduction of the PC in the United States, Mr. Utley moved to Europe where he was responsible for a number of IBM's overseas activities including managing the launch of the PC across Europe and the Middle East. His career with IBM culminated with his responsibility as Vice President and General Manager of IBM Boca Raton with a work force of over 6,000 professionals. He is a graduate of San Francisco City College. WHAT IS DEGREE?? Here Utley has no school in earlier than Wachovia BP bio Brian Utley, President and Chief Operating Officer - Mr. Utley has been involved in the computer industry since 1955, 37 years of which were with IBM. He has been in senior management and executive positions since 1965 culminating in his responsibility as Vice President and General Manager of IBM Boca Raton with a population of over 6,000 professionals. During his career he has been responsible for advanced technology product development on many fronts. In addition he was responsible for a number of IBM's overseas activities including product development, product management and market development. The most notable of which was the introduction of the IBM PC to Europe. Mr. Utley is well known for his technical expertise as well as for his focus on quality, team building, organizational skills and commitment to results. oh by the by; he is caught lying in meeting with Universal studio when he bumbles on basic math to a top engineering dude at Vivendi Universal who asks where he got degree and Brian admits no degree. Alan Epstein abhorred after the meeting says his firm AHJTW cannot introduce iviewit to any more clients for our product until this liar and frauder is thrown out. SVP of Advance Technologies - Jerry Pierce calls Greg Thagard at WB and asks if he is nuts and knows if this guy Brian is a fraud. David Colter immediately calls me and I tell him it was perhaps the most embarrassing moment of any meeting I had ever been in and WB also makes the position known to Brian himself that he cannot be CEO. This is when Brian threatens Eliot with BK and his life and things unravel here on Brian, we find that is writing patents into his name, may be stealing money from the company and IP and proprietary equipment. Exhibit 5 Stealing Intellectual Property Equipment Correspondences regarding theft and embezzlement of I View It IP to Distance Learning Company owned by I View It board member and investor Bruce Prolow and Tiedemann/Prolow Investment Company. This will become more apparent when combined with the following police report This will become more apparent when combined with the following police report -----Original Message----- From: Eliot I. Bernstein [mailto:res0bf4a@verizon.net] Sent: Wednesday, June 13, 2001 9:21 PM To: Ross Miller (E-mail); Ross Miller (E-mail 2); William R. Kasser (E-mail); William R. Kasser (E-mail 2); Simon L. Bernstein (E-mail) Subject: Missing Boca Equipment Please read this email from Matt Mink it clearly indicates that Mike and Brian have iviewit equipment. -----Original Message----- From: Minkvideo@aol.com [mailto:Minkvideo@aol.com] Sent: Wednesday, June 13, 2001 4:50 AM To: tyrexden@yahoo.com Subject: Re: Tony, Everything is good. I finally have my computer back and I am editing again. I am trying a little marketing right now. I have an ad going into a local vendors magazine and I have been meeting and contacting other video companies in my field to let them know that I am available to shoot and edit. I met with Zakirul one day at his school and everything seems to be going well with him too. Mike Reale has contacted me twice too. I guess he has the bomber and the computer I worked on and there is an administration password he can't get by. I couldn't help him there. I guess Tammy won't help him out. When my computer went down I lost Dreamweaver, Fireworks and my encoders. I didn't have any backups for them. I know better this time. I am backing up everything. Take care and I'll talk to you soon. Matt -----Original Message----- From: Minkvideo@aol.com [mailto:Minkvideo@aol.com] Sent: Wednesday, May 01, 2002 5:15 PM To: t.rex3@verizon.net Subject: Re: from Tony! speaking of New Jersey....Mike Reale called me after i was let go....could have been a few weeks to a month about passcodes to computers and if I wanted to go to New Jersey to help set up their new operation with the distance learning because I knew the iviewit processes. If you mean stuff like that let me know Matthew 5 Continued - More Brave Employees Testimony March 28, 2002. This is my recollection of the events last year which took place after the Iviewit staff was informed that the company would soon be closing, and we were all losing our jobs: Shortly after a conference room meeting with people who Scott Murphy brought in, a video tape is brought into the lab. It is made clear that the tape belongs to Scott Murphy's associates, and I am instructed to give the utmost care and attention to encoding this tape, which is of pornographic nature. The number$7 million is repeatedly mentioned as possible revenue should Iviewit get this pornography account. The tape is initially previewed in the lab when Mike Reale plays it in a VCR. I am present, along with Tammy Raymond, Network Administrator, and Courtney Jurcak, a teenage female technician. I believe Matthew Mink was also there. The tape is played using zero discretion. I am instructed to do my best in encoding this material, because as it was put to me, the deal could possibly serve in saving the company and everyone's job. To make clear, this episode all happened after a conference room meeting, in which Brian Utley announced to all Iviewit employees that the company was closing, effective immediately. After this announcement, and before the porno tape came in, my self-given job responsibilities included make closure to the Iviewit Boca Raton lab by packing away equipment for West Coast shipment, and informing our current clients that we would be doing no more work for them. I ran a very generalized encoding session over the porno tape. I remember meeting one of the main slimeball porno guys during this general time. He pointed at my computer screen and told me he needed the videos to look better than they did so he could offer something on his porno sites that no one else had. I didn't bother to use any special proprietary processes on the video because I was not personally motivated to do a good job on the tape. Approximately, the next day, I am summoned to the conference room where sits Brian Utley and Raymond Hersh. There is a large TV web monitor at the end of the conference table connected to the Internet, and I am instructed to use it to play the porno video which I encoded, and was now streaming live from our streaming server. I play the video, they watch. Comment on various visualities from the encode. They ask me questions. I am slightly embarrassed and want no part of it, and made a decision to myself that had they asked me to do further work for this client, I would decline. I was very shocked at the casual demeanor of these two men during this conference room porno review. Up to that point, and since the day I began at the company, I was informed that Iviewit would never have anything to do with adult content. The technology simply would not be used for those avenues, and I was made aware that stockholders and board members specifically stipulated these points. During this general time, (but a bit later, because I remember some of the other technicians had already worked their last day), Mike Reale brings in a gray suitcase into the lab. The suitcase is constructed of a very durable nature and locking mechanisms. He opens it in front of me, and it's the most money I've ever seen in my life. Tammy Raymond was there, and later claimed that she thought it was fake because there was so much of it, but I was inches from it, and it looked like perfectly real stacks and stacks of one hundred dollar bills, and neatly arranged like in the movies. I asked Reale where this came from. I don't remember whom he said, but it was a name familiar to me as someone who didn't work in our office but had direct investment relations with Iviewit.

I swear the above to be true and complete, to the best of my recollection.

Anthony Frenden

841 Manhattan Avenue #9

Hermosa Beach CA 90254

-----Original Message-----
From: Tony Frenden [mailto:tyrex.den@verizon.net]
Sent: Thursday, July 19, 2001 1:39 AM
To: 'Bill Kasser'
Subject: RE: Encoding Machines

Bill,
Both machines were accessed, and used during the time they weren't in our hands.  On the Bomber, i didn't find any streaming media files, but it was indicated that the encoding software (to create streaming files) had been used frequently.   On the Nitro, i have not yet searched for streaming files, but i did find many images that pertain to the InternetTrane product.  These images were to appear as pages within InternetTrane's software.  These files were created by someone using the Nitro in early June.

It was shown that both machines were part of a network environment together, while in our absence.  The drives of each computer was 'shared' or accessible to the other computer.  Bomber's drive was called 'Production', while the Nitro was named "Video".   Furthermore, the Bomber recieved an upgrade of its 'operating system' (from Windows NT to Windows 2000) to facillitate its network environment.  I don't believe the Windows 2000 upgrade to be legitimate.

A side note reveals that both computers had pirated software installed on them in June or July, and files resulting from them were created as late as July 11, 2001.

If you require further details, let me know.

Tony Frenden

-----Original Message-----
From: Bill Kasser [mailto:bill@iviewit.com]
Sent: Tuesday, July 17, 2001 8:55 AM
To: Tony Frenden
Subject: Encoding Machines

How are the Bomber & Nitro? Did Brian do any damage? Did he leave a record of what he did?

Bill

Exhibit 6 Utley/Reale Police Report

Frightening but true, Brian and Mike steal highly proprietary equipment worth a fortune in proprietary software and confidential iviewit processes. After lying about what they were taking and lying to the police they are confronted to return the machines which they have taken to a distance learning part owned by our investor Tiedeman/Prolows distance learning company. Bruce Prolow is a board member for iviewit, not sure about Internet Train but he is an investor of some magnitude

Exhibit 7 Case of Switching Inventors

This I call "the case of the lost inventor" and the ensuing confusion of inventors and finally Utley replacing Jude in filed docs.  Call me for a walk through.  You can see that Brian drops Jude as an inventor and later files himself as an one of three applicants.  Also, I do not think they fax well but the original pages contain a white out through most of 57103-111 even on filed docs.  If you would like I will send you scanned color docs which clearly indicate the marks.  Notice the note to Brian on the June 2 fax from Foley and Lardner which calls attention to the names of inventors and puts it (Eliot & Zakirul) and you (you referring to Utley).  Then Utley signs as one of the 3 applicants on the submissions that follow.  Do we have all filed patent documents for the breadth of iviewit yet from the patent office (we need to pick up every stitch, is there anything we have to do?)

I think paired with the Utley patent in his name as sole inventor and his past behavior at prior job we start to piece together the larger picture.  The act that these documents were filed and that Rubenstein and Joao are claimed to have missed the inventions, has already cost the company considerable legal expenses and perhaps far more to again try and resolve issues.  The fact that filing dates have been missed and are non-correctable is a major disclosure issue.  Now that I have heard this directly from your review and the patent director I am now aware and must act accordingly.  Foley follys have cost us dearly and these issues all must be raised on an ethics level.  These frauds have aided in bk'ing the company, interfering with my constitutional rights as an inventor and preventing the Company from raising investment from many of the potential investors who looked at this garbage.  Ray filing patents that are similar in nature to I View It pursuits that he learned from us is criminal and perhaps already costing us lost revenues that he himself may be making.  I must disclose this stuff to all legal bodies, I am open to suggestion or feel free to help, and to the current shareholders and investors.  How to cope?

This may help you understand why things were not getting communicated properly

-----Original Message-----

From: Brian G. Utley [mailto:brian@iviewit.com]On Behalf Of Brian G.

Utley

Sent: Sunday, May 28, 2000 1:45 PM

To: 'Becker, Steven C.'

Subject: RE: Patent Application

Eliot's data is correct. Will have the Zack andd Jude data on Tuesday.

Brian

-----Original Message-----

From: Becker, Steven C. [mailto:SBecker@foleylaw.com]

Sent: Friday, May 26, 2000 8:48 PM

To: Brian G. Utley (E-mail)

Cc: Boehm, Douglas A.

Subject: Patent Application

Brian:

citizenship information for Zach and Jude. Also, please confirm the

following for Eliot:

Eliot I. Bernstein

500 S.E. Mizner Boulevard

Boca Raton, FL 33432-6080

Citizenship: U.S.

Thanks,

Steve

NOTE: The information transmitted in this correspondence is intended only

for the person or entity to which it is addressed and may contain

confidential and/or privileged material. Any review, retransmission,

dissemination or other use of, or taking any action in reliance upon, this

information by persons or entities other than the intended recipient is

sender and delete the material from any computer.

And then we see

Your message did not reach some or all of the intended recipients.

Subject: RE: Patent Application

Sent: 5/30/2000 5:55 AM

The following recipient(s) could not be reached:

SBecker@foleylaw.com on 5/30/2000 5:56 AM

dns;FLINETMAIL.HAL2000.iviewit.com failed 5.1.0
EXHIBIT 8 The case of the patent attorney who files patents similar to ideas he learns from his clients

This is also the same attorney who loses our first patent and many attorneys have now confirmed that he has missed the boat on our filings, costing the company a fortune to try and repair and we now find some of it can never be repaired. He loses our video patent in January or so and he is filing own

After you read Rays original work, look at these excerpts from our Business Plans

BP 1998

Sound a bit like Joao ads patent

Custom Web page & Advertisement Creation - iviewit's team of ad consultants will make it easy for your company to have a first-class, top quality virtual reality web page. In addition, through our "email-to sale one click system, buyers can contact you directly from your advertisement or product via live web video teleconference.

The ad business consists of thousands of smaller ad agencies and individuals, for every one of the few dozen well-known companies.

Advertising participants range from major international name-brand clientele to millions of individual PC users. One of iviewit's challenges will be establishing itself as a global advertising virtual community, positioned as a relatively risk-free, value added, corporate or individual purchase.

Note that this can be used for political services as well!!

Benefits of iviewit for Personnel Services - including employment, modeling and casting searches.

o       Global screening of qualified candidates from an increased pool

o       Videotaped candidate resumes further aid the selection process

o       Live video conferencing of candidates to maximize selection process

Well we cant get to the future of this with Joaos patent around us!!

15. FUTURE SERVICES

In the future, iviewit will broaden its scope of business to Europe, Japan and emerging markets. After establishing the core business markets discussed earlier, iviewit intends to expand into any market iviewit technology will benefit, i.e. the medical imaging industry.

iviewit's initial core businesses will be:

3-D sales & resale's of real-estate

3-D sales & resale's of high end luxury items

Interactive Employment Services

Employer Search

Modeling Agency

Casting Agency

3-D on line booking of hotel and resorts and related travel services

Online live dating & personal ads

Design, setup, implementation and management of 3-D sites

Corporate Internet Alliances

PROACTIVE email marketing packages

iviewit represents a pivotal transition in global E-commerce. Current E-commerce occurs across a one-dimensional plane, websites are simply brochures posted to the web. Products are bought and sold using flat lifeless pictures and text. iviewit technology is remarkably different in that the product comes alive, offering the user the capability to inspect all dimensions of the product being advertised, integrated with full voice overlay's, and a live videoconference feature whereby buyer and seller can have live interfacing. iviewit's technology can be applied to an unlimited number of product lines.

And some stuff from the sites Ray and Ken were seeing as early as 11/98

#### ID #000000621

 Objective:

Seeking an opportunity in the television and advertising industry, where I can enhance my modeling and advertisement opportunities.

 Skills:

Attended NY Baby Modeling school and became certified at age 6 months.

 Professional Experience:

1998 to Present

Kraft Foods Baby Model

Participated and won BABY of the year contest.

Professional training on the job and with independent agents

ID# 000000721

ID #000000821

 Objective:

Seeking a permanent position within a professional organization
as an Executive Assistant, where I can utilize my skills and add value

 Education:

University of Miami

 Skills:

Microsoft Word, Excel and PowerPoint, Lotus, ACT, 75 WPM, Fluent in Spanish

 Professional Experience:

1987 to Winslow Hall Advertising, Inc.

Executive Assistant to President.
Responsible for coordinating office events, company meetings on and off site.

Handle company budget, utilizing Excel.  Create spreadsheets on Excel for several officers expense reports.

Negotiate all vendor contracts, such as phone, office equipment, etc...

Work with clients as contact person on Presidents behalf.

Work with agents to help promote and market strategies to current and prospective clientele.

Was promoted twice within the organization.

Coordinate all appointments, travel arrangements and hotel accommodations.

# LEXUS

| DASHBOARD | | ENGINE | | Back |

# lexus (dash)

| Back |

ID# 000000621

ID# 000000821

THE iviewit VIRTUAL MALL

The virtual mall offers unlimited possibilities as it is under perpetual construction and expansion. The mall is designed to accommodate an infinite array of products. Each floor is dedicated to the fulfillment of a consumer's needs in a specific industry or product cluster.

Floor 1 is dedicated to Real Estate. Available on this floor are storefronts offering residential real estate, commercial real estate, mortgages, insurance, moving & shipping services, relocation services, furniture rental, career center, city guides/local info, credit center, auto center, temporary housing, travel services, rentals, self storage.

To sample iviewit's real estate view

Floor 2 is dedicated to Personnel. Available on this floor are storefronts offering resume posting, job postings, iviewit assisted placements, modeling, casting, career center, moving & shipping services, and relocation services.

To sample iviewit's PERSONNEL VIEW

Floor 3 is dedicated to Luxury Items. Available on this floor are storefronts offering, boats, yachts, ships, airplanes, helicopters, automobiles, credit center, insurance, art, antiques and furniture.

To sample iviewit's LUXURY ITEMS VIEW

Floor 4 is dedicated to Travel and Travel Related Services. Available on this floor are storefronts offering, booking services, airlines, hotels, time share, vacation destinations, rental cars, insurance, limousine services, restaurants and events.

To sample iviewit's TRAVEL VIEW

Unique iviewit website features and benefits common to all floors:

v     v Virtual world websites versus current websites designed with static, flat pictures and text

v     v Global marketing and database of properties, items and personnel

v     v Live onsite interaction between buyer and seller via iviewit's powerful "click-and-connect" videoconferencing.

v     v iviewit allows the user to control his viewing environment by zooming in and zooming out with up to 1700x distortion-free magnification in a virtual 360 panorama.

v     v Users are empowered with the ability to view an unlimited number of related products resulting in tremendous time and travel savings to potential buyers and sellers.

Specific benefits to the Personnel Floor:

v     v Global screening of qualified candidates from an increasing pool

v     v Videotaped candidate resumes further aid the selection process

v     v Live video conferencing of candidates to maximize selection process

Products & Services

iviewit's product is it's Patent Pending process for creating enhanced digital images.

