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Galaxy OnLine Inc., d.b.a Galaxy Internet, is an Internet Access and Services provider specializing in delivery of high quality Internet access to rural and metropolitan areas. Galaxy Internet also provides a co-branded "Powered by Galaxy" connectivity solution for technology companies, media companies, school systems, and entrepreneurs. Galaxy Internet is positioned through partnerships with top level hardware, software, and infrastructure companies to offer affordable high speed Internet access via bi-directional satellite and traditional land lines. The Company is presently in the process of installing ISP "Points of Presence" in the Midwest, Southeastern states, and Ontario, offering service to many areas that until now had limited or no Internet access available. The Company plans to make Internet access available to additional regions in the U.S., Canada, Caribbean, Central and South America. Galaxy Internet has four major areas to develop. Galaxy is a premier provider of high speed Internet solutions designed to deliver the power of the Internet to their customers. As an Internet Service Provider (ISP), Galaxy provides high speed Internet connectivity via a unique combination of satellite and landline technologies. This technology is specially suited for rural and remote areas currently underserved by other service providers. Remote areas can receive high-speed access to the Internet where other alternatives are costly and/or ineffective. The opportunity to meet the growing demand for Internet worldwide is even greater with the Galaxy expertise for rural and remote areas. Galaxy also offers both uni and bi-directional satellite capabilities in partnership with their satellite partners that cover almost all locations In the web development services, it will cover the areas of e-commerce development, etradeshow services, and business web site development. For the technology solution opportunities, the Company will develop the new applications and support for other divisions. STRATEGIC BUSINESS RELATIONSHIPS Galaxy has several strategic partners to ensure customer satisfaction. These include CompUSA, America's largest computer superstore retailer, Copernicus, a special portal for K-12 (kindergarten to grade 12) schools throughout the U.S., Electric ShoolHouse, a free online community that provides safe internet access for kids, BellSouth, providing telecommunications services to Galaxy in nine U.S. states and Globecomm, providing Internet backbone connectivity through its division, NetSat Express Inc. The Company has strong management and has established a Board and Advisory Council that includes key personnel with experience in the Internet and IT sectors. Stan Bharti: Mr. Bharti is Chairman and President of Galaxy OnLine Inc. Mr. Bharti is also Chairman of Coniston Investment Corp., a financial investment advisory service. James Eiteljorg: Mr. Eiteljorg has been President of Galaxy Internet, Inc., a private company, since September 1998. He is also Chairman of Arrow Technologies, Inc., a private company that provides computer training and services and supplies computer software and hardware. Marni Ehrlich: Mr. Ehrlich is the Chief Executive Officer of NetSat Express Inc. Prior to accepting the position of CEO on October 18, 1999, Mr. Ehrlich held positions as Global Solutions Director of IBM's ISP Technical Marketing Division and Program Director of IBM's Voice and IP Solutions Division. George D. Faught: Mr. Faught is a chartered accountant and President of George D. Faught & Associates Inc., a consulting company. He is also a director of William Resources and The Oralife Group Inc. James F. O'Donnell: Mr. O'Donnell has been an independent financial and business consultant since September 1999. Mr. O'Donnell was Chairman and Chief Executive Officer of O'Donnell Investment Management Corporation, a mutual fund management company from May 1993 to August 1999. The rest of members include Risto Laamanen, Timothy Shelburn, Tom Shoemaker and Lars Vannman. And in the Advisory Council, members include Richard W. Foster, Randy Keys and Kenneth Taylor. On February 23, 2000, Galaxy OnLine Inc. announced that Mr. Glen Kaiser has been named as President and Chief Operations Officer. Mr. Kaiser has had an extensive career in the telecommunications and Internet industry in key executive