1. Consumers Are Saturated with UNWANTED ADVERTISING

Management: CEO/President Luke W. Archer Chairman, Chris B. McKay CFO, Jurgen Lew by Industry: Advertising + Content Number of Employees: 5 Bank: Community Bank of Monterey County. Auditor: PricewaterhouseCoopers

Law Firm(s): Wilson, Sonsini, The Pain: Goodrich and Rosati 1. Consumers are saturated with UNWANTED ADVERTISING Amount of Financing Sought: 2. Traditional advertising is EXPENSIVE 3. Traditional advertising has no interaction with customers. $500k for 10% at $0.33/share The Result: Current Investors: JustEnough has raised $.75M from private investors. 1. Consumers ignore ads 2. Ad dollars are wasted Use of Funds: Application eClips -The Solution: Development and Production You see it. You want it. You click it. You buy it.

Overview: eClips are 4 minute how-to content clips embedded with product placement and interactive advertising technology. eClips are packaged for online syndication through major internet portals. VideoClix™ hyper video technology is applied to each eClip allowing users to click on any object within the motion video and receive product specs, pricing, advertising, reviews, and buying options. Company Background: The JustEnough Learning Company (JELC) has been producing, packaging, and distributing how-to content since early in 2000 and has developed the award winning “Learn to Play” series of music instructional kits and accompanying websites. During 2004, the Company secured a contract with Microsoft to distribute how-to and music based content to 6.2 million viewers of MSN Networks and develop new media advertising and sales tools. JustEnough has teamed with Eline Technologies and the Aloha Film Group to assist in the production of eClips and the underlying advertising technologies.

Management: The managers of the JELC has over 40 years of combined experience with business startups, internet development, and content production. Chris McKay is a serial entrepreneur, building 3 profitable businesses. McKay’s last company, TopLine Toys, developed over 27 SKU’s and sold over 30 million units worldwide. Luke Archer has over 10 years of experience in business start-ups, new media technology, product development, television and multimedia production. Archer holds B.A. in Management and International Entrepreneurship. Jurgen Lew brings a wealth of operational expertise derived from his previous experiences in senior management positions with Hasbro and Klutz Press. Products/Services:

CONFIDENTIAL. DO NOT DISTRIBUTE. PROPERTY OF THE JUSTENOUGH LEARNING COMPANY INCORPATIED ©2005 eClips provides manufacturers with product placement advertising in the 4-minute how-to segments and a new channel to deliver dynamic advertising that is triggered when a product is clicked on. eClips also provides detailed ad tracking and demographic information to manufacturers.. eClips provides online retailers with free edutainment content, a new advertising vehicle linked directly to their shopping carts, ad delivery and detailed tracking and demographic reports. eClips provides internet portals with a continuous flow of free content to drive product sales and new advertising methods. Special Know-How /Technologies: How-to Content: Since 2001, JustEnough has been producing award winning rich media instructional content. The company has a line of instructional products are selling through major national retail accounts including Borders and Barnes & Noble. Production: The Aloha Film Group is a full service HD video production house that specializes in action sports and music events. Aloha’s current client list includes Mountain Dew, the Van’s Warped Tour, FuseTV, Red Bull and MTV Sports. Technology: Eline Technologies (1997 Canadian Corp) are the developers of VideoClix the only object based hyper video solution. Eline employs 27 engineers and the company’s client list includes Apple, Levi’s, Sketchers, and Cossette Advertising Agency. Markets: eClips primary target markets can be broken into three categories; 1. Manufacturers & Retailers who would like to maximize their advertising budgets with measurable results. 2. Online portals who need fresh interactive content for their member base. 3. Online consumers in search of knowledge and entertainment.

Distribution Channels: eClips are designed as free syndicated video clips for major online portals including MSN, Apple, Yahoo, Ebay and Google. Currently the top 10 US web portals receive over 500 million unique visitors per month. In addition to portals, eClips will be distributed through the websites of product manufacturers and online retailers and also available for download. Competition: The chart below depicts how eClips stacks up to traditional advertising methods.

Financial Projections: (Unaudited): 2005 2006 2007 2008

Revenue: $5.4 $22.2 $75.9 $165.3 Expenses: $5.3 $11.3 $23.9 $ 56.3 Net Profits: $ .1 $10.9 $51.9 $109.0

CONFIDENTIAL. DO NOT DISTRIBUTE. PROPERTY OF THE JUSTENOUGH LEARNING COMPANY INCORPATIED ©2005 JustEnough Learning Company, Inc. Phone: (831) 624-9100 Fax: (831) 624-7878 Contact: Luke W. Archer, CEO Email: [email protected] www.justenough.net Box S-3551, Carmel, CA 93921