Existing website product display technologies have been limited by speed and size causing frustration to the end user and limiting a website's ability to adequately depict products. iviewit's technology has been applied in the world's first virtual-reality mall in which all objects will be seen as close to realism as possible. iviewit's revolutionary process is a quantum leap akin to the change from black and white television to color, iviewit HAS RAISED THE BAR!

Management Summary

## v     vEliot Bernstein, President

v     v James Osterling, West Coast Regional Co-Director

v     v James Armstrong Northeast Regional Director

v     v Guy Iantoni, Midwest Regional Co-Director

v     v Jill Iantoni, Midwest Regional Co-Director

v     v Andy Dietz, West Coast Regional Director

v     v Judy Rosario, Head of IT Management & Audio/Video Production

v     v Zakirul Shirajee, Website Engineer

v     v Patricia Daniels, Head of Photography

The following video files were a revolution. They were scaled down and played back in full screen frames from 37Kbps they looked perfect, just like you see them here when played back full screen, on these just right click on it and go full screen and it will in fact play better than full screen encodes which dont play at all. At this time Ray and Chris were telling everyone to keep the video hush hush until we had all the provisional applications done. We had developed this far earlier than what is originally disclosed to the public on the video. It was a download, captured and encoded with a different intent than prior art, the art of human psychological perception and a bit of magic. These and then our streaming versions fooled the best of the best engineers from all walks, up until after we taught them what was going on.

Management Team

Mr. Bernstein has pioneered the development of proprietary life insurance products and has formed two companies to facilitate the sales of these products. Mr. Bernstein, in 1972, founded S.B. Lexington, Inc. to facilitate the sales and marketing of his unique and copyrighted VEBA 501 (C) (9) trust. In 1983, Mr. Bernstein invented the Copyrighted Arbitrage Life Payment System, which is a unique leveraged single premium life insurance product for high net worth individuals. From the ground floor up, Mr. Bernstein developed for both companies a national sales and marketing network, which now account for over $800 million in life premium sales. In order to bring these products to market, Mr. Bernstein needed to establish relationships at the client level, as well as the life carrier level. Due to the nature of the Arbitrage program, and the need to secure premium financing, Mr. Bernstein has also developed strong relationship with domestic and international lending institutions. These products have led to relationships with such prominent corporations as; Lincoln Benefit Life/Allstate, First Transamerica Life, Allianz, ABN-AMRO, Bank of America, Chase, & Norwest. Mr. Bernstein's career in the life insurance industry began in 1965 when he became the top producer for Aetna Life and Casualty Company. He has remained in the top 5% of life insurance sales agencies since that time. Mr. Bernstein is currently a qualifying and life member of the Million Dollar Round Table. He has appeared before the House Ways and Means Committee and has been a guest speaker at the New York University Institution on Federal Taxation. Eliot Bernstein has owned and operated SB Lexington, SW Insurance Agency since 1983. The Company was formed while attending the University of Wisconsin, Madison where Mr. Bernstein holds a Bachelor of Science in Psychology & Astronomy. Since 1981, he has been one of Arbitrage Life's top producing national sales executives, with over$150 million of life premium sold. Mr. Bernstein's California clients include: The Irvine Company, Marvin Davis Companies, Irvine Sensors Corporation NASDAQ (IRSN), Showpower NASDAQ (SHO) and other high net worth clients and corporations. Mr. Bernstein was also a pioneer of the "No-Load" life insurance concept.

Mr. Bernstein is responsible for the creation and implementation of a computer based, fully consumer integrated, multi media, website & CD-ROM for sales and marketing of the Arbitrage Life Payment System (ALPS). In addition, he created the corporate office computing systems for STP and SB Lexington. These systems include all back office tracking and database management systems, currently handling over $800 million of accounts. From his experience developing the ALPS website, Mr. Bernstein developed the technology to allow virtual product representation on the Internet. He is the founder of iviewit and is the Patent Pending holder of the iviewit technologies. Mr. Bernstein's vision is to create a new platform for Internet E-Commerce to transact along, that makes the makes the Internet a more useful commerce tool. Gerald Lewin has been a certified public accountant since 1973 and is licensed to practice in the states of Florida and Michigan. Mr. Lewin received a Bachelor of Science degree from Wayne State University in 1970. After his association with a medium-size accounting firm in Detroit for two years, he went on to become a partner and remain with the firm until he left Michigan. In 1981, Mr. Lewin relocated to Florida and joined with Donald Goldstein to form Goldstein Lewin & Co. Currently the firm has approximately 30 accountants. As one of the founding partners, he specializes in business consulting and is highly knowledgeable in many aspects of accounting, tax and financial planning. Mr. Lewin is a member of both the American Institute of Certified Public Accountants and the Florida Institute of Certified Public Accountants. James A. Osterling James Osterling is a managing director of the Saybrook Residential fund. Prior to joining Saybrook, Mr. Osterling served as the Chief Financial Officer and Senior Vice President for California Pacific Homes (Cal Pac), a major California homebuilding and master planned community developer affiliated with the Irvine Company. Cal Pac has annual home and lot sale volume of 1200 units and annual revenues of$250,000,000. Before joining Cal Pac in 1994, Mr. Osterling served as the Chief Financial Officer for Shea Homes, a nationally ranked homebuilder and master planned community developer with operations in the west, southwest and southeast regions of the U.S. and annual revenues of $450,000,000. Mr. Osterling has dedicated his career to financial management and capital market transactions in the real estate industry, commencing with his employment at Arthur Andersen & Co. as senior tax consultant specializing in real estate and tax shelter partnerships. He has over twelve years of experience as Chief Financial Officer in the real estate industry. As CFO, Mr. Osterling has structured, negotiated, and administered corporate borrowings in excess of$500,000,000 and sourced and closed project level debt and equity financing with a combined transaction value exceeding $400,000,000. Mr. Osterling has acquired and obtained financing for portfolios of distressed properties purchased from lenders, regulatory agencies, and from debtors in possession in bankruptcy court with a transaction value in excess of$200,000,000.

Mr. Osterling received a BS degree in Business Administration from Iowa State University in 1979, and an MBA from the Kellogg Graduate School of management at Northwestern University in 1986. He has also completed post-graduate work at the University of Southern California. Mr. Osterling is a member of the Building Industry Association, Urban land Institute, American Institute of Certified Public Accountants, California Society of Certified Public Accountants, Financial Executives Institute (board member), and the University of Southern California Real Estate Alumni (board member and past president).

Jim Armstrong has owned and operated The Armstrong Group, Ltd. since 1982. The Armstrong Group is a financial planning and insurance consulting and sales firm targeting the corporate executive and high net-worth markets. Jim has demonstrated success in virtually all areas of sales, administration, sales management and business management and is accustomed to delivering results in all phases of sales growth and expansion. He has demonstrated success in the development of long-term business relationships directly with clients and with financial intermediaries and is accomplished in the use of high-end, sophisticated computers for developing sales aids, presentations, tracking portfolios and general automation and efficiency.

While operating The Armstrong Group Jim worked with Prudential Securities as a specialist in Retirement and Financial planning serving a ten state region and over 800 securities brokers. He was responsible for the marketing, promotion and development of Qualified Plan business and Investment Management Services business (money managers).His success in this regional role led to his appointment as the National Sales Manager for Prudential Securities' Primary Client Services division. In this role he was responsible for directing the sales effort for the firm's retirement products, financial planning capabilities and central asset account. Jim was then appointed as the National Sales Manager for the Prudential Securities Life Agency. He was responsible for building the infrastructure for this start-up venture. He developed marketing materials, formulated policies and procedures and recruited and supervised a national network of planning specialists.

Jim is a graduate of Northwestern University with a bachelor degree in economics and business.

Jill B. Iantoni, CPC

Mrs. Iantoni is currently a Senior Consultant at the Whitney-Carlyle Group. Her focus is in executive search within the real estate industry and has been a staffing consultant since 1994. Prior to the Whitney-Carlyle Group, Mrs. Iantoni was a senior level recruiter with a Chicago based AccuStaff Company. She was the highest national producing recruiter in the firmfs history. Mrs. Iantoni began her career in the insurance industry with Cambridge Associates and Northwestern Mutual as a Sales Executive.

Mrs. Iantoni will leverage her staffing, consulting, and recruiting expertise to direct the personnel division for iviewit, inc. She has extensive experience networking within the staffing industry via direct marketing and Internet channels.

Mrs. Iantoni holds a Bachelor of Business Administration Degree from University of Miami and is currently eligible for admission to the Pinnacle Group, an organization for the nationfs top producing recruiters.

Guy Iantoni

Mr. Iantoni is currently a Senior Financial Representative with Fidelity Investments. Through his years of experience at Fidelity Investments and Morgan Stanley Dean Witter, Mr. Iantoni has served as an Investment Management Consultant to high net worth individuals. Before this, Mr. Iantoni spent four years with Eli Lilly & Company creating and implementing direct marketing and sales campaigns within the healthcare industry. He has developed and leveraged computer databases to effectively market to target segments in both investments and healthcare.

Mr. Iantonifs expertise in sales and marketing initiatives will lead iviewit's Midwest region. He will be responsible for securing new contracts and overseeing management of all divisions. Mr. Iantoni has worked in conjunction with Eliot Bernstein to formulate the iviewit business plan and his development skills were a key component to the formation of iviewit's marketing strategy.

Mr. Iantoni graduated from the University of Wisconsin, Madison with an advanced Degree in Pharmacy. He is currently a registered investment adviser holding series 7, 63, 65, 31 and insurance licenses.

ANDREW R. DIETZ

Andy Dietz

Executive Vice President, Hotels & Resorts

Mr. Dietz is currently an executive in a licensed travel agency providing all travel related services to the entertainment industry (commercial airline ticketing, hotel and resort reservations and ground transportation). His clients include: concert touring artists, celebrities, wealthy individuals and executives. Mr. Dietz has also been a principal in an aircraft charter brokerage business arranging private aircraft to individuals and groups within the entertainment industry.

Mr. Dietz brings to iviewit a high level of expertise and start-up skills within the travel and entertainment industries. Since 1980, Mr. Dietz has been developing and maintaining strong relationships with key target iviewit customers. He will responsible for coordinating and overseeing the national hotel and resort division for the company.

Mr. Dietz was formerly an auditor with Arthur Andersen, and is a graduate, summa cum laude, of Pennsylvania State University.

Andrew Dietz, age 42, has been involved in the transportation industry specializing in the movement of high value, time sensitive equipment primarily focusing on entertainment industry ranging from film and television productions to concert touring productions for 15

years. In addition, Mr. Dietz has been an Principal/Executive in a licensed travel agency since 1980, providing all travel services,(commercial air ticketing, reservations for air, hotel, train and auto services) to concert touring artists, entertainment industry executives, celebrities and other wealthy individuals who require a very high level of service and personal attention. Mr. Dietz has also been a principal in an aircraft charter brokerage business since 1980, a business which arranges private aircraft for charters to individuals or groups in the entertainment industry ranging from Lear jets to 737's.

Mr. Dietz was formerly an auditor with Arthur Andersen & Co., and is a graduate, summa cum laude, of Pennsylvania State University.

Mr. Rosario is currently the Information System Administrator and Video Production Manager for St. Andrews Country Club. Prior to joining St. Andrews Country Club, Mr. Rosario held several positions involving software and web development. He brings expertise in the design and production of Internet based visual media creation. He also has in depth knowledge of configuring computer networks and systems data management.

Mr. Rosario, in conjunction with Mr. Shirajee, have developed the technical systems to bring iviewit technology to a functional working website. Mr. Rosariofs information technology experience will be leveraged to oversee all website technology initiatives.

Mr. Rosario holds a Masters Degree in Sociology Computer Architecture and Database Management. He holds expertise in Novell Netware Administration and Microsoft NT Administration.

Mr. Shirajee currently works as a computer programmer for the Florida Atlantic University. He is skilled in the areas of website development creating sites such as, www.getarb.com and www.cyberfyds.com. Mr. Shirajee is well versed in both Unix and Windows operating systems with extensive knowledge of programming languages such as: C, C++, Pascal and html.

Mr. Shirajee has been involved with the creation of iviewit web design and infrastructure. He will serve as Chief Website Engineer and work in conjunction with Jude Rosario to implement and support the iviewit website.

Patty Daniels is currently one of South Floridafs most sought after independent photographers. Patty has 15 years of professional experience in photography, and her work can be seen at Joanne Hoinig Interior Design in Boca Raton.

Patty will head iviewit's photography department bringing several distinct advantages to iviewit photography. Her expertise in the areas of panoramic interior photography and lighting will ensure superior quality for iviewit's Internet images. Patty has photographed multi-million dollar homes for Premiere Estate Properties, a publication of Sothebyfs International Realty. Ms. Daniels will coordinate both photography and video responsibilities with web engineering and development staff.

##### Capital Requirements

iviewit will seek to forge strategic alliances and partnerships. Simultaneously, iviewit is seeking a Venture Capital partner.

Investor Exit Strategy

1. It is the Company's intent, in due time, to offer the shares to the public market.

2. The Company may entertain offers from public or private companies for acquisition or merger.

3. It is the Company's intent to pay profits out of the Company to the investors and principals in proportion to their respective shares. The Board of Directors will determine the amount of distribution to it's investors.

Litigation and Potential Liability

The Company is not currently involved in any litigation nor does it have any knowledge or information regarding any pending litigation or claims that may adversely affect the Company.

HERE JOAO HAS 50 PATENTS, VERY BUSY SINCE MEETING US

DOING BUSINESS WITH LAW FIRMS - FROM ELDERLY TO INTERNET: LAW'S NEW DOMAINS - FIVE PEOPLE TO WATCH
Publication: Newsday
Date: Monday, Mar 13, 2000
Author: Manny Topol
Featuring: James M. Wicks

As Society is changing, so is the business of law. On one hand, there is a growing interest in elder law, because of the graying of Long Island, and on the other, a need to help companies deal with the new world of high-tech.

More and more law firms are adding technology litigation departments to deal with such things as intellectual property, patents, Web sites and domain names involving legal concerns that did not exist a few years ago.

The Mineola law firm of Meltzer, Lippe, Goldstein, & Schlissel, for example, last year expanded and restructured its intellectual property division by bringing in attorney Raymond A. Joao, an expert in patent law, to head the division and Frank Martinez, a specialist in trademark and copyright law. Martinez was a former design patent examiner for the U.S. Patent and Trademark Office in Washington, D.C. They are on the cups of future law.

Were seeing a lot of more high-tech cases than ever before involving patents, patent infringment, domain disputes, trademarks and copyrights. Its an explosive sector of law right now, Joao said. Also, the patent office is amenable to business method patents and software patents. The fact that you can improve on pre-existing patents can allow [more people] to get patents.

The use of businesses and executives using personal computers has meant that the volume of cases has increased dramatically in his field, he added.

Its an industry that people are trying to get in, he said. If you have a computer, you can do it. This area is explosive. Joao is also an electrical engineer and inventor who has been awarded about 10 patents and has about another 40 to 50 patent-pending inventions. He also has an MBA from City University.

HERE JOAO HAS 80 PATENTS

### Raymond A. Joao

Raymond A. Joao joined Dreier & Baritz LLP in 2001 as Of Counsel to the Firm's intellectual property department. Mr. Joao brings to the Firm an extensive legal, business and engineering background encompassing virtually all aspects of intellectual property, including prosecution of patent applications; reexaminations; preparation of patent opinions; litigation; and counseling clients in the development, management and exploitation of their intellectual property assets.

Mr. Joao is also currently an intellectual property management consultant for various start-up software, telecommunication, Internet and e-commerce companies. He regularly directs new business and intellectual property development efforts; negotiates contracts; drafts license agreements; performs due diligence in mergers and acquisitions; assists in the preparation of business plans, executive summaries and other corporate documents; conducts competitive analysis studies; aids in the formulation of litigation strategies; and assists in capital raising efforts.

Notably, Mr. Joao is the inventor of 10 issued U.S. patents and has over 80 patent pending technologies. Mr. Joao was also a founder of Electroship (N.Y.), Inc. which was formed to exploit certain patent pending technologies of which Mr. Joao was a co-inventor. Electroship (N.Y.), Inc. was acquired by a public company within six months of its formation. Mr. Joao headed Electroship's intellectual property and corporate efforts, as well as the merger and acquisition deal leading up to the merger.

Prior to joining Dreier & Baritz, Mr. Joao was head of the Intellectual Property Department at Meltzer, Lippe, Goldstein & Schlissel, P.C. in Mineola, New York. He was also formerly a partner at Anderson Kill & Olick, P.C. in New York in the Intellectual Property Group. Prior to the commencement of his legal career, Mr. Joao was an electrical engineer with Loral Corporation in the Systems Engineering Group, and prior to that was an engineer with Sperry Corporation.

Mr. Joao obtained a Bachelor of Science in Electrical Engineering in 1982 and a Master of Science in Electrical Engineering in 1984 from Columbia University School of Engineering and Applied Science. He received his law degree in 1990 from St. John's University School of Law. Most recently, in 1999, he obtained a Masters in Business Administration in Finance from Baruch College/City University.