roles with AT&T, NCR, Bell South, Bell Labs, and Lucent Technologies. On February 17, 2000, Galaxy OnLine Inc., d.b.a. Galaxy Internet announced has partnered with MotorSports USA (BB:MSOR) to create a online access service and gathering place for enthusiasts of the new sport of 1/5 scale stock car racing. On February 7, 2000, Galaxy OnLine Inc. announced its intended service areas in Toronto, Ontario and surrounding areas. Dial-up 56K-modem access to the Galaxy Internet service will initially be offered in Toronto and the communities of Brampton, Mississauga, Richmond Hill, Oakville, Markham, Pickering, and Aurora. According to Bell Canada's service area listings, the Toronto exchange dial-up numbers will allow for non-toll call access from over 25 additional communities. On February 2, 2000, Galaxy OnLine Inc. announced has partnered with Herff Jones College Division, kicking off their year 2000 class ring sales promotion. The promotion entitled "Our Rings Come Wired to the World, with a Laptop to Boot" was presented to the Herff Jones regional sales managers and college specialists at their annual sales meeting in San Antonio, Texas. The Promotion allows for all college students that purchase a Herff Jones class ring, or non-ring-purchasing college students that register by mail, to be eligible for a random drawing with prizes that include Toshiba Laptop Computers, CompUSA Training Courses, and Galaxy Internet annual access packages. In addition, all registrants receive a free 30 days trial of Galaxy Internet's access service. The promotion begins January 31, 2000 and ends August 31, 2000. On January 31, 2000, Galaxy OnLine Inc. announced the establishment of a "Powered by Galaxy Internet" commercial partnership with Toronto, Ontario based Spectra Inc. (SSA:CANX). Spectra will offer the new "TRUCKINGUNIVERSE.COM" Internet Access Service. The "TRUCKINGUNIVERSE.COM" Internet Service Provider (ISP) solution is specifically designed to meet the Internet connectivity needs of the trucking industry. On January 26, 2000, Galaxy OnLine Inc. announced the Company is now offering a new content filtering service to its Galaxy Internet customers and ISP business partners. Content filtering allows customers to share the richness of the Internet while preventing access to pornography and other objectionable web sites. Used by millions of school children and library patrons across the United States, proxy-server block-list filtering will be incorporated into Galaxy Internet's listing of ISP features and services. The ability to offer filtered content will also be featured in Galaxy Internet's re-branded ISP partner program. On January 12, 2000, Galaxy OnLine Inc., d.b.a. Galaxy Internet, has entered into a private placement with a group of investors to raise $500,000 by issuing 1,666,667 units at a price of $0.30 per unit. Each unit will consist of one common share and one half of a common share purchase warrant. Galaxy also announced the availability of its Internet access service to the entire Eastern Kentucky BellSouth dialing area. Communities previously denied the benefit of Internet access via a local phone call will now have their own pipeline onto the Internet. And the recent partnership with New York based "iStadium" incorporated the display of the world's largest video game with the introduction of the new "Powered by Galaxy/iStadiumOnline.com" Internet access service. In March 23, 2000, Galaxy OnLince Inc. (CDN:GOLI) announced that Mr. Ben Lau has been named as Chief Technology Architect for GOLI / ITEC in China. GOLI has also retained Mr. Robert Kwauk, Senior Legal Counsel from "Blake, Cassels and Graydon LLP" as their legal representation for proceeding with necessary legal filings of GOLI / ITEC in China. In March 22, 2000, Galaxy OnLine Inc., d.b.a. Galaxy Internet announced that it has partnered with EdGate.com, Inc., (formerly Copernicus Interactive, Inc.) to provide a customized Internet connectivity and content solution to K-12 educational institutions. In March 16, 2000, Galaxy OnLine Inc. signed a Memorandum of Agreement with I-Tec Communications ("I-Tec"), Guangdong Advanced Technology Development Co., Ltd. ("GAT"), and Pinnacle Technology, Ltd. Co. ("PT"), to form a joint venture company in the Peoples Republic of China. The primary focus of the company is to:
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