SURFERZRULE / mini biz plan...

Highlights For The Prospective Investor(s)...
- Written in 1998 -

The Business:
SurferzRule will create a virtual marketplace on the Web for various entertainment content media primarily music and visual entertainment

Organization:
SurferzRule is a limited liability start-up company to be domiciled in Nevada. Its business plan calls for a very modest organization operationally – ramping up to no more than 20-25 employees within the first two years. Specific key resources will be acquired through strategic relationships with an entertainment content company, video streaming technology company, and an Internet Service Provider.

Offering Amount:
US$250,000 Initial stage funding, net of fees and commissions.
US$1,200,000 Second stage, conditional funding, net of fees and commissions.

Deal Structure:
Convertible debenture or common stock purchase. Percentage of ownership subject to negotiation and based on acceptable residual pricing formula.

Business Summary:
SurferzRule is a web site that offers a home for all audio/video content (WebCasting) which exists on the internet. This site will be designed to be an attractive and entertaining place for web-surfers to access, view and listen to all of the available audio/video content on the Internet using personalized ‘bookmarks’ or just random surfing of the site. In addition to making available links to existing Web-radio stations now entering the Web marketplace, SurferzRule will cater to the new, up-and-coming artists interested in presenting their music or video content on the Web – by them either supplying SurferzRule with their product/music, or by supplying SurferzRule with a regularly produced, radio-type show – featuring their talent. Essentially, SurferzRule is a home base for album-type product, as well as produced radio shows featuring any type of content. Initially, SurferzRule will roll out its site with focus on audio content and then move to include video content within 6-9 months.

An important feature of SurferzRule is that it will constantly monitor the popularity of each artist’s media presentation and create an Internet "chart" or a rating much like the one found in Billboard magazine. The primary difference, however, is that the determinant factors of an artist’s popularity will be purely tied to response from Internet surfers with no professional industry interference or "finessing." Anyone and everyone will be able to break into SurferzRule and know where they stand relative to competition.
SurferzRule will share ad revenue with the content providers. As a media presentation becomes more and more popular on the site, its ad revenue potential will also increase and benefit both the content provider as well as SurferzRule.

In this way, SurferzRule intends to become a virtual "marketplace" for all media content. SurferzRule has design, layout, and functionality concepts that it believes will draw together both content providers (artists and producers) as well as buyers (professionals and the public at large). SurferzRule expects to become a heavily branded website that provides an entertaining and interactive front-end experience for consumers who are interested in accessing, sampling, and possibly purchasing the newest, hippest, and most cutting edge independent audio visual content on the market. Initially, various music categories will be formed on the site to make finding specific genres and styles easy. Musical categories will include: Alternative, Books & Spoken, Children's Music, Classical, Comedy, Country, Easy Listening, Experimental, Hip Hop/Rap, Jazz/Blues/ R&B, Pop & Rock/Folk, & Religious.
Within 3- 6 months following the launch of the music site, video content as well as an expansion into radio/TV -show formats will be added. Video content could include film clips from independent film producers, religious, educational, serial, health, non-categorized formats, etc. Radio/TV-show formats are expected to include: Talk, Musical-top-40 countdown, Comedy, Hobby, ‘Best-of SurferzRule webcasts, etc. It is also envisioned that, not long after SurferzRule establishes a firm position in the internet-webcasting marketplace. that the television satellite-oriented broadcasting companies such as THE DISH NETWORK, and DIRECTV may elect to offer to their viewers, "The Best of Surfer’s Rule", featuring voter-proven shows and clips, chosen from the many categories available on SurferzRule, to be aired on the many channels still looking for content on this satellite-broadcasting medium.

Business Objectives:
The strategic business objective of SurferzRule is to quickly become an enterprise sufficiently attractive to other large Internet and media firms, both financially and strategically, such that they will be desirous to acquire it at a premium. An IPO is also a legitimate exit possibility for the company. The time horizon for an exit is expected to range from 18 months to 36 months. Using the current Web M&A market activity as a frame of reference, such objectives are believed to be realistic for a company like SurferzRule. Currently, multiples of 12-16 times top line revenue are being used for corporate valuations in this niche market (see Financial Section for pro forma valuations).