Mr. Joao is admitted to practice before the United States Patent and Trademark Office, the U.S. District Courts for the Southern and Eastern Districts of New York, and the New York State and Connecticut Bars.

e-mail: rjoao@dreierbaritz.com

EXHIBIT 9 More on the Case of Walking Patents out of I View It and to your home

In the attached documents you will find that Brian submits to Foley and then Foley to USPTO General Appointment of Agents. On one he signs as he should as President of I View it, although not sure why he is on these patents, and on the second he submits himself, with his home address, with no I View It title.  Later Foley folly's end up with patent 122&123 going to his home, with no signature as officer of I View It, no other inventors and finally no assignments filed on behalf of I View It.  Remember the entrusted overseer of our patent pool is Brian's friend Bill Dick of Foley & Larders. You make the call.

Exhibit 10 Case of the Mismatched File Numbers on filed patent documents aka the cover-up

Note that the filed document has smudges that pick up better on scan on the application number 57103-111, not so bad in and of itself, it is just weird how on the bottom it references 57103-114 and US is written above. Under forensic scan what we have looks bad but we should get this along with all documents, as filed at the office as a comparison. Scanned originals would be best for forensic comparison at no less than 600 dpi color. Remember it is 57103-111 that has Jude disappearing to be replaced by Utley.

The files that were transferred by Brian has smudges and cross outs abundantly throughout his transition from Jude to him as applicant. This looks very scammy.

Exhibit 11 Case of the changing patent title

Here we have evidence that on 6/1/2000 a day before filing to the USPTO a copy of what appears to be my hand notes prior to filing and you again clearly see Jude and Zakirul were the intended inventors. What else this shows is that on June 2, 2000 the name of the application changes to Streaming vs. Providing, a major difference completely against all we had talked about and perhaps limiting us. Who changes the title?

Exhibit 12 Smudges & Fudges on 57013-112 and how to add your name to inventions that were invented without you

Note the smudges on the filing number

Exhibit 13 Case of the very fake fax and the fraud on patent 5865-2 begins

This is a critical piece of evidence in showing how we lose 5865-2 and the fax although it looks so innocent reeks of disaster. First the header is all cut up on the copy from Ray and look at the font used in 01 and 02. Notice the lack of cover page information, I threw in a 3rd and 4th page of this exhibit that is not related but for use as comparison methodology. There is no footer on this cover but there is an incomplete reference number on the lower right side, which typically is not on their fax covers. Note that it is page 1 of a 1 page fax according to the cover, yet the cover asks one to refer to the attached, which would of course make this a 2 page fax which is why we have pages 001 and then 002. But to one skilled in the art the 002 page number at the top is a different font than 001, in fact it is italic type and thus the 0 stands out vs. 0. Not a copy error a font error. Page 1 and 2 have different reference numbers 156067.1 and 199193.1.

This is a critical fraud error as it explains the Case of Missing patent 5865-2.

HERE WE HAVE A BIG PLURAL REGARDING THE APPLICATIONS

HERE WE HAVE A BIG PLURAL REGARDING THE APPLICATIONS

Comparison Doc

Comparison Doc

Taken from page 1

Taken from page 2

Taken from page 2 of comparison

Those are perfectly scanned and even
Exhibit 14 Case of changing fonts again

The type font from the original copy and the following copys typeset is different, which is quite odd for copies, whose handwriting is this??

These are close-ups on the two supposed copies but copies normally do not have different fonts, nor for that matter do similar documents.

mind you this is supposed to be COPY!

Happens on other applications in this evidence folder and may indicate 2 separate sets of documents were in existence for these patents in 2 different type fonts
Case 15 What was and what is not

Following is a case study in patent document fraud. This document was taken from Joao in the midst of him changing the filings in our back lab and us catching him. What follows is excerpts on part of we gave him and authorized him to file and what he actually ended up filing.

What was

SUMMARY OF THE INVENTION

The present invention provides an apparatus and a method for producing digital images which overcomes the shortcomings of the prior art. The apparatus includes a camera, which can be a conventional print film camera, digital camera and/or digital developing device, which can be any device or collection of devices for developing the image taken by the camera, into an enlarged print film image or a digital image, and an enlarging device, for enlarging the image. A digital camera can also be utilized to obtain the image. If the image is taken with a digital camera, a print image may be obtained from the digital image. The image can then be enlarged. The image may be enlarged without the need for a print set.

The apparatus also includes a computer and associated peripheral devices for performing the various processing routines of the method of the present invention. The apparatus also includes a scanning device, for scanning the print film image or photograph in order to obtain a digital image representation of same.

The print or digital film image, which is obtained by the camera, can be developed by the developing device, and enlarged by the enlarger. The image print may then be scanned by the scanner in order to generate a digital file or other high quality image extension file. A plurality of these digital files can then be stitched together thereby creating a panoramic scene or image.

The computer may be utilized in order to perform touch-up operations on the obtained image or image collection in order to make refinements and/or enhancements thereto. The image can then be converted from a high resolution image compression extension file to a low resolution graphic or video image extension file.

The resulting file may then be processed so that the image represented therein can be displayed and/or posted for display to a host computer or other suitable device.

The above process can be repeated using different photo depths for any of the obtained images, or portions thereof, in order to create areas of higher resolution for closer inspections of these areas at different image depths.

Accordingly, it is an object of the present invention to provide an apparatus and a method for providing enhanced digital images from print or digital images.

It is another object of the present invention to provide an apparatus and a method for producing digital images, from images, which have improved and enhanced resolution.

It is still another object of the present invention to provide an apparatus and a method for producing digital images, from print film images, which are suitable for display and/or downloading to a digital computer, a television, a telecommunications environment, and/or any other communications environment.

It is still another object of the present invention to provide an apparatus and a method for providing a digital image which is characterized by effective image compression subsequent to a stitching operation, thereby avoiding any dramatic loss in image quality.

It is another object of the present invention to provide an apparatus and a method for providing a digital image which disperses with the need to compress the image data.

It is yet another object of the present invention to provide an apparatus and a method for producing digital images which are characterized by high definition resolution, and which are suitable for high definition television, Web television and large, full screen, panoramic internet applications, without loss of resolution upon image magnification or reduction.

It is another object of the present invention to provide an apparatus and a method for producing and transmitting digital images in a network environment which dispenses with the need for plug-in software.

It is still another object of the present invention to provide an apparatus and a method for producing digital images which facilitates high speed file transfer in a network environment and/or in a computer environment.

Other objects and advantages of the present invention will be apparent to those skilled in the art upon a review of the Description of the Preferred Embodiment taken in conjunction with the Drawings which follow.

WHAT IS

Exhibit 16 Case of bad math from an engineer and two certified engineers at Foley and Lardner, this is hours before filing, and the inventors have never seen these documents

Now after being corrected on math they file with the USPTO the wrong math again

Now after being corrected on math they file with the USPTO the wrong math again

and then the correspondences

First follows his response for our requesting that investors needed to be notified and that we wanted in writing a risk assessment of any potential liabilities and costs to remedy. But the faade was crumbling, rumors were abounding that these were not the only patents we had but others that these guys might have been writing into a Utleys home. If you understand the moment, caught with their bad math and with missing claims and claims that they to missed the boat and forgot the image applet like they accused Ray first of doing and the camera. So, when we hire them they tell us none of that is in the patents and then they not only miss the boat, they park it in Brian Utleys backyard and title it to him, so as you read this smear campaign understand fully the situation he was in.

OK now Jim Armstrongs Reply and after this you should listen to the tapes of Foleys Follys.

-----Original Message-----
From: Jim Armstrong [mailto:jarmstrong1@comcast.net]
Sent: Sunday, April 28, 2002 8:44 AM
To: Eliot.bernstein@verizon.net; Caroline@cprogers.com
Subject: Boehm redlined doc
Importance: High

CHICAGO

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FACSIMILE (414) 297-4900

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TAMPA

WASHINGTON, D.C.

WEST PALM BEACH

daboehm@foleylaw.com VIA E-MAIL

August 9, 2000

WRITERS DIRECT LINE

(414) 297-5718

E S T A B L I S H E D 1 8 4 2

A member of GlobaLex with member offices in Berlin, Brussels, Dresden, Frankfurt, London, Singapore, Stockholm and Stuttgart

001.834676.2

Mr. Eliot I. Bernstein

Founder and CTO

Iviewit.com, Inc.

One Boca Place

Boca Raton, Florida 33431

Re: Correspondence and Issues regarding

PCT International Patent Application entitled

System and Method for Providing an Enhanced Digital Image File

Filed: August 2, 2000

Inventors: Bernstein, et al.

Our Reference: 57103/120

Dear Eliot:

Pursuant to your e-mail instructions sent Friday, August 4, 2000, I forwarded a

notebook to you containing a copy of all correspondence relating to the above-referenced

patent filing. Furthermore, pursuant to your request during the telephone conference of

Friday morning with Steve Becker, the following describes what occurred during the

preparation of this application, any errors made in the application, how they were made, what

risks are involved, and how the errors can be corrected.

Overview

Before discussing the details, I would like to put things into perspective and

comment on the magnitude of the errors and the extent of their repercussions. I believe that

the errors in the filed specification are of a very minor, technical nature, which can be readily

corrected in the various patent offices in due course, and which will have no negative impact

whatsoever. The errors in the math will not affect our priority claim back to the August 2,

1999, provisional application, because the math examples were not originally in there. As

Steve explained during the Friday teleconference, the worst thing that could happen is that we

could lose the benefit of priority for the mathematical examples for a short period of time,

i.e., from the August 2

nd

filing date to the filing date of a continuation-in-part application

which could be prepared and filed this month, if we decide to do so. In my opinion, the entire

CONFIDENTIAL

ATTORNEY-CLIENT PRIVILEGED

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 2

001.834676.2

situation surrounding these errors has been overstated, and your concerns expressed during the

Friday teleconference are unwarranted.

Correspondence

In order to explain exactly what happened, the following paragraphs set forth a

brief description of the enclosed correspondence surrounding the preparation and filling of the

PCT application, and points out where and why the errors occurred. The numbers below

correspond to the tabs in the correspondence notebook.

1. July 21, 2000, Letter from Steve Becker to Brian Utley

This letter encloses the Zoom and Pan invention materials on which the

above-referenced PCT application is based.

2. July 24, 2000, 4:44 p.m., E-mail from Steve to You and Brian

This e-mail summarizes the recent conversation regarding the zoom and pan

invention, and sets forth our strategy for preparing and filing the application.

3. July 24, 2000, 5:02 p.m., E-mail from Steve to You

This E-mail attached a copy of the previous letter Steve sent to Brian on

4. July 25, 2000, 7:35 p.m., E-mail from Steve to You and Me

This e-mail just confirms the time for the next teleconference for discussing the

patent application.

5. July 26, 2000, 3:01 p.m. and 3:06 p.m., Letter from Steve to You and Brian

This letter encloses the first draft of the PCT patent application and the inventor

information sheet. The letter says that Steve will call both you and Brian at 5:00 p.m. Eastern

Time that day.

Note that this first draft includes several blank spaces, question marks, and

6. July 27, 2000, 11:43 a.m., Fax from Brian to Steve

This fax, sent from Kinkos in Ogden, Utah, when Brian was on vacation,

encloses the first examples of the mathematical formulas and a single Example that will be

added to the first draft of the application. Note that Brian originally defined the source image

aspect ratio (siar) as the height over the width.

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 3

001.834676.2

7. July 27, 2000, 2:07-3:45 p.m., Fax from Steve to You and Brian

This fax includes only the nine pages of the application that were revised,

including the background section and claims.

8. July 28, 2000, 4:56 p.m., Letter from Steve to You

This letter encloses the second draft of the patent application, which includes

to make a copy of this letter and draft for Brians review.

Note that in this second draft, that Steves comment on page 13 points to an

inconsistency between the math formulas and examples provided in this draft versus Brians

9. July 31, 2000, 8:43 a.m., 9:27 a.m., and 1:45 p.m., E-mails from Brian to

Steve

Here, Brian sent Steve three different versions of the imaging math formulas

and examples. Note that the aspect ratio is still being defined as height over width.

10. July 31, 2000, 3:58 p.m., E-mail from Steve to Brian and You

This e-mail acknowledges receipt of Brians three versions of the imaging math

formulas and asks whether the latest e-mail is inclusive of all prior changes. Steve states that

he will now amend the specification of the PCT application based on this latest mathematical

formulas and examples.

11. July 31, 2000, 7:09 p.m., Fax from Steve to You and Brian

Steve faxed you the third draft of the patent application. Steve asked for

comments as soon as possible, but in no event later than 10:00 a.m., Wednesday, August 2,

which is the day that the application had to be filed.

12. August 1, 2000, 7:38 a.m., E-mail from Brian to Steve

This e-mail confirms that the last e-mail included all the changes to the imaging

mathematics.

13. August 1, 2000, 7:42 a.m., E-mail from Brian to Doug

In this e-mail, Brian forwarded the July 31 e-mail to me, including the latest

imaging mathematics.

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 4

001.834676.2

14. August 1, 2000, 8:30 a.m., Copy of Brians Comments

This document shows Brians comments on the second draft of the application.

Brian gave this marked-up version to me when I was at your offices that morning.

15. August 2, 2000, 9:06 a.m., Fax from You to Steve and Me

This document sets forth the changes made to the third draft of the application

by the Iviewit reviewing team, which now included Jim Armstrong. This document was the

basis of our telephone conference from 10:00 a.m. to 3:30 p.m. that day. Note that this is the

first time Jim provided his comments to us. Also note the extent of the comments, which, at

this late stage in the process when the application had to be filed that same day, caused me

some concern. During our teleconference, it became clear that we were revisiting old topics

and decisions we previously made with you and Brian in the previous drafts of the application.

Particularly note the extent of the mark-ups on the imaging mathematics beginning at page 11.

A significant amount of time was spent discussing the particulars of the math formulas

between Brian and Jim, and we all agreed that Brian would modify the math and examples and

send them to me. Note that when the call ended, the source image aspect ratio was still being

defined as height over width (see page 11).

16. August 2, 2000, 5:49 p.m., E-mail from Brian to Me

This e-mail attached the latest modifications to the mathematics and examples

that Brian said he would send me. Note that this is the first time the aspect ratio is defined as

width over height, since, in response to my pointing out the inconsistency between

photography versus computer display aspect ratio conventions, Brian determined that it would

be more consistent to express the math in the patent application in accordance with the

computer display convention. This version of the imaging mathematics is what I used as the

basis for the final draft of the patent application that was filed that night.

17. August 2, 2000, 9:39 p.m., E-mail from Me to Brian (at home) and You

This e-mail contained two versions of the same document, which represent

where I was in the editing process at that time. The first document was in Word version

6.0/95 for Brian to be able to read at home. The second version was in Word 97 as usual.

Note that my e-mail told you and Brian that you could send a copy to Jim if you want.

As you can see, I was fighting the clock since the application had to be on file

before midnight that night, and I had to allow sufficient time to drive to the airport post office

to obtain the filing date. Note that, beginning on page 13 (of the second version), and through

to page 18, the imaging process mathematics and examples are set forth substantially in

accordance with Brians latest revisions. However, the digital example, beginning on page 22,

had not yet been edited to pick up the change in aspect ratio convention. Also note in this

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 5

001.834676.2

draft that independent claim 1 has not yet been changed to make the user interface element a

dependent claim.

After additional discussions with both you and Brian that night, you both gave

me the verbal okay to file the application. We obviously did not have time to let all three of

you review it again before it was filed. At that time, it was all I could do to finish making the

changes you requested throughout the day. I did that. I then briefly checked over the final

documents, worked with my foreign filing coordinator to prepare the formal filing papers, and

drove to the airport post office. The PCT and corresponding U.S. patent applications were

properly filed that night.

18. August 3, 2000, 11:55 a.m., E-mail from Me to Brian, You, and Steve

This e-mail simply confirms that the applications were filed last night, and that

copies would be forthcoming.

19. August 3, 2000, 1:35 p.m., E-mail from Brian to Me

This e-mail from Brian, thanking me for the supreme effort to get the job

done, was appreciated.

20. August 3, 2000, 2:47 p.m., E-mail from Me to You and Brian

After being informed that you wanted a copy of the application right away, I

sent this e-mail attaching the Word document for the PCT application as filed. The e-mail

clearly says that the drawings didnt change, which meant that you already had copies of the

drawings from the previous drafts. I could not e-mail the drawings, and I thought since you

already had a fax copy, this would suffice. I also said I would send full copies next week.

This Word document does exactly represent what was filed in the PCT that night.

21. August 4, 2000, 11:34 a.m., Fax from Jim Armstrong to Me, copying You and

Steve

This facsimile contains eight pages from the filed PCT application, which have

been marked up to show what Jim believes are either typographical errors or improper formula

expression. This fax was apparently the basis of the telephone call between you, Brian, Sy,

Jim, and Steve on Friday. Each one of these purported errors will be discussed in detail

below.

Friday Teleconference

In your extended teleconference with Steve Becker on Friday, of which I was

not a participant, you made several inaccurate statements, accusations, and remarks regarding

the errors in the application and, in general, the proficiency of Foley & Lardners services.

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 6

001.834676.2

Now that I have had the opportunity to review the tapes of the Friday teleconference, the

patent application, and the application correspondence set forth above, I would like to explain

exactly what errors were made, how they were made, why they were not caught, and what

issues they raise. Although Steve did a masterful job of trying to educate you on the

fundamentals of patent law in an attempt to put the errors in perspective, Steve was not

involved in the preparation of the final draft of the application and so could not be expected to

know how these errors arose.

Discussion of Changes

Please refer to the August 4, 2000, 11:34 a.m., facsimile from Jim Armstrong,

which can be found at tab 21 of the correspondence notebook.

(1) Page 12, line 27

Although this is not an error, and Jim did not mark it as such, I want to point

out that the formula tiw=squareroot (tia*sir) uses the word squareroot instead of the

square root symbol. Either way, this formula is correct, and provides sufficient basis, in my

opinion, to correct subsequent errors in this formula, particularly where they dont make

sense.

I do recall Brian mentioning, late Wednesday night, that a square root symbol

was missing. I understood his comment to mean that I used the word squareroot instead of

the square root symbol in this line of the application. I might have told Brian I would fix this

in the final draft, but I probably ran out of time. Nevertheless, this is not an error. In fact, I

am thankful that I did not remove the word squareroot intending to insert a square root

symbol which may have been forgotten in the rush.

(2) Page 13, line 7

The minimum scan density (msd) is defined here as msd = tih/sih (target

image height over source image height). This is mathematically equivalent to tiw/siw

(target image width over source image width), which is apparently what Jim and Brian want it

to be for consistency with the last-minute change in aspect ratio convention. I agree. This

formula can easily be changed to read msd = tiw/siw = tih/sih, particularly because of the

equivalency. It is my opinion that this is a very minor technical change, it should not be

considered an error in any sense of the word, and I dont believe we will encounter any

problems changing it in both the United States Patent and Trademark Office (USPTO) and the

World Intellectual Property Office (WIPO) where the PCT (Patent Cooperation Treaty)

International applications are filed, searched, and, optionally, examined. Recall that the same

patent application was filed as both a PCT and US application Wednesday.

Note that this is the first time anybody pointed out a problem with this equation. (note: This equation was expressed correctly in the draft that was reviewed because the aspect ratio was expressed at height over width. This equation became erroneous when the aspect ratio convention changed and a corresponding change to this equation was not also made)

The same equation appears in the previous drafts which you reviewed, and no reference to

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 7

001.834676.2

correcting this equation appears in Brians latest imaging process mathematical spreadsheet.

Therefore, your accusation that Brian made this change with me, and its still wrong in the

patent, is, itself, wrong.

The best-case scenario, which I predict will occur, is that the USPTO and

WIPO will permit me to make a preliminary amendment to the specification to make this

change. In the worst-case scenario, the USPTO or WIPO will consider the change to be

impermissible new matter, and the equation will have to remain as it was filed. In that case,

there is an extremely remote chance that someone, someday, could argue that the

inconsistency could cause the patent to be invalid for lack of enablement, i.e., that the

specification does not contain a written description of the invention, and of the manner and

process of making and using it, in such full, clear, concise, and exact terms as to enable any

person skilled in the art to which it pertains, or which it is most nearly connected, to make and

use the same, and shall set forth the best mode contemplated by the inventor of carrying out

his invention. (35 U.S.C. 112, 1.) However, I highly doubt that such a minor

inconsistency could warrant such a drastic effect, especially since the mathematics itself isnt

claimed.

(3) Page 13, line 19

For consistencys sake, viw=vwh*1.25 should be changed to

viw=vih*1.25, even though the previous line states that vih and vwh are equal to each

other. Again, I would consider this a minor technical modification to a mathematical example

that is not necessary for validity of the patent. Nevertheless, I think that we will be able to

make this minor correction in both the USPTO and WIPO without any problem or

repercussions. Not only is it simply a more preferred way of stating the same mathematical

value, it is supported in the terminology of Examples 2 and 3. It is also an obvious

inconsistency which would be known to those skilled in the art.

Note that this inconsistency appears in the latest version of Brians mathematical

formula spreadsheet under Example 1, which was essentially cut and pasted from his

spreadsheet into the patent application shortly before it was filed. I did not have time that

night to double-check all of the mathematical formulas.

(4) Page 13, line 23

The square root symbol is missing over the expression 2,560,000/0.8. This

is an oversight on my part. The square root symbol does appear in Brians Excel spreadsheet.

I simply cut and pasted the text from Brians Excel spreadsheet into a Microsoft Word

document. Apparently, when this occurs, the square root symbol disappears. I simply did not

have sufficient time to double-check all of the math.

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 8

001.834676.2

As mentioned above, I do recall Brian mentioning, late Wednesday night, that a

square root symbol was missing. However, I thought he was referring to the word

squareroot on Page 12, line 27, and not here.

I now see that Jim also discovered this error on page 14 of his marked-up third

draft. I did not see it at the time, because I did not go through, line-by-line, all of Jims

changes to the math since Brian was going to revise it anyway. Furthermore, I could not rely

on all of Jims mark-ups as the basis of the changes, since they appeared to me to essentially

be the mathematical scratchpad he used in trying to understand the invention. It would have

made no sense to follow all of his changes. (Note: There should have been no need to decipher my notes since all changes were thoroughly reviewed during our 5 hour conference call. To say that you did not go through everything line by line completely ignores the fact that a complete review of the mathematically omissions was performed during our conference call.) Furthermore, Jim missed other changes that Brian

and I caught later that night. (Note: This is a cheap shot. Everyone on the conference call agreed that the changes that I made should be made in fact, Doug even praised me by saying Good Catch when referring to some of the corrections to the improperly expressed math. Any changes that I missed were no doubt attributable to the last minute change in the way aspect ratio is defined. It is disturbing to me that a fundamental change in the way our mathematical implementation of our invention is expressed is made in the 11th hour why?)

Once again, I do not believe that this missing square root symbol error is of a

major concern. I believe that it would be considered a typographical error in the math, which

can easily be corrected in the USPTO and WIPO by a preliminary amendment. Support for

such a preliminary amendment is found at page 12, line 27, where the same formula appears

correctly stated using the word squareroot. Furthermore, any person skilled in the art

would realize that 2,560,000 divided by 0.8 does not equal 1789 as set forth in the description,

but that the square root of such a quantity would make the equation correct.

Again, let me discuss a worst-case scenario. If, on the remote chance that the

USPTO or WIPO determines that the addition of a square root symbol is not a simple

typographical error but instead constitutes new subject matter that cannot be added to the

specification, we would have to determine at that time the proper course of action. First, such

a determination can be appealed if we believe it is warranted. Second, the entire Example 1

can be stricken from the application if we feel that the remainder of the specification provides

sufficient enablement for the claimed invention, and that leaving Example 1 in the

specification without the square root symbol somehow takes away from enablement. Third,

we can file another patent application in both the USPTO and WIPO, with the corrected

formula. This would ensure that we would only lose priority from August 2 to the date of the

filing of the corrected application. Since this mathematical example isnt in the original

priority documents, it cannot be said that we would lose any benefit of priority from the

original provisional applications.

I do not agree with Jims argument that the missing square root symbol makes

the entire patent application so difficult to understand that correction would be needed to apply

the math to create the image. (Note: The comment that the omission of the squareroot symbol made the patent difficult to understand was made in reference to the digital image process where the formula on p.18, L.28 does not include reference to a squareroot. P.18 is a discussion of the digital image process; the formula on P.12, which includes the squareroot, refers to the analog process. Since there are definite differences in the overall math between digital and analog, it cannot be assumed that the formula on P.12 can be substituted. As a first time reader of this patent, I thought that the absense of the squareroot in the formula on P.18 was a fundamental difference in the approach this confused me until I was able to identify the omission as an error in the formula, not an intentional deviation from the analog process.)Steves counter-argument is directly on point: if correct math

was required to create the image, then the August 2, 1999, provisional filing would be

essentially worthless for lack of enablement, because it has no math. I simply do not believe

that perfectly correct math is required for enablement.

It is my opinion that there is no need to file a corrected application as a

continuation-in-part to remedy the situation. I plan to file a preliminary amendment in the

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 9

001.834676.2

USPTO and WIPO to correct the formula, which I believe will be accepted without an

argument. I have successfully made changes of similar scope by preliminary amendment in

both the USPTO and WIPO without encountering any problems. If I am proved wrong, and

we decide not to appeal, I still think there is little downside risk in leaving the application as it

is. In fact, I believe that there is more risk involved in filing a continuation-in-part application

to correct such minor errors, since it could be argued that such a new filing constitutes an

admission against us that the addition of the square root symbol is new subject matter.

(5) Page 13, lines 23-25

Since the aspect ratio convention was changed at the last minute, these three

formulas should have been changed to precisely correspond to that convention. However,

with the addition of the square root symbol in the formula in line 23, the three lines are

actually correct as set forth in the patent application, but somewhat inconsistent with the new

convention. (in other words, these formulas were wrong and inconsistent since the squareroot symbol was omitted) Moreover, the final number result is identical to that which would be obtained by

reversing the formulas as now requested. Once again, I believe that both the USPTO and

WIPO will permit us to change these formulas to make them consistent and easier to read.

Note that, with the exception of the square root symbol disappearing as

discussed above, these formulas were cut and pasted from Brians latest Excel spreadsheet (so the absence of the squareroot symbol was Dougs oversight and the inconsistency in the formulas was Brians mistake),

and appeared as set forth here in the 9:39 p.m. application draft sent to you and Brian.

(6) Page 13, line 29

The viewing window stated as 320 x 240 pixels should read 480 x 320

pixels as set forth on line 14 of the same page. This was simply an oversight by all of us.

Neither you nor Brian caught the mistake in the second draft sent July 28th (at page 13) or the

third draft sent July 31st (at page 14), and Jim also missed it in his August 2nd mark-up. I

missed it also during my final edits. (Nevertheless, Jim was still the only one who caught this error why isnt anyone else reviewing every line of the patent with the same critical eye?)

Once again, I believe that this would be considered a minor typographical or

technical error, which can readily be corrected in both patent offices with a preliminary

amendment. It is clearly supported at lines 14 and 15 on the same page of the patent

application. The reader would know that this is an obvious typographical error, and

correcting it does not constitute new matter. On the other hand, if somehow it does not get

corrected, I do not believe that this error would render the patent invalid for lack of

enablement.

(7) Page 14, line 6

I agree with Jims suggestion that the width and height be stated here, as was

done in Examples 1 and 3. Again, I do not believe this is a major concern, and I think we will

be able to add the width and height labels with a preliminary amendment. It is clearly

supported elsewhere in the specification. Note that this oversight could have been caught by

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 10

001.834676.2

you or Brian (or Doug) before filing, since it appears the same way on page 16 of the 9:39 p.m. draft. (Note that this was caught by Jim as evidenced by his notes on the draft it was also mentioned during the conference call yet still not changed in the final submisson.)

Nevertheless, this is a very minor point, which will have no affect whatsoever.

(8) Page 14, line 17

Again, the square root symbol is missing, but this time the formula itself does

not need to be changed other than adding the square root symbol. See my previous comments

regarding addition of the square root symbol.

(9) Page 14, line 27

Here, 400w by 360w should read 400w by 360h. This is an extremely

minor typographical error,(why are errors tolerable at all?) which can readily be corrected by preliminary amendment. This

particular error should have been caught by all of us a long time before the filing date, since it

also appears in the third draft.(IT WAS! Jim caught it in his review of the 3rd draft and it was discussed on the conference call!)

(10) Page 15, line 6

Once again, the square root symbol is missing, but the underlying equation is

otherwise correct. Refer to my previous comments regarding addition of the square root

symbol.

(11) Page 18, line 28

Again, the square root symbol is missing. This example provides even a

stronger argument that omission of the square root symbol is a typographical error, since the

exact same formula is stated correctly on page 12 at line 27 using the word squareroot.

Again, refer to my previous comments regarding the omission of the square root symbol.(Again, one cannot assume that the process of handling a digital file is the same as for an analog file especially in light of the fact that there are distinct differences in the process and the math. These differences are evidenced by L.30, P.18 where the result of the formulas on lines 28 and 29 can be overridden.)

(12) Page 19, lines 2, 3, and 23

According to the Friday discussion between Jim and Brian, the question arose

whether the minimum scan density should be stricken from these lines (since it doesnt add

anything and could possibly confuse the reader), or whether it should be left in there, but with

the addition of a new sentence that states that minimum scan density is not required since we

are dealing with a digital image. Brian and Jim agreed on the latter.

This time, however, I dont agree and I recommend that we do not make such a

change by adding a sentence. There is much higher likelihood that the addition of such a

sentence would trigger a new matter rejection. Furthermore, it may contravene any argument

we have that all of the changes to the specification are simply typographical errors in very

technical formulas and do not constitute new matter. The addition of such a sentence in this

example could be a red flag. The only way I would recommend adding such a statement

would be if you could show me that it was clearly supported elsewhere in the specification.

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 11

001.834676.2

Otherwise, I think that the statement minimum scan density equals N/A on line 23 says the

same thing, and is actually an important part of the teaching of this example to instruct the

reader that scan density is not a concern with a digital image.

If you dont agree that leaving the language in is the appropriate thing to do,

then I would be willing to try to amend the specification by striking the minimum scan density

language in this example. At least there is a harder argument that the patent offices would

have to make if they were to hold that removal of this text represents new matter or renders

the specification non-enabling.

No matter what we decide to do on this point, it is also minor concern.

(13) Page 19, line 10

Changing 0.75=0.75 to 1.33=1.33 (where did this error originate? Was this cut and pasted from Brians final math document?) should not be a problem, since it is

fully supported in the previous lines of that example. The mistake is obvious, and we would

not be adding new matter to make the change. I believe that this can also be done by a

preliminary amendment in the USPTO and WIPO.

(14) Page 19, line 15

Again, the square root symbol is missing, but the equation is otherwise correct.

Refer to my previous comments regarding the square root symbol.

Summary

As you can now appreciate, the application as filed was not completely wrong

as you first thought. True, Brian and I changed the math at the last moment to improve the

readability, which I believe was successfully accomplished. Even if I had time, I could not

have entered all of Jims last-minute comments and corrections myself, because they were also

wrong.(I dont appreciate being made the defacto scapegoat with this statement. None of my changes were wrong. Quite the opposite all of my changes corrected previously incorrect items in the filing which up until that point had been either authored or reviewed by Doug, Eliot or Brian. Any one of these people may be wrong, but my changes were not wrong!) We mutually agreed to let Brian take another pass and correct the math. He did. I

took his work and pasted it into the specification. Unfortunately, the computer ate the

square root symbol, and I didnt catch it. You had an opportunity to review it, and you didnt

catch it. Brian had an opportunity to review it, and, if he did catch it and mention it to me,

then I must have misunderstood him. Both you and Brian gave me the verbal OK to file it.

Looking back, I think Brian did an outstanding job of changing the aspect ratio conventions at

the last minute. I think we ended up with a much-improved patent application than we had

with the third draft.

No matter how these errors arose, I believe that they are all of a minor

technical and typographical nature, and that corrections can readily be made by preliminary

amendment in both the USPTO and WIPO. Regarding the timing for making the preliminary

amendments, I do not believe there is any rush. Even if there was, we would have a problem

Foley & Lardner

Mr. Eliot I. Bernstein

August 9, 2000

Page 12

001.834676.2

in making such amendments now without filing an entirely new patent application in both the

USPTO and WIPO.

In the USPTO, for example, it is not standard practice to file any amendments

before we have received the filing receipt and application number. Otherwise, there is a very

good chance the amendment will be lost in the Patent Office. Furthermore, there is essentially

no rush to file the amendment, so long as it does not include new matter. We can also wait

until after the first office action. Furthermore, we will not know whether our preliminary

amendment will be accepted until the Examiner reviews the amendment during examination,

which may not occur until a year from now.

Similarly, in WIPO, the PCT rules do not even allow us to file a preliminary

amendment to amend the specification until the PCT Chapter 2 demand is filed at the

19-month point (seven months from now). Again, even then, we wont know whether the

PCT Examiner accepts the amendment until months after that.

Conclusion

As I stated above, I believe that the errors are of a very minor, technical

nature, that they can be readily corrected in the various patent offices in due course, and that

they will have no negative repercussions whatsoever. I think there is very little risk in waiting

a few weeks to file (How do we file an amendment in a few weeks if a preliminary amendment in WIPO is not permitted until seven months from now. Furthermore, the fact that we will not know whether our preliminary

amendment will be accepted until the Examiner reviews the amendment during examination,

which may not occur until a year from now is precisely the reason why we are upset that there is a need for an amendment at all!)

a preliminary amendment, and very little advantage in filing all new

applications to make these corrections. Since the math was not in the original provisional

patent applications filed by Ray Joao, there can be no loss of priority claim for that subject

matter.

I hope you can now appreciate why I think that your fears about these errors

are exaggerated, your accusations that we didnt follow your directions (directions given during the 5 hour conference call were not followed in their entirety) are unfounded, and

your criticism of Foley & Lardner work product is unwarranted.(Perhaps the approach Eliot took was harsh, but the fact remains that there were errors and as such, our criticism of your work is warranted)

Of course, if you have any questions or comments on any of the above, please

do not hesitate to contact me.

Very truly yours,

Douglas A. Boehm

cc: Brian G. Utley

Simon L. Bernstein

James F. Armstrong

William J. Dick

Steven C. Becker

After this letter Brian moved to fire Jim Armstrong and they had to try and destroy the company in order to cover this foul play up and they have not given up since. Including Dougs smear campaign, Brian launches a destruction play he tells me Chris and Mike will help him with and this is in fact the nature of every single act since.