Content Suppliers:
Who are potential content suppliers? Initially, anyone who doesn’t have a distribution deal with the majors or other independent distributors. This includes:

Professional independent producers who have produced product but don’t have any distribution outlets.
Professional independent producers who have only limited distribution in place.
Non-professional artists and producers who are trying to break into the industry.
Non-professional amateur enthusiasts who are experimenting and creating content for fun.
Students who are studying and creating content with the intent of becoming a professional in the future.
Others who have access to the vast libraries of existing content in all forms professional and non-professional.
Others who are just having fun.

In other words, all those who do not have access to a traditional market are prime candidates for SurferzRule -- a virtual Internet marketplace.

Market Position and Definition:
SurferzRule can be described as an Internet media company. Internet media companies are technically defined as companies that derive 50% or more of their revenues from web content, e-commerce, community or other online activity - as opposed to infrastructure, tools or access. SurferzRule is an Internet-based content "Aggregator" specializing in a new way to present audio and visual media content. Additionally, the company has access to advanced "audio and video streaming" technology that will allow it to immediately position itself as a high-end aggregator/provider of streaming audio and video content. Currently no other company is offering a similar media presentation on the scale that SurferzRule intends to offer.

As a provider of its own unique media presentation, SurferzRule expects to be able to build a subscription-based viewership of possibly between 100,000-200,000 within the first 24 months or sooner. The financial projections in this business plan are based on more modest growth assumptions.

In addition to a combined subscription and pay-per-view revenue model, a traditional Web advertising model will be implemented as well. Additionally, E-commerce is natural and a likely revenue source.

Technology Discussion:

The following key elements outlined below require certain technologies to deliver SurferzRule’s products and services.
- Capturing content
- Encoding content
- Streaming video content at different bit rates (Broadband@100+Kbps, Narrowband@32kbps)
- Bandwidth Requirements

Whether the media content being streamed over the Internet is live, or prerecorded it must be encoded into a digital format (an AVI file) and then encoded into an acceptable format that can be recognized by end users. The following three codecs are emerging as the standards in the industry.

- Microsoft® Windows® Media
- QuickTime™
- RealPlayer®

In that end users all have varying bandwidth capacity, it is necessary that SurferzRule provides its feeds at the most appropriate bit rates for both broadband and narrowband transmission – 30-32kps for 56k modems and 100kps for broadband modems. Technology currently exists, on the consumer market, to stream live video at 15+ frames per second to large amounts of concurrent viewers with standard 56K modems and 25-30 frames per second to even larger amounts of viewers with high speed modems (DSL lines, ISDN, broadband cable, etc.).

In addition to the equipment necessary to accommodate "broadband" distribution, it is also necessary to actually acquire sufficient bandwidth capacity from a bandwidth supplier (Exodus, Sprint, Uunet, MCI Worldcom, GTE, Global Crossing, Qwest, etc.). A Technology Flow Chart is included as an Exhibit. It shows the technical requirement to move content from its original form to the end users.

Minimum Qualifications & Minimum Investment:
Investment in SurferzRule is suitable only for investors who can appreciate and understand the risks involved, who have the financial means to bear the risk of a loss of their investments, or a portion thereof, and who have no requirement for liquidity from this investment and who satisfy certain minimum, objective financial criteria. See "INVESTOR SUITABILITY" in the Business Plan.

Distributions and Dividends:
It is the intention of management to distribute earnings from time to time as deemed appropriate. (See Financial Pro formas). Five year projections show a corporate annual IRR in excess of ___?

Exit Strategy:
Management of SurferzRule may elect to initiate an IPO, merger, or acquisition within 3-5 years.

Risk Factors:
Investment in SurferzRule involves a number of significant Risk Factors as set forth in the section of the Business Plan and Prospectus entitled Risk Factors, which should be carefully considered by each prospective investor and his or her professional counselor(s). Among the most important of these Risk Factors are: 1) general risks of Internet Businesses relying on technology, 2) lack of liquidity, 3) various conflicts of interest, if any, involving management, 4) general business risks associated with start-up ventures.

Management:
Daryl Dragon is recognized as one of the music industries top songwriting and performing artists of the ‘70s and 80’s. Daryl is the Captain of the acclaimed and popular "Captain and Tennille" duo. Intimately familiar with both the music and TV industries, he has continued to contribute creatively to the music world over the years. Virtually visit Captain & Tennille’s state-of-the-art, world-class recording studio online at: www.RumboRecorders.com

Reports to Investors:
Each investor will receive an annual report with audited financial statements together with tax information necessary for inclusion with each investors personal and/or corporate tax returns.