Exhibit 17 Crossbow Disgust letter

Sat 10/20/2001 4:21 PM

Bruce T. Prolow (E-mail); 'Donald G. Kane II (E-mail)'; 'Eliot Bernstein (E-mail)'; 'Gerald R. Lewin (E-mail)'; 'Kenneth Anderson (E-mail)'; 'Simon Bernstein (E-mail)'; Alan J. Epstein (E-mail); Alan Young (E-mail 2); Alan Young (E-mail); 'Alanis Morrisette on behal of Allen Shapiro'; Albert W. Gortz (E-mail); Andrew R. Dietz (E-mail 2); Andrew R. Dietz (E-mail); 'Bettie Stanger on behalf of Ginger Stanger'; Brian G. Utley (E-mail 2); Brian G. Utley (E-mail); 'Brian Utley on behalf of Christopher Wheeler'; David J. Colter (E-mail 2); David J. Colter (E-mail); Donna Dietz (E-mail); 'Ellen Degeneres - On behalf of Tidal 4'; Gerald R. Lewin (E-mail 2); Gerald R. Lewin (E-mail 3); Guy T. Iantoni (E-mail 2); Guy T. Iantoni (E-mail 3); Guy T. Iantoni (E-mail); H. Hickman "Hank" Powell (E-mail 2); H. Hickman "Hank" Powell (E-mail); H. Wayne Huizenga Jr. (E-mail); 'Happy Feet Living Trust on behalf of Lisa Hendricks'; Jack P. Scanlan (E-mail 2); Jack P. Scanlan (E-mail); James A. Osterling (E-mail); James F. Armstrong (E-mail); James R. Jackoway (E-mail); Jeffrey Friedstein (E-mail 2); Jeffrey Friedstein (E-mail); Jill Iantoni (E-mail); Jude Rosario (E-mail 2); Kenneth Rubenstein (E-mail); Kevin J. Lockwood (E-mail 2); Kevin J. Lockwood (E-mail); 'Lauren Lyod Living Trust on behalf of Allen Shapiro and Lisa Hendricks'; Lisa Sue Friedstein (E-mail); Mara Lerner Robbins (E-mail); 'Maurice'; Maurice R. Buchsbaum (E-mail); Michael A. Reale (E-mail 2); Michael A. Reale (E-mail); Michele M. Mulrooney (E-mail); Mitchell Welsch (E-mail 2); Mitchell Welsch (E-mail); Mitchell Welsch (E-mail); Patty & Lester Daniels (E-mail); Ravi M. Ugale (E-mail); Raymond T. Hersh (E-mail 2); Raymond T. Hersh (E-mail); Ren P. Eichenberger (E-mail); Ross Miller (E-mail 2); Ross Miller (E-mail); Stephen J. Warner (E-mail 2); Stephen J. Warner (E-mail); Steve L. Sklar (E-mail 2); Steve L. Sklar (E-mail 3); Steve L. Sklar (E-mail); William E. Schott (E-mail); Zakirulirul Shirajee (E-mail 2); Zakirulirul Shirajee (E-mail 3); Zakirulirul Shirajee (E-mail)

H. Hickman "Hank" Powell, Ren P. Eichenberger, Bruce W. Shewmaker, Stephen J. Warner, Ravi M. Ugale

Croobow Investments

One North Clematis Street, Suite 510

West Palm Beach, FL 33401

Gentlemen,

I am very confused by the recent turn of events for I View It. I am unclear of why you have you pulled the plug on the company you had promised to finance throughout this re-organization and move into licensing agreements with AOLTW, Sony and others. You have been made aware by Aidan that through his discussions with Greg Thagard of AOLTW, that royalties could be paid in advance and that AOLTW was willing to look at making an investment in I View It's technologies. The revenue streams projected by Aidan from his discussions with the studios becoming enormous in just a few weeks, when we get the patents approved. This seems a strange time to pull the plug, any explanations?

It appears that after you received Zafman's opinion letter regarding the patents strengths, knew you had a Fortune 100 Management team in place for the AOLTW, Sony meetings, had AOLTW as an account, had technical validation of the patents from the AOLTW advanced technical team that you met with in W. Palm, you saw the light at the end of the tunnel and through a BK or whatever you are forcing us into, have stacked your cards with Securitized notes with friends of yours like Ross & Maurice who were running the company for you. It appears you are trying to heist the jewels.

You have led both me and the folks at AOLTW to believe that you were going to get the company positioned for these licensing and investment meetings. Instead, I find from the new guy Larry Mondragon that you brought on, that it looks like instead of this pre-packed, half baked BK, that you guys concocted to wipe out the shareholders, you in fact would come out stealing the company from all those who built it. After speaking with Larry Thursday, he informed me that he really did not represent me, that he represented Crossbow since they "ran and controlled the company and made the decisions for the company." He said that his plan he developed with you and presented to you in Florida was to wipe/wash people out of their holdings so that he and new management and Crossbow would have a clean slate free of people like the shareholders.

I was dumbfounded and still cannot believe that you, my trusted investors would have conspired in this fashion. But it appears to look true and since Aidan and Larry have been working exclusively with you and your team to develop this business plan, I was horrified and stunned last week when I saw the fruits of your efforts, a BK with you and cohorts on top. Force the company into BK and steal the assets, that's what you had management prepare. I trusted you when we restructured your holdings a few months ago so that you would have a big percent, but you promised me I did not have to go out and seek more investment since you would finance the operation from that point, put in new management, raise any additional funds, and that we would be OK through the AOLTW, Sony, Movie Fly negotiations and the patent approval process.

Well your true colors showed when you promised the employees and your new management team that the money was in the mail for our payrolls, insurance, etc. and then cancelled out the financing, leaving everything in a drastic state of 2 months behind on your payments, employees unpaid, insurance cancelled on people at the hospital without notice. You told Aidan to fly out to West Palm and New York when you knew since you control the accounts with management that we were over \$100k negative.

This seems criminal to say the least, and then Larry told me Thursday, that it was a "perfect plan" for Crossbow since you had securitized your loans it would be like stealing candy from a baby. He also informed me that the only people who would come out ok in the new company were you and your friends; Chris Wheeler my attorney and your old friend who introduced us (and is now the largest single creditor), Brian Utley who Chris brought in as trusted management, Mike Reale Brian's IBM friend, Foley and Lardner Brian's friend, Maurice Buchsbaum your ex-employee, Ray Hersh Maurice's best friend, Aidan and Larry. It appears that all my advisors, who I believe have fiduciary responsibility, are the ones that are trying to force us into bankruptcy to come out with the assets on the other side. All the people who built this would be wiped out. I am not a lawyer but all this smells funny, especially running the company and management into the ground with this surprise at the end.

I am unsure of our recourse at this point as shareholders since your management team is no longer employed because you have refused to pay them and finance the company at this point. I am confused why you do not return a call as to your position with respect to the AOLTW meeting yesterday and what Crossbow would be willing to do to induce investment.  I sure hope this was not the only business plan you have been working with Aidan, Larry and Ross on. What happened to the business model of going to AOLTW with a restructured plan that offered the shareholders something?

I went to AOLTW on behalf of the company yesterday to appeal for some help from them. I did not have any answer from either Hank or Steve as to what I could represent from your side. They have offered to have an investment decision in 4-6 weeks understanding the current strain you are placing the company in. I also, was unable to respond to our ability to maintain our accounts with them, but did inform them that the company run by your new management, had not paid rent in over two months, which was promised by your management to the building management as being paid and checks were cut. I believe that we have our accounts with Aidan who you have been depositing money into his new account but I have no powers over this so I am unclear as to balances and bouncing checks, etc. I also told them the patent work we did that they may invest in was now at risk due to the failure of Crossbow to provide the promised capital and several decisions they (the Crossbow management team) have made with Crossbow.

AOLTW and Sony have made you aware on several occasions (your trips here and theirs to you) that the technology is good and in use and that it would have great potential in many markets. I think they too feel that you have led us all down a road one way and in this disgusting move to leave the company high and dry and pull your loans as we default on the interest, that this looks and smells like a rat and you are trying to steal away the assets.

I am unsure why you would pull this at this moment other than to fail to pay the interest on your secured notes, force the company into BK and steal the assets with the creditors, your friends, to come out ok on the other end. Seems strange that you have securitized the notes, and switched fence on secured credit from unsecured and right now only a few weeks away from patent approval and validated revenue streams which could amount over 20 years to billions, you are strangling the company with your friends and ex-employees.

Best regards,
Eliot
Eliot I. Bernstein
Founder & Vice Chairman
I-View-It Technologies, Inc.
505 North Brand Boulevard
Suite 1420
Glendale, CA 91203-2308

Voice:                    818.545.1444
Fax:                        818.545.1440
Cell:                      310.600.4645
Home\Work:       310.265.1730

Blessed are the geek: for they shall inherit the earth! Gatthew 5:5
NOTE: This e-mail transmission, and any documents, files or previous e-mail messages attached to it may contain confidential information that is legally privileged.  If you are not the intended recipient, or a person responsible for delivering it to the intended recipient, you are hereby notified that any disclosure, copying, distribution or use of any of the information contained in or attached to this transmission is STRICTLY PROHIBITED and not very polite.  If you have received this transmission in error, please immediately notify us by reply e-mail or by telephone at (818) 545-1444 and destroy the original transmission and its attachments without reading or saving in any manner or just format your hard drive.
Workin for the five-day weekend!

Where every thought counts.

Exhibit 18 How to have your son claim someone elses sons ideas when you are an investor in that Company, and by the by, is I View It confidential information Hanks normal diner critter chatter under strict NDA

Note that the kid is very clever in designing the name of his viewer the VIEWIT viewer.

and more to boot with this little son of a son of a *(*&^*&#*^&

and more to boot with this little son of a son of a *(*&^*&#*^&

Zak, please call me when you have a moment to discuss these issues 310.265.1730 or 310.600.4645.

Eliot

-----Original Message-----
From: Zachary Powell [mailto:sapro@assimilation.org]
Sent: Monday, July 09, 2001 10:00 AM
To: Eliot I. Bernstein
Subject: Re: Imaging technology

The link I enclosed was related to the SightSound (http://www.mp3.com/news/162.html, sorry I had the wrong link). From the press I have seen, they don't appear to be making much headway ...

In regard to the gentleman who invented stickits, the difference that may arise is whether the invention is nonobvious or not. This is a rather subjective stage of the patent process which is very hard to evaluate. I would of course call the stickit nonobvious (even though it is now a household item for a good number of years), but given that I've been zooming in and out of images with graphics programs for a little over half my life I would not call an this image viewing technique nonobvious. The trouble is, I am not the average computer user (strange as I doubt the Adobe engineers are either).

I agree that overscaling images may not have been previously used on websites, but my interest in the previous message was how this related to print material. As I said, if one were to open a 150-300dpi acrobat document that was embedded into a webpage then much the same result would be created: an oversize image that may be viewed at multiple zoom levels. The only difference I can see here, is that the original intention was not to trick the viewer but to provide a document that would print out and full resolution. The zoom is merely a additional feature that is useful for viewing the document on screen before you print. As your patent is intended to be applied across software/hardware platforms, were I to add a print feature to the imageviewer I showed you earlier I would essentially have a different concept. It's primary intention would be an imageprinter that shows a preview image on screen which happens to have a zoom feature (to make sure you had opened the right document). It would still be possible for the "french drop" to occur at this stage, the only reason one could not conceive of it happening with acrobat is that it is not packaged as a trick (one expects the resolution as it is for print material).

So hypothetically, were a real estate company to offer high resolution pictures of rooms to print that had a zoom feature, would it be violating the patent?

Also, could you explain the proprietary nature of your video encoding process. Again, as far as I can see it is no different from the way I've been encoding to Realmedia formats since they related either encoder so it is hard to see how it is independent from the way others are encoding. When it was first explained to me last year I was under the impression that included some form of pre-filtering similar to the way redundant data in mpeg2 is removed for dvd, but I can see no sign of this in the patents which merely outline a basic method of Play, Capture, Edit, Encode, and Post (allowing for all possible combinations of hardware, software, and settings). Doesn't this put a patent on encoding video full stop, and if so, how would it be nonobvious given that all of the technology used is designed (at least partially) for that specific purpose. Also, if this is in fact what has been patented, how does it produce better quality video than all of those other encoding companies that are violating the patent.

Sorry for taking up so much of your time with these minor points, but Hank places a lot of faith in my judgement and I don't want to constantly be the source of the negative view point if I am merely missing part of the process.

Zach.

----- Original Message -----

From: Eliot I. Bernstein To: 'Zachary Powell' Sent: Monday, July 09, 2001 11:48 AM Subject: RE: Imaging technology

Zachary,

Again, on intellectual property issues the argument is similar to sticky pads. You would assume that the gentleman who invented these had no rights to his idea. He did not invent paper, he did not invent glue and he certainly did not invent stacking. Yet when you combine those elements, you get a result that if copied pay royalties to the one who thought of combining the elements to create a process that yields a result. We are not claiming to have invented the zoom element embodied in programs of the past, and I nor any of the hundreds of engineers who were shown this process, had ever seen anything like it on a screen before, all of them had been working in imaging programs such as adobe for 20-30 years and were fascinated by the invention, including guys like your father who had been looking in computer screens for years. It's like a magic trick, you are fooled until you know the answer than you are never fooled again, and the "French drop" becomes obvious, for the whole affect is changed because you understand the elements that compose the trick and the process to get the result.

Another example is the InterVu patents. Simply the concept of redistributing files to the closest server. Again, here we have a guy who invented nothing other than a process for moving files around to servers closer to the user. This patent was awarded and Akamai paid 2.7 billion on day two. Another example SightsSound which simply has the patent on downloading movies for pay across a communication environment. Take a look at the deals they are collecting on and who their partners are fast becoming. Let me ask a final question, if it was so easy, and everybody like adobe had already had it, why was nobody using it to achieve this result in their virtual touring software, adobe software packages or any other imaging program??

As for licensing of the processes we have developed it appears that all hardware and software applications that utilize imaging or video may have applications.

Eliot

-----Original Message-----
From: Zachary Powell [mailto:sapro@assimilation.org]
Sent: Monday, July 09, 2001 6:03 AM
To: Eliot I. Bernstein
Subject: Re: Imaging technology

So it is the concept of the oversized image that is the primary factor, showing an image high resolution in a low resolution environment to create the effect of higher quality. How does this differ from print material? There are many sites such as JStor.org that offer highresolution scans of periodicals in acrobat format that allow digital zooming - basically digital microfiche archives. They are set up in much the same was as this because acrobat opens the document to fit the screen by default and so one has to zoom into the image to read the text. In some sense this is of course happening in reverse, they had a high resolution image and zooming was a necessary by product of that due to screen resolution, but it seems that in a transition from print to digital culture this is an inevitable development.

I mention this because I am reminded of the case a year or two ago of the company that patented "selling downloadable media" (http://search.mp3.com/bin/search/?hpcgi2) and tried to get royalties from a number of sites that were doing this (as well as some, like mp3.com that weren't). I believe the company still exists, but I doubt it will ever be able to enforce the patent (which many people believe merely exists due to the patent office's inability to keep up with the times). What is your argument to enforcing intellectual property rights on this technique, if people make a case around similar highresolution viewing programs such as Acrobat that have been enlarging images since the early 1990s.

Zach.

----- Original Message ----- From: Eliot I. Bernstein To: 'Zachary Powell' Sent: Sunday, July 08, 2001 9:39 PM Subject: RE: Imaging technology

It appears on first inspection that in fact you have found that the same oversized image in the viewer will result in "digital zoom" no matter the program or viewer, be it a camera or TV or computer screen. The concept may be the exact same, the program or the applet utilized may be different. I am unclear as to what to compare?

Eliot

-----Original Message-----
From: Zachary Powell [mailto:sapro@assimilation.org]
Sent: Sunday, July 08, 2001 3:57 PM
To: eliot@iviewit.com
Subject: Imaging technology

Eliot,

Hank and I were discussing your imaging technology this afternoon and he showed me some examples on this page http://www.iviewit.com/TechnologyShowcase/DigitalImaging/hotels.asp which are very similar to a image viewer I made last spring using Macromedia Flash (http://www.saprophyte.org/zoom). From what I can see they utilize the same principle, though mine lacks a few features that I never got around to implementing. Could you explain the advantages of your system? From what I can see they produce comparable results (though trying to compare different images is obviously highly subjective).

Thanks, Zach.

Exhibit 19 How to steal an applet, first act, Brian invention at home is 2nd attempt after this is foiled

Proskauer, Brian, Mike and Ryan RYJO (under contract from R3D introduced by Chris Wheeler and under NDA plot to trademark and steal the applet from I View It. RYJO trademarks the name Phokus Image Applet and then they want I View It to license his applet. Talk about a joke. Proskauer drafts a joke of a deal and when I see it I freak, Reale and Utley tell me that it is his and I call Wheeler. Big investigation into his own firms work assures everyone intent was for iviewit to own it. We send the Proskauer deal to Foley they shred it. Now there is a large waste of legal bills and an attempt to steal. When questioned at first everyone, including Wheeler could not find a copy of Ryans NDA which after Wheeler , Brian, Mike and Martha were questioned regarding they denied knowing such existed. Thank the lord that one happened to be in my briefcase. Reale claims prior to knowing I have one, that he spoke with Ryan and Ryan swore he never signed one and that he was going to kill that *&(*^*&. Made me worry about what was going on tremendously. Brian write Connolly at 3D to confirm that he was under contract. The best laid plans of mice and men. Note how the fax is sent to his home, notice that Proskauer draft tries to lose their letterhead on this, for shame!

.

Now the document provided by Proskauer to Foley, mysteriously with no heading on the stationary, when this was presented to me I flipped, it appeared to say that we somehow had joint ownership of the applet. This appeared to be stealing by a subcontractor using our own attorney??

More frightening is that Ryjo, a subcontractor under Real3D/Intel/SGI/Lockheed has already trademarked the applett under his own name as if he owned it.

Exhibit 20 Cleaning up the mess of Utley Follys with Foley

Billing Company for applications to Brian and to his home as sole inventor, what were the dates we end up throwing away because we write them into other applications with Blakely. Have to pay Blakely to redo what Foley did, which should have been in companys patents from Joao, fails to make it in (applet and camera app) to Foley apps, end up in Brians name billed late to Company.

Exhibit 21 Cleaning up Joaos mess with Foley

One year after knowing us Brian is criticizing the work on patents he has done with Ray, Ray after this still misses the boat on applet and zoom and pan in filing. Fails to say what happens after posting to website. How do we know work is incompetent? We end up filing 5865-1 still missing boat and then 5865-10 is filed wrong. And finally Blakely recommends further abandoning the application all together, although it holds priority date to imaging. They abandon without company or board approval and with Crossbow check directly to them. This is at Tom Coester advice. Now tell me that is not a liability and that we have not wasted a lot of money. Also, Ken Rubenstein was opining that these patents covered our inventions and here Brian is crying foul when he was the one working these with Ray? Ray is switching patents again.

NOT SURE WHERE THIS GOES, CAN YOU TELL FROM THE DATE

This next bill from Meltzer is notable in that these are for legal services previously rendered but not billed. Ray is trying to lose his billing records as he later destroys his notes. Not sure other than Foley about these firms that forget billings or just dont bill because they are doing us a favor. We had to call Lewin who was calling Joao because all the billings suddenly were missing and Jerry claimed not to have them, this is what he got.

Exhibit 22 Another case of adding oneself to inventions one did not invent

From this you can see the clear intent of inventorship should have been Eliot & Jeff, I argued many times that Zakirul and Jude should be on since it encompasses using our other process of scaled video combined with remote control user interface great for medical and monitoring of patients in similar Joao patents. But most surprising is how Brian ends up in the filing as an inventor.

Exhibit 23 Utley Employment Agreement and Non-Compete Excerpts

For a good laugh

Excerpts Full doc available

UTLEY IS NOT, WAS NEVER CEO THIS EMPLOYMENT CONTRACT APPEARS A FAKE, THE SIGNATURE PAGE OF THIS DOCUMENT APPEARS FAKE AS THERE IS NO DATE AND THIS DOCUMENT WAS PROCURED FOR A PRICE FROM MR. WHEELER!

What follows here is a very suspicious signature page with Brian in all caps, Eliot in lowers and no dates, witnesses, etc. Note no title either. Even refers to date above but it is missing. Since no corporate documents were transferred to the Company with completed signatures, and since Chris Wheeler persists on not forwarding us any of our missing documents, until his nitrous inflated bill is paid, for documents on fundings and things we dont have copies of, all because of his fine management choice his friend Brian Utley, has destroyed all corporate transactions.

EXCERPTS FROM UTLEY NON-COMPETE, HERE WE HAVE ANOTHER PROSKAUER DOCUMENT FOR BRIAN AND NOTE THE DIFFERENCE AT SIGNATURE TIME, THIS IS WHY WE ARE TRYING TO GET THE PROSKAUER SET OF DOCUMENTS THAT THEY REFUSE AGAIN AND AGAIN TO TURN OVER

GUYS SIGNATURE LINE LOOKS VERY STRANGE HERE, NOTE THE DIFFERENCE IN SIGNATURE PAGES FOR THIS AND HIS EMP AGREEMENT

Exhibit 24 Case of the lost patent 5865-2 and how this becomes a general file, remember Ray must lose a patent regarding video dated much earlier when he is filing patents similar, and now this is what he creates in his infinite wisdom to put in the folder. Other references reference 5865 as the general folder earlier and then say it was not opened until June 3, when 5865-1 was already created. This starts a synchronization error that carries forward in his spreadsheets that cant count for our patent portfolio.

The excerpts that follow mainly come from the folder that was supposed to be 5865-2 from Ray, I will let you judge the contents 1 by 1. Not sure how the company ever got his original files??

Case 1 - In the next example you see how Ray completely loses his fax etiquette as this piece is a masterpiece in insanity. Look carefully and you will see 1/99 on the date with no other fax information other than the number 561.999.8810 which cannot exist in January of 99 because we have not moved in to that office with that number. So he will want you to think this date was supposed to be 1/2000. The difference is major and this document tries to deny that their were patents pending prior to 6/99 when we finally get a video patent. The difference in his fax cover to other fax covers is so vast that I am not sure what he will claim. He loses his bills for this period and then there is barely a whisper of communication left before he magically files on 3/99. This fax would tie him to multiple patents prior and so this appears to be a document he threw in with wrong dates, etc. to sell his story. On the fax header you will see 1/13 as in 1/13/00 and the fax is 1/12/1999, maybe the fax and computer were having a y2k problem???

Case 2 - Here Jill Zamas and I are both confused here, so is Jill Iantoni as to where the document that we just finished reviewing has disappeared, we are referencing the loss of 2 and the replacement with these other patents 4 and 4.1. We are being told at the time 5865-2 exists and then it forever disappears only for Ray to turn it into a general folder. Jill clearly has reviewed it here. Suddenly, we are all confused if the application is missing, large cover-up follows, Chris is saying it all might be in one, etc. The crap that follows was stuffed into his folder.

Case 3 - THIS ILLUSTRATES THAT THEIR GENERAL FILE WAS 5865 (NOT 5865-2)

Case 4 - Now call me strange but this next Fedx letter makes no sense. It is supposed to be a Fedx of all the provisional applications. Now it would stand out that on this correspondence Ray claims to have dictated but not reviewed the attached letter. Normally, we would find the letter to Gayle starting on page 1, not page 2. Further to be picky, Ray claims that the Fedx is RE: Provisional Patent Applications.

Now in page 2, in the letter to Gayle, he states transmitted herewith, which is fax lingo versus enclosed which is fedx lingo but the letter addresses the assignments not the applications. Under encl: at the end of the document we find that instead of referencing the enclosures, which would be the patents and the assignments, we have, and I quote dictated but not reviewed. Seems like a logical enclosure.

I believe we should dig deep deep here for more, this document and the many that will follow all show that the documents look altered, it looks like they are trying to erase knowing me in the 11-98 through 3/24/99 period and they are doctoring the documents.

Case 5 - ..and then finally a year later 5865-2 shows up as an assignment folder for assignments that are numbered per patent as part of those folders.

Case 6 = Here is a sampling of the fax covers or fax cover-ups of the documents in 5865-2 folder in chronological order, what you will note is that the cover page format is in a constant state of matching the fax or is filled with new transmission report headers and that the numbering of the faxs and these will be dated in order, are not chronological or logical. None of it makes sense other than as a cover-up file.

Fax 1 Note that the transmission header from Eliot is on 2 of the 3 pages, page 1 of Rays fax is missing, yet it has part of his header under my supposed header. My header is normally only on the first page, and the time is blotted out but it says that I have received it at ?:20PM, yet it is being transmitted at 12:51pm, that would indicate that a 3 page fax took 29 minutes at the least to transmit? , my fax header clearly indicates that the transmission only took 1min11sec?

Fax 2 This is a fax that is supposed to be on 6/7/99 regarding a retainer Agreement that is supposed to be the following 2 page letter and then the retainer agreement of 4 pages. Page 4 starts with a new document than the cover page indicates and an Engagement Agreement is printed at top and then the letter references a provisional application in the RE spot for 5865-4.

The fax transmission has 2 transmission report headers. The top transmission is clocked at 16:34, the middle tx report box states 16:33, not major but watch for how the times will slowly grow vary apart. It does not add on pages transmitted either 05/05 (which seems odd too) 7 are transmitted and no other pages have fax header info.

Fax 3 This fax is unbelievable as well, transmitted to Lewin on the same day. Here we gain some real confusion with time stamps. The top time stamp is 14:14, the middle header states 14:12 and the document was printed on the same day 2:48pm. Somehow that time frame does not work with the document being transmitted before it is conceived. Now to add some folly (not Foley) the top tx report states 05/05 pages and the header letter states 7 on the same page. The remote station that this is transmitted too is my home fax number, yet the fax is headed to Gerry Lewin at Lewin & Rubenstein (note this is not the name of his firm Goldstein Lewin LLP is) and maybe this was a fax to his bud Rubenstein. 7 or 5 pages should be attached, we have 2.

Fax 3 Part 2 Now stuffed into another folder we found the following fax which appears to be the fax you just saw with all the pages. But once again nothing adds up. Note no transmission TX report.

Page 1

Top TX Time = 14:12 and a new header that has a blank from line, a transmission stamp of 608 and this time, for the first time we find page numbers on all the transmitted pages, something you will not see again in his faxes.

Note the differences in the fax TX header here and in the last example, these should be carbon copies but what you note is that they are not!!!!

Note how he cuts and pastes pieces of the header on the 2 documents including the account number.

Middle TX MISSING

Cover Page TX = 2:48p, again document stamped at 2:48 and sent at 2:12, note that do not is spelled correctly here not donot.

Note that the TX states 01/05 pages, we will not see this again, normally 05/05 even on page 1, YET the cover page says 7 pages including cover. The transmission completes with page 05/05 and then two unidentified pages are attached that have no stamp to try and make it look like 7.

Note that the bill attached to this part versus part 1 is

complete.

Note how on this next page the reference number is 5865-10 which is not even created until 2000 according to Ray and has a patent in it. 6/7/99 5865-10 could not be existing since that is the PCT filing of 5865-1. This 5865-10 folder is very suspicious here!!!

Note no letterhead on the item

Fax 4 - Now this fax tx is brand new from the prior and a different machine and account altogether. So the header states a time of transmission at 15:27 on 7/1 and the cover letter states that it was printed at 3:35pm on 7/1, again we have transmission prior to conception by 7 minutes, wait it gets worse. The tx states 5 pages sent ok and the cover document indicates 5 pages including cover. Yet 6 pages are attached, either the tx report can not count or the cover page cant. We will see in the following docs, lots of this wrong numbering.

Fax 5 - On this next 7/1/99 fax to Stuart Kapp we have the new TX header is timed at 15:29 and the document is printed in the future at 3:37, 2 pages are attached.

Fax 6 We are faxing the same document as the last 3 documents but this time to Simon Bernstein, the consistency appears (and be cautious here) in the message of the similar faxes in the spelling mistake donot instead of do not. But the TX header is now going to change again, again we get 3 time stamps.

Top TX 15:05

Middle TX 15:03, different than others

Document printed at 3:36pm, again this raises ?s. 05/05 pages are listed as transmitted, 2 are attached.

Fax 7 - Next in this folder is a fax with 3 times stamps

Top TX stamp 12:05

Middle TX 12:03

Letter is time stamped 12:36, how does this occur that you print it at 12:36 and transmit at 12:05, we are now 31 minutes apart.

The TX report states 05/05 pages and the cover page indicates 5 including cover, yet 6 are transmitted. The Engagement agreement that is attached has no Meltzer Lippe letterhead on it as the others have????

Now what is really bizarre is that the fax is dated 8/2/99 and yet the spelling mistake donot carries over in the message on the cover page, and yet again on the 8/4/99 fax. A month has gone by and he either consistently cant spell or he will say that it was a mistake in a template and that will not work for other reasons to one skilled in the art.

Fax 8 - OK this next one is another masterpiece. Sent 8/4/99. We have a completely new TX style at the top which indicates a date, time, and page number 001. This is 2 days after the last fax from Ray to Stuart.

Top TX 16:42

Middle TX 16:41

Cover page time 4:53, again this seems problematic.

On page 3 of the fax we get some more headers and footers at the top and bottom

top it states a day 8/10/99 (strange how this could be transmitted on 8/4/99 at 05:02p with my name and number and page 3

2nd new top is Proskauer stamp of 8/10/99, again in the future and page 04/07

on the bottom of 3 we have a new footer dated 8/4/99 at 16:55 page 02

Finally on page 5 it appears that no-less a new header is covered over under Proskauers

Note none of the page numbers for any of these match up or make any sense or end or start on the right numbers.

Most strikingly we have a tx on both the TX page and Cover page that claim 5 pages attached and this time we have 5 not 6 pages attached.

My signature is attached to the fax as well and dated the 10th.

Again, the donot spelling mistake stays with us.

Fax 8 part 2 - has behind it the engagement agreement which could explain if switch the cover pages of the last with the agreement a more logical connection but the headers and number of pages again will make no sense.

But you now have 6 pages transmitted and not 5.

Fax 9 We have a fax from Ray to Lewin that is very interesting to note in that it is 4 pages that is supposed to be attached, what is attached is two of the missing pages from Fax 8 but not the signed pages which are supposed to be attached per the cover page.

Top TX time stamp = 11:31 and has page 001 stamped on it

Middle TX stamp = 11:30

Cover Page 12:41, very difficult to explain still

4 pages are attached and duly noted on both the TX and Cover page but no sig page

On page 3 we pick up a header from 8/10/99 at 5:02p pg1

On page 4 we pick up a top stamp of mine pg2

And a new Proskauer stamp dated 8.10.99 16:40 pg 02/07

And a bottom footer with 8/5/99 11:13am

Fax 9 Part 2 So to get the fax to have the correct paging and the signature page the cover refers to, you have to go back in time to 8/4/99 and grab the pieces in fax 8 part 1 that make no sense and add them here. But if you proceed with this logical step, the TX report and cover page will be markedly different. Then 7 pages would be transmitted instead as follows. Remember it is not together like this in the file.

Also, on page 3 you will see what appears to be my (Eliot) cover page, with this cover page we see what should be a pg 1 of 1 fax, also it has a stamp of my header at the top that shows it was sent to me by me on 8/10 at 5:02, even though the time on the cover is 5:01:47. Also there is some faint message to Nicole on it. Now whats amazing is that there is not only a next page but 4 more all numbered as if it were sent to myself from myself.

On page 4 we have a 8/5/99 letter from Stuart Kapp at Proskauer and we pick up a new time stamp from Proskauer at the top and bottom

Top 8/10/99 16:40 pg 02/07 and at the bottom we have 8/5/99 11:13am

Page 5 we have a 8/4/99 letter from Ray to Stuart and now the Proskauer stamp skips a page and is labeled 04/07. Also we pick up a new time stamp

Bottom new stamp is 8/4/99 16:55 with Page 02 listed

Page 6 - Also, if you go to the signature page I have signed it 8/10/99 but failed to fill in the date above, which seems weird why two dates. Also, it is being sent to Jerry by Ray as signed, yet he has not signed it and I have.?

Proskauer now at pages 05/07

Page 7 Has a blacked out time stamp under Proskauers, you can see part. Proskauer is now on pg 06/07 and we are at the end of this fax.

EMAIL - The next item is not a fax but a very strange email printout with no dates or email headers, highly unlikely. Also, my name is indented here which means I am replying inside the body of another message. But there is no way this could occur without revealing the other message. This message occurs way before regarding the 3CCD chip but he is obviously trying to say this happened later to match when he might have added it to a patent.

Fax 10 This fax dated 12/20/99 is a whole new twist on cover pages, etc.

Cover Page 12/20/99 MISSING TIME STAMP

Also the Meltzer letterhead is missing disclosure, time stamp, message box, totally different. Ok 3 pages including the cover but 2 pages are not following the cover???

Fax 11 Here we have what follows fax 10 and is two days later but there is no cover page for this date or anything and we have only page 02 and 10

Yet we have on the first page a new header for Joao from yet another fax machine with his name on it this time and from a new number (we should check records for this number 914-969-2992).

Remember the first page letter to Gayle Coleman I think this is used elsewhere at the time of 5865-2 fedx letter that makes no sense.

The second page 10 is an assignment form for 5865-8 (60/169,559)

Fedx Letter - Now the letter to Gayle that was page 02 of 10? of the last fax with no cover, appears on the next letter that goes fedx but it is a letter regarding the provisional patents not the assignments and the provisional applications are not enclosed as the letter indicates but the assignments are which are part of the fax from two days earlier??

There is also a new stamp on the letter from Meltzer 4191 2955 0915, never have seen this?

Fax 12 - Next what follows is a masterpiece of concoction. It a message to Martha of 2 pages regarding see attached.

PAGE 1

The top TX is MISSING

The middle TX is 10:12

Cover page, is at 10:03

What you could note and it will become more prominent is that we have added a new line under the box that says Comments/Instructions, that is left blank? In the Comments/Instructions box it says See Attached but the only thing attached is the cover page?

Also the time stamp returns and the disclaimer.

Page 2

The cover page, there is a reference number that does not exist with a matching document. This number, 156068.1 is on the cover sheet, WHY dont all cover sheets have this reference number on them????

Page 3

What is interesting to note here is that on 12/30/99 we have supposedly the assignments transferred to Martha, Brains secretary, and they are complete. Yet in the very fake fax to Brian on 1/13/00, the letter states that once we know who the assignments will be too, he will draft 8 assignments. Note that on the 12/22/99 fax he has also sent them to someone and on 12/22/99 they were already sent to Gayle Coleman. Why on 1/13/00 then would he be drafting them?????? This is where he is trying to move the timeline to act like he did not know us in 99.

Also, on this page that is supposed to deal with assignments it never references general file 5865-2, instead the assignments are each assigned to their respective folder numbers, not lumped as he tries to claim in 5865-2. This document has a MLGS # of 197726.1

33
Fax 13 - NOW THIS IS A DATE 1/13/00 or 1/12/99 IN INFAMY AND THE FAXES THAT FOLLOW WILL LEAVE YOU WONDERING IF YOU REALLY ARE IN THIS WORLD.

The first fax which follows, is from Ray to Eliot but this wins in frauded docs (other than Utley to his house) in that we have a TX report dated 1/13/00 and a letter dated 1/12/99. At first glance this appears innocent maybe he got all screwed up on dates and missed by a year and a day.

On the following fax we have a whole new creative design for a cover page, no Meltzer letterhead or anything.

Top TX report is 1/13/00 at 10:37 page 001

Middle TX rReport at 1/13/ at 10:36

Cover page MISSING TIME AND DATE AND LETTERHEAD!!!!

No disclaimers!

Says 4 pages are transmitted and only 1 is here.

Fax 14 Now comes a bit of the culmination of all this nonsense as he tries to justify on January 13 2000 what happened to the patents he lost in January 12, 1999.

So from the top,

Top TX = 1/13/00 14:33 page 001

Middle TX = 1/13 14:32 pages 2

Cover page = 1/13/00 2:21 # of pages including cover = 1 ( Very difficult to imagine 3 total pages will be sent here.

Now on Page 1 we have a blank COMMENTS/INSTRUCTION section

And the new line added below the COMMENTS/INSTRUCTIONS that was added in the last fax to Martha, previously never there, now has See Attached in it, to Martha in the last fax it was in the comments section See Attached and why would see attached be on a cover sheer that claims 1 page including cover.

Note that the Disclaimer and everything is missing at the bottom of the TX. It will be also missing on the following cover sheet which will make it impossible to argue that it was not scanned on the TX report page. VERY STRANGE INDEED.

Page 2 IS the cover page to this 1 page fax that is supposed to be 1 0f 1 pages.

Note no disclaimer on the page and a number at the bottom 156067.1

Page 3 OF a two page fax according to the TX and 1 page according to cover sheet. This is a letter claiming that it is in reference to 5865-2 IVIEWIT PATENT APPLICATION ASSIGNMENTS and for the first time 5865-2 has a reference other than as a claimed general folder.

The letter claims to be waiting to find out who the assignees will be before preparing and forwarding them to us. WHAT IS WEIRD IS THAT ON 12/22 HE TRIES TO CLAIM THAT HE HAS ALREADY SENT THEM TO GAYLE COLEMAN VIA FAX AND FEDX

Fax 15 Another winner in confusion. We have a fax from Ray to Erika Lewin.

Page 1

Top TX = 11:07 page 001

Middle TX = 11:06 pages 3

Cover Page Time = MISSING

Cover Page PAGES is hand written to be 3

Disclaimer and bottom of TX cut off

Page 2

We find a new fax number (and records should be got from here) of 516.747.0653. Differs from Martha fax where it is 516.747-9363 and different from the 954 one???

Page 3

A letter to Erika Lewin with a ref # 5865????????

The letter states that a bill is enclosed for services rendered to date so presumably from 3-99(according to Ray records) to 1/26/00 and what follows is 1 page with a bill from 3/99 to 4/99 on page 4 of the 3 page fax.

This document has two meltzer numbers at the middle and bottom

Middle = p\public\patent\bernstei\5865.1.cl2

Bottom = o\public\patent\bernstei\5865.1.CL2

Yet again another marvel in cover page design with no Time and no boxes.

You make the call here?

By the way, in this folder you will see that he claims to have received the CD on March 8 but he does not get around to looking at it until a month later.

Note that the last page states that enclosed, which it is not, is the Provisional Patent Filing receipt???]

Also in this folder are the following miscellaneous docs, not sure how they fit in yet.

3/8/99 CD Letter I believe this stuff is all dummied up. For all of you who know I View It from its beginning, this CD contained; imaging and video demonstrations. The business plan was interactive and had guys like Lewin in 320*240 converted to full-screen when you clicked on his picture bio in the Board section. This CD was given to Ray, Chris Rubenstein, Lewin in November or December 98, perhaps a bit earlier and thus Ray was in possession of video technology way early and so was Ken at time that we lose video patent for months. Loss of priority date. Major! Of course it fits with him having to lose these records relating to us as he is out filing patents for himself at the time.

Folder Creation Document Not sure why its here or how we got original documents of Rays since they transferred directly to Foley and Lardner and then to Blakely, unless Brian was getting them and altering them with Ray??? Weird that we have some of this original stuff.

Next in this Folder are several faxes from Proskauer I will insert them 1 by 1, not sure of meaning , if any on the rest of this stuff in this folder, but maybe you can spot why it is thrown in. It seems that 5865-2 went from a patent which enters the garbage to a general folder that tries to show evidence that he does not know us.

Fax 1 Proskauer 5 page R3D letter.

Fax 2- Proskauer Only 3 pages of 7

Fax 3 Proskauer Rose heading Rays weird fax of 8/18/00 that we saw earlier

Raymond Hand Notes in folder 5865-2 very weird, like he is trying to build story around the truth to match his story, very clever inventor Mr. Joao is.

Now we are complete on Folder 5865-2 Ray Originals, how we got this needs to be explained. We now move to another folder of Joao folly and a whole new scheme of documents unfolds in this folder of nonsense.

In chronological order are the following folder documents

Fax 1 a 2 of 2 page fax from Ray, note that the header for this fax is on all pages, compare with 5865-2 faxes which we donot find it.

Top Header = A header from Eliot I. Bernstein to Eliot I. Bernstein 3-24-99 12:37:12pm page 2of2

2nd Header = From: Blank 3/24/99 at 13:04 fax #697 p 02/02

Page 1 = MISSING

Fax 2 Letter from Ray on 6/2/99 labeled disclosure for video technology

Top TX = From: ____ 6/2/99 at 14:36 fax #487 p.01/02

Middle TX = MISSING

Cover Page = Missing

Top TX = From:_____ 6/3/99 at 13:06 fax #624 p. 02/02

Middle TX = Missing

Cover Page = Missing

Page 1 Note that this letter has page 1 and 2 listed with headers but the dates and numbers and everything are different???

Page 1 references an attached disclosure and what is attached is a small entity status with different headers etc.

Page 2 other than it cannot be page 2 of this fax I am not sure what it represents yet.

Fax 3 Yet another masterpiece in deception follows

Top TX = From: _____ 6/7/99 12:43 #581 p.01/01

Middle TX MISSING

Cover page = 2:15pm and states 3 pages not 1

Top TX - From: 6/7/99 13:00 #584 p.01/02

Middle TX MISSING

Cover Page 6/7/99 2:15pm

Page 1

New cover page format again

Box is missing line under comments cover page has no number at bottom

Please deliver to: Blank here, not normally in this cover sheet

Page 2

Page 2 Cover page is supposed to be copy of previous page yet numbers are handwritten and crossed out and things are hand written in???? References 3 pages in cover which is crossed out and fax says p/01/02 of different fax # than 1st page??????

It appears that this fax is a copy of the last fax

Top TX = New header yet again 08/07/99 13:18 page 001?? Why is the date 8/7

Middle TX = Missing

Cover Page = 2:15pm 07/07/99

No pages attached this is a solo doc

Fax 5 Yet again a shift in policy on this fax and the transmission has no cover or

Top TX = From: _____ 6/7/99 16:33 #593 p.01/05

All pages transmit fine without cover or TX and each is stamped accordingly

Top Header is from Proskauer 6/29/99 p.09/09

Bottom Header is Proskauer 6/18/99 10:26a page 8

No other docs are with it here either.

Just has my signature for Sole Incorporator? Proskauer should have.

Fax 7 - Next comes the bill we had earlier in 5865-2 folder evidence #37.13 on our spread, I wont reinsert, in fact insert hyperlink once inserted.

Top TX 6/28/99 17:10 page 002, date on the signature page is 6/29/99

Middle TX Missing

Cover Page Missing

Page 1 6/29/99 signature of eib on 4.1

Page 2 fax page 003 stamped on header

3rd page missing from folder

Fax 9 Power of attorney

Top TX New From; Eliot Bernstein to Eliot Bernstein at 417.4472 8/17/99 9:59:36am, compare how accurate my times are though there are differences over previous faxes Page 3 of 29

Middle TX 08/16/99 12:57 Page 002

Page 1 signed 8/19/99 Power of Attorney

Page 2 verified statement of small claims

No cover or TX pages, not full set of documents

Fax 10 Fax from ray to me that nothing in the cover letter is attached.

Top Header = cut up look like 8/19/99 13:11 page 001

Middle TX = Missing

Cover page 8/19/99 2:24p

Bottom of page is strangely numbered 1 2 3 for the 1st time anywhere

Number of pages on cover page is scratched out the computer generated on and 3 is neatly handwritten in.

No disclaimer no ref number on cover page

No TX report

Page 2 Claims to have all these things attached and after page 3 the fax is complete, what happened to these. Hes got donot right as do not on this one and I think it should be wrong about this time in the last folder 5865-2 at this time period

Fax 11

Page 1 Header = From:___ 9/22/99 13:42 #466 p.02/03

No TX

No Cover

Page 2 not remarkable

EMAIL

and now Foley claims Ray missed boat and we go to get his files and

-----Original Message-----

From: Boehm, Douglas A. [mailto:daboehm@foleylaw.com]

Sent: Tuesday, May 09, 2000 4:33 PM

To: 'Brian Utley (Iviewit)'

Cc: Becker, Steven C.

Subject: FW: Iviewit.com Files

FYI ...

(Dawn Laffin is the office administrator person at Meltzer, Lippe.)

-----Original Message-----

From: Boehm, Douglas A.

Sent: Tuesday, May 09, 2000 5:28 PM

To: 'dlaffin@mlg.com'

Subject: Iviewit.com Files

Dawn --

As I mentioned on the telephone this afternoon, I received your Federal Express package this morning containing the Meltzer, Lippe files for Iviewit.com. The package contained 7 folders corresponding to your docket numbers 5865-1,3,4,4.1,5,6, and 7. However, the file folder for your docket no. 5865-8 is missing. Furthermore, not all of the paperwork for the PCT application (your docket no. 5865-10) was included in the first file 5865-1 (which is the PCT's parent case). Is there a 5865-10 file also?

During our phone conversation, you agreed to review your docket and files for 5865-8, 5865-10, and any other 5865 matters for Iviewit.com tomorrow, and forward these files to me right away.

--Doug

Douglas A. Boehm

Foley & Lardner

777 East Wisconsin Avenue

Milwaukee, Wisconsin 53202

Tel: (414)297-5718

Fax:(414)297-4900

Email: daboehm@foleylaw.com

NOTE: The information transmitted in and/or attached to this message is intended only for the person or entity to which it is addressed and may contain confidential and/or privileged material. Any review, retransmission, dissemination, or other use of, or taking any action in reliance upon, this information by persons or entities other than the intended recipient is prohibited. If you received this information in error, please contact the sender and delete the material from any computer.

Exhibit 25 Ken Rubenstein

Here we have Kens blessing to obviously move forward and it exhibits he and subsequently Joao knew of the site, was aware of the technologies as Ray was being sold as an employee of Kens in NY

From: Eliot Bernstein [alps@netline.net] on behalf of

webmaster@cyberfyds.com

Sent: Thursday, January 28, 1999 4:08 PM

To: 'krubenstein@proskauer.com'

Subject: FW: Crime Watch

**********************************

iviewit Confidentiality Agreement

The undersigned reader acknowledges that the information provided by iviewit and Simon & Eliot Bernstein in this business plan and at the specified iviewit website is confidential; therefore, reader agrees not to disclose it without the express written permission of Simon L. Bernstein.

This memorandum does not constitute an offer to sell, or a solicitation of an offer to purchase, securities. This business plan has been submitted on a confidential basis solely for the benefit of selected, highly qualified investors and is not for use by any other persons. Neither may it be reproduced, stored, or copied in any form. By accepting delivery of this plan, the recipient acknowledges and agrees that: i) in the event the recipient does not wish to pursue this matter, the recipient will return this copy to iviewit, at the address listed below immediately; ii) the recipient will not copy, fax, reproduce, or distribute this Confidential Business Plan or iviewit   web address, in whole or in part, without written permission; iii) all of the information contained herein will be treated as confidential material. Agreement executed by the recipient prior to, or contemporaneously with, its receipt of this Confidential Business Plan

Name: Ken rubenstein E-mail: krubenstein@ proskauer.com

-----Original Message-----
From: Eliot Bernstein [mailto:alps@netline.net]
Sent: Monday, February 22, 1999 12:05 PM
To: 'cwheeler@proskauer.com'
Subject: Patent pending issue for iviewit corp.

Chris,

Have you heard from Ken Rubenstein regarding our next step on getting a patent pending?

Eliot

Sent: Friday, June 04, 1999 4:55 PM

To: Alan Epstein (E-mail)

Subject: FW: iviewit, inc.

-----Original Message-----

From: Hassan Miah [mailto:hmiah@xingtech.com]

Sent: Sunday, May 30, 1999 1:19 PM

To: 'eib'

Subject: RE: iviewit, inc.

Not yet. I will work out a meeting time over the next couple of days. I

was looking at the profile of Ken Rubinstein at Proskauer, very impressive!

Is he the person that reviewed your patent application? Ken appears to be

the person behind setting up the MPEG patent pool. Xing is a licensee under

this. Do you mind if I e-mail Ken questions about the nature of the patent?

Also, I have not heard from Goldman.

This project is very exciting to me. I keep thinking about the

possibilities. Hopefully you, Kevin and I can meet over the next couple of

weeks so we can accelerate our activities. How are you doing setting up the

demo to view over the Internet? My home number is 805-594-0292 if you want

to talk.

Hassan

> -----Original Message-----

> From: eib [SMTP:alps@netline.net]

> Sent: Saturday, May 29, 1999 8:24 PM

> To: hmiah@xingtech.com

> Subject: iviewit, inc.

>

> <?XML:NAMESPACE PREFIX = O />

>

> Hassan,

>

> Have you heard any news from Kevin?  Hope all is going well.

>

> Eliot

Next email

-----Original Message-----
From: David.Colter@warnerbros.com [mailto:David.Colter@warnerbros.com]
Sent: Wednesday, August 01, 2001 10:28 PM
To: HeidiKrauel@aol.com
Cc: HPowell@cb-ventures.com; Eliot@iviewit.com
Subject: Re: Today -- iviewit

Heidi,

Here is the info for Hank Powell from Crossbow Ventures. I have copied him
above to make the introduction.

iviewit has undergone a restructuring of their business from an encoding
focused business to a technology licensing business focus over the past 4-5
months. They are in the process of  establishing a new executive team to
handle this 'new' direction and have been working on the new business plan.
They have indicated that we should have the revised plan next week.

They currently are finalizing a contract with WB Online to provide encoding
services as a hold over from our original collaboration, and as a showcase
for the technologies and patents.

Their site www.iviewit.com contains good demonstrations of the zooming and
video encoding technologies. I have also copied the inventor/founder Eliot
Bernstein, who I will ask to provide some specific links on the site to see
the best representation of their work and technical capabilities.

Their patents are pending, but have received favorable opinions from people
such as Ken Rubenstein on the merit of the patents, as well as thorough
review by Greg Thagard and myself.

Let's talk further after you see the business plan and connect with Hank.

Thanx,
David

Hank Powell
Managing Director

CrossBow Ventures
One North Clematis Street
Suite 510
West Palm Beach, FL 33401-5523
T +1(561) 838-9005 (office)
T +1(561) 279-0556 (home)
T +1(561)310-9171 (cellphone)
F +1(561) 838-4105
HPowell@cb-ventures.com
www.cb-ventures.com

In a message dated 07/26/2001 8:01:54 AM Pacific Daylight Time, HeidiKrauel
writes:

Subj:Re: Today
Date:07/26/2001 8:01:54 AM Pacific Daylight Time
From:HeidiKrauel
To:David.Colter@warnerbros.com (DColter0264)
Sent on:    AOL 6.0 for Windows US sub 10531

In a message dated 7/26/01 10:47:13 AM Eastern Daylight Time,
David.Colter@warnerbros.com (DColter0264) writes:

Any times good for you before 10 am PST?

stepping into meeting now until 2:30pm EST.  I can do tomorrow too...

Heidi Krauel
Associate
AOL Time Warner Ventures
22000 AOL Way
Dulles, VA 20166
Phone - 703 265 1134
Fax - 703 265 3925
Email - heidikrauel@aol.com

-----Original Message-----
From: PSLamont39@aol.com [mailto:PSLamont39@aol.com]
Sent: Thursday, December 20, 2001 11:01 AM
To: eliot.bernstein@verizon.net

Subj: I View It Technologies -- Patents Pending
Date: 12/20/01
To: krubenstein@proskauer.com

Ken,

By way of introduction, and as of December 3, I am the new CEO of I View It Technologies.  Presently, working out of NYC, we are in receipt of a patent review letter from Wayne Smith, Patent Counsel of Warner Brothers.

While the letter speaks positively regarding our pending applications, we feel Wayne has "missed the boat" on a few of the claims we have staked.  Having been told that you feel otherwise, I think it would be helpful at this point to have a three way discussion, at your convenience, to address the positive, yet lukewarm in part, position Wayne Smith has taken.

I have left a similar type message on your NYC office voice mail, and I would look forward to briefly speaking with you at your earliest convenience.  I can be reached at 914-217-0038.  Lastly, I am in the Grace Building just a few blocks from you, and I would welcome the opportunity for a personal meeting to discuss same, as well as some pending matters in your Florida office.

Best regards,
P. Stephen Lamont
CEO
I View It Technologies, Inc.

David Colter is a bit unclear how it could be a conflict if we both agree in advance of call that he will be in no conflict.

-----Original Message-----
From: PSLamont39@aol.com [mailto:PSLamont39@aol.com]
Sent: Thursday, January 03, 2002 3:24 AM
To: eliot.bernstein@verizon.net
Subject: Re: Ken Rubenstein

In a message dated 1/2/02 10:53:13 PM Eastern Standard Time, eliot.bernstein@verizon.net writes:

Is he willing to speak to Time Warner?

No, he is unwilling to speak to Time Warner.  He states that it would be a conflict of interest for him, as they are a major client in his New York office.  Perhaps when he spoke with them before, they were not a major client.

PSL

P. Stephen Lamont
Chief Executive Officer, Director
I View It Technologies, Inc.
10 Mela
Rancho Palos Verdes, Cal.  90275
Tel: 914-217-0038
Email: psl@iviewit; pstephen.lamont@verizon.net
URL: www.iviewit.com

-----Original Message-----
From: Eliot I. Bernstein [mailto:eliot@iviewit.com]
Sent: Friday, January 18, 2002 2:20 PM
To: P. Stephen Lamont
Subject: RE: Ken Rubenstein
Importance: High

must be confused with iviewit?  when you hang up send me a mail and i will call re; this and my call with coester just now.

-----Original Message-----
From:   P. Stephen Lamont
Sent:   Friday, January 18, 2002 11:03 AM
To:     Eliot I. Bernstein
Cc:     david.colter@warnerbros.com
Subject:        Ken Rubenstein

I just spoke with Ken Rubenstein, and he reiterated that he does a lot of work for Warner Brothers and is unable to pick the phone up and discuss the matter on our behalf.  Moreover, he is not too pleased that I have asked him to do same in what amounts to the third time.

Lastly, he would welcome a call from Wayne Smith directly and would discuss with him the fact that "he is not to familiar with what [I View It] has," but would not be "negative or positive " in any potential discussion.

Best regards,

P. Stephen Lamont
Chief Executive Officer, Director
I View It Technologies, Inc.
10 Mela
Rancho Palos Verdes, Cal.  90275
Tel: 914-217-0038
Email: psl@iviewit; pstephen.lamont@verizon.net
URL: www.iviewit.com

# IVIEWIT HOLDINGS, INC.

##### DRAFT LETTER NOT SENT YET

P. Stephen Lamont

Chief Executive Officer

Direct Dial: 914-217-0038

### By Electronic Mail and Facsimile

October 20, 2006

Kenneth Rubenstein

Partner

Proskauer Rose LLP

New York, NY 10036

Re: Iviewit Patents Pending

Dear Ken:

Last we spoke, Wayne Smith of Warner Bros. requested a conversation with you pertaining to Iviewit patents pending, of which you denied indepth knowledge of same and, additionally, stated conflict of interest isuues. Sadly, Iviewit has submitted Return of Property papers and a soon to be issued Cease and Desist letter to Warner Bros. for breach of a Confidentiality Agreement executed in August 2000, and ignorance of a reasonable license agreement to remedy said breach.

In any event, I am writing for another reason as I came across a piece of perplexing information earlier today. I stumbled upon some documentation that named you as an Advisory Board member of the company somewhere between the fall of 1999 and the spring of 2000.

Moreover, recalling your own words, as I sat in your office earlier in the year, of your present unfamiliarity with the Iviewit techniques and unwillingness to speak on behalf of what I have since heard you describe as novel approaches to video perplexes me to a certain extent when I view you as a former Advisory Board member, if you ever held such a designation.

Further, and I should not be relaying this to you, but there are rumors swirling around the company with finger pointing and all from Florida to Los Angeles wherein it catches the jet stream and arrives very soon in New York of alleged breaches of confidentiality pertaining to Iviewit technology, transfers of trade secrets, and, even in certain circumstances, knowing and willful invention fraud by the outright switching of signature

Kenneth Rubenbstein

October 20, 2006

Page 2

pages of patent filings by some earlier patent counsels appointed by the company, including, but not limited to one Mr. Ray Joao, formerly, it is my understanding, of Meltzer, Lippe, Goldstein & Schlissel, P.C., (your former firm) and an individual that, it is also my understanding, you have worked closely with in the past pertaining to Iviewit and other matters. Moreover, it is also my understanding, that you were the first individual to be presented with the Iviewit proprietary techniques, and passed along the work to your past associate, Mr. Joao, and reviewed same prior to, during, and, perhaps, after your transition from the Meltzer firm to Proskauer, and in whatever capacity reviewed refers to.

At this juncture in my tenure as Iviewit CEO, I have ordered a full legal audit of the company both from a business perspective and an intellectual property perspective. With the results of said audit nearly complete, the preliminary intellectual property conclusions relayed astound me to the point that I have been told that the Iviewit patents pending are akin to patenting peanut butter.

Furthermore, I have been told of your past involvement with the Iviewit proprietary techniques, of your conversations about the Iviewit techniques with, including, but not limited to, Greg Thagard, Chris Cookson, and David Colter among others, and your initial conclusion of the novelty of the Iviewit techniques, and I ask myself, Why, why has past patent counsel failed to patent the inventions as specified by our inventor? Moreover, I ask myself Why do the description of the inventions fail to lead one to believe that Iviewit had invented anything at all?

Still further, I think back to the comments I have heard of your initial reaction to the Iviewit techniques and describing them as novel, which leads me to the conclusion that in your role as overseer of many patent pools, combined with your description of the novelty of the Iviewit techniques, you had not seen scaling in your review of patents pertaining to the essentiality of any given pool, and I ask my self further, Why is the Iviewit scaling method now so far reaching and ubiquitous in many, varied patent pools overseen by yourself and others of similar stature?

As such, I would like to enlist your assistance, if available, to review the conclusions of past and present patent counsel, and to further assist Iviewit in further defining the inventions in any intellectual property arena of our choosing, whether it be by a petition by what process is available at the United States Patent and Trademark Office, or any administrative, state, or federal court of appropriate jurisdiction armed with executed documents, memos, emails, and parole evidence all pointing to fraudulent, or at the least, entirely malpractical occurrences regarding the filings of the past Iviewit patents pending.

Kenneth Rubenbstein

October 20, 2006

Page 3

Lastly, as I mentioned above, I have ordered a full legal and accounting audit of the company many weeks ago, and I expect the completion of same shortly, and I would appreciate a response at your earliest convenience.

Best regards,

P. Stephen Lamont

Chief Executive Officer

Don G. Kane - Don Kane is President of GDI, a privately held holding company that controls 4 business-to-business Internet companies. Prior to joining GDI, Don was a Managing Director in the Investment Banking Division of Goldman Sachs & Co. During his fourteen-year career at Goldman Sachs, Don created the firm's Midwest Financial Institutions practice and founded a Global Financial Institutions Technology Group. Don is a Board member and Vice Chairman of Sagence Systems, Inc., a GDI company and is a member of the Board of Versifi, Inc. and Erogo Systems. Don is an advisor to Signcast, Inc., Gryphon Holdings and Capita Technologies. He is a member of the Kellogg Graduate School of Management Advisory Board at Northwestern University and is a member of the Board of the Metropolitan YMCA of Chicago.

Alan Epstein Alan Epstein is a shareholder of the entertainment law firm Armstrong Hirsch Jackoway Tyerman & Wertheimer, P.C., which is based in Los Angeles. Alans law practice consists of advising Internet companies on various issues pertaining to the entertainment industry, including the creation, licensing and acquisition of content, the introduction and negotiation of strategic partner relationships, and various other matters relating to the convergence of technology and content. Alan also advises his firms numerous celebrity clients on the exploitation and protection of their name and likeness rights and content on the Internet, as well as merchandising, endorsement and sponsorship deals. Prior to entering the UCLA School of Law, Alan was a certified public accountant at Deloitte Haskins & Sells in Dallas, Texas.

Chris C. Wheeler Chris Wheeler, a member of Proskauer Rose LLPs Corporate Department and a partner in the Florida office, has a versatile transactional practice. Chris has had extensive experience in real estate and corporate law, institutional lending and workouts, administrative law and industrial revenue bond financing. Moreover, he serves as a strategist and counselor to many clients in handling their other legal and business matters. Chris is well-versed in general corporate law as well as mergers and acquisitions and securities matters. He has guided companies from startup through initial private placements to public offerings. A graduate of Hamilton College and Cornell Law School, Chris was a member of the managing Board of Editor of the Cornell Law Review.

Kenneth Rubenstein Ken is a partner at Proskauer Rose LLP law firm and is the patent attorney for iviewit.com. He is a registered patent attorney before the U.S. Patent & Trademark Office. Ken counsels his clients with respect to the validity and infringement of competitors' patents, as well as prosecutes patent applications. For the past several years Ken has worked on the formation of a patent pool, for MPEG-2 technology, involving large consumer electronics and entertainment companies. Ken is also a former member of the legal staff at Bell Laboratories. Ken received his law degree, cum laude, from New York Law School. and his Ph.D. in physics from the Massachusetts Institute of Technology where he also graduated with a B.S. Degree.

Ray Joao Ray heads Meltzer, Lippes Intellectual Property Rights, Patents, Copyrights and Trademarks Group. He specializes in intellectual property law, including patents, trademarks and copyrights, as well as technology transfers. He has extensive experience in patent prosecution, licensing and litigation in the fields of computer software and hardware, communication networks, electronics, the Internet, financial modeling and mechanical devices. Ray is adept at dealing with high technology companies and other companies looking to patent not only their physical inventions but new business methods as well.

## Legal Counsel

##### Proskauer Rose LLP is one of the nation's largest law firms, providing a wide variety of legal services to major corporations and other clients through the United States and around the world. Founded in 1875 in New York City, the firm employs 475 attorneys and has wide experience in all areas of practice important to businesses, including corporate finance, mergers and acquisitions, real estate transactions, bankruptcy and reorganizations, taxation, litigation and dispute resolution, intellectual property, and labor and employment law.

• Meltzer Lippe Goldstein & Schlissel, P.C.

The firms focus is providing legal and business-related services to high-technology companies. These services include public offerings, venture financing, mergers and acquisitions, executive compensation strategies, tax structuring, intellectual property audits, patents, patent licensing and corporate and intellectual property litigation services. Meltzer Lippe practices in more than 20 legal disciplines and acts as General Counsel to the Long Island Venture Fund, Newlight Associates, L.P., and LISTnet, where they are also a Founder. The firm served as outside General Counsel to Cheyenne Software, Inc. until it merged with Computer Associates International Ltd.

## Consultants

Danny Socolof Mr. Socolof is the founder and CEO of the Marketing Entertainment Group of America, Inc., an entertainment production and marketing company. Mr. Socolof has created national branding events and campaigns for the worlds largest and most important intellectual property owners including MTV, Pepsi, Nintendo, Proctor and Gamble, SC Johnson, Anheuser-Busch, Apple Computers, Philips Electronics and many other top tier entertainment and global consumer products organizations.

Mike McGinley Mr. McGinley is the founder of SRO Consultants, a Los Angeles based international consulting firm that provides a wide range of business and management services for the entertainment and music industry. SRO Consultants provides strategic consulting and marketing/cross promotions to industry leaders such as Microsoft, DirecTV, Best Buy, InterVU and Music Choice. Additionally, SRO handles tour accounting for more than 100 major clients including Sting, Neil Young, the Rolling Stones and Tom Petty. Mr. McGinley is a Certified Public Accountant who received his B.A. in business administration from the University of Montana.

Exhibit 26 Gerald Lewin response to his client starting to use I View It Technologies

The reason for this investigation and subsequent letter was simple. Lewin had introduced us to HotelView telling us he barely new them but they may be interested in our techs. We meet under NDA and next thing you know they are opening new sites with our stuff. I go to Wheelers office, he is stunned we meet with Gerry and he again states he hardly knows these guys. Just about that time a Jeff Friedstein at Goldman Sachs sends over a stock report on VD and guess who was the Accountant for them until they went public? Gerrys memory comes back after being presented by Chris (who acts surprised etc.) and drafts letter to make sure I View It info is not being transferred to VD. Funny and we find out later that Wheeler and Proskauer Boca also handled this account, funny Wheeler never mentions nor does he have his employees mention.

Exhibit 27 Infringers

This section must start at the beginning

1. Kenneth Rubensteins patent pools
2. Raymond Joaos patents
3. Gerald Lewin clients
4. Chris Wheelers clients
5. Brain Utley not sure if stealing qualifies for infringement but why not
6. Warner Brothers Under NDA
7. Sony Under NDA
8. MGM Under NDA
9. Hollywood.com Under NDA
10. Visual Data
11. Camera Manufacturers
12. Intel through acquisition of R3D
13. Webcast (Huizenga company that after learning our technique sold to Ibeam)
14. Akamai Friend of Brian, George Conrades
15. RYJO may we remove his trademark and ability to sell our concept?
16. Teranex Under NDA
17.

-----Original Message-----
From: David.Colter@warnerbros.com [mailto:David.Colter@warnerbros.com]
Sent: Monday, January 14, 2002 9:51 PM
To: John.calkins@warnerbros.com
Cc: CHuck.dages@warnerbros.com; Alan.Bell@warnerbros.com
Subject: iviewit

John,

In all the review we have done with ivieiwit it seems to boil down to the status of the patents and their inherent value. At that point it is a risk-reward evaluation -- without awarded patents it is difficult to completely assess the value. I would suggest that we consider one other perspective...

Prior to ivieiwit (approx Feb 2000) the video we (WB Online) delivered on the web was QCIF (160x120) or smaller and was below full frame rate. At the time of our first meeting we also identified On2 along with ivieiwit as two solid players who could deliver full screen full frame rate web video. All who saw it were impressed. Greg and I visited ivieiwit in August and reported back that they had filed patents on scaling techniques that hinged upon a visual 'trick' which allowed the human eye to accept 320x240 video scaled to 640x480 at 30 fps as close to VHS quality. We checked with Ken Rubenstein and others who provided some solid support for ivieiwit, and Chris Cookson asked Greg and I to continue to work with ivieiwit in an R&D capacity.

In the fall of 2000 iviewit also met with a number of folks at WB Online (in September and October) and demonstrated their process and techniques to Sam Smith, Houston, Joe Annino and others. Sam contacted ivieiwit a number of times and requested the patents, along with specifics of the ivieiwit process to evaluate what they were doing. I was not part of these meetings, but was aware they had occured, as Jack Scanlon kept me up to date.

When I sat down with Morgan and Houston in March 2001 to see what technology they were using to encode video, it was clear that they were using some of the techniques that would overlap with iviewit's filed process patents (still pending), but it is not clear that these were all learned from iviewit -- we may wish to explore this a little. This meeting was to determine what equipment we would get for our lab at 611 Brand. This same information was also provided to ivieiwit by Morgan as they were establishing the company as an outsourcing facility for encoding our content.

I am aware of several meeting held between ivieiwit and WB Online to share information of techniques and process, and was invited to a few of them.

We all signed ivieiwit's confidentiality agreement. So to the other perspective....

We have an opportunity to establish a license with ivieiwit for a modest fee at this time, and establish a MFN. In good faith we signed the confidentiality agreement, iviewit revealed their processes and techniques, and we now use those techniques in encoding. As we have discussed on a few occasions, these techniques now appear in the public domain to some extent in documentation for Real Producer, WMP Developer Guides, Media Cleaner Pro, etc, but they were not available in 2000. I would not suggest we learned the techniques completely from iviewit (I actually do not know the answer), but a modest licensing fee may be appropriate and honorable considering our good faith relationship in signing the confidentiality doc.

If we choose to pass at this time the risk is primarily from iviewit's main investor, Crossbow Ventures, gaining control of the IP and approaching WB later for a license -- I do not believe they will be as friendly considering their dealings with ivieiwit and it's employees since Feb of 2001. It is estimated that the patents will be completed in 8-12 months.

As you are all aware I have a personal relationship with Eliot Bernstein, the founder of iviewit, and as a result, I left the evaluations and decisions to Greg, and others, and only assisted iviewit to get to the correct people in WB and AOLTW. I wanted to add this perspective as we consider if there is an option to pursue with iviewit -- they are facing continued financial pressure right now. There are many other threads to our interaction with iviewit and I would be happy to discuss.

Thanx,
David

Exhibit 28 Endorsements

-----Original Message-----

From: EIB [mailto:alps1@bellsouth.net]

Sent: Friday, June 04, 1999 4:55 PM

To: Alan Epstein (E-mail)

Subject: FW: See you in California soon.

-----Original Message-----

From: Hassan Miah [mailto:hmiah@xingtech.com]

Sent: Wednesday, May 26, 1999 1:34 PM

To: