ACTV Acquires Intellocity, Inc., Preeminent Global iTV Developer.

Business Editors

NEW YORK & DENVER--(BUSINESS WIRE)--Feb. 15, 2001

Transaction Further Strengthens ACTV's Position

as a Leading Catalyst for the Rapidly Growing iTV Market with

a Broad Range of Advanced iTV Tools and Services

ACTV, Inc. (Nasdaq: IATV) today announced it has signed a binding agreement to acquire privately held Intellocity, Inc., the parent of Intellocity USA, Inc., a Denver-based technology and engineering solutions provider focusing on the interactive television (iTV) market. The acquisition of Intellocity significantly enhances ACTV's position as an integrated provider of technical and creative services and developer of tools and products for the deployment of iTV.

Intellocity's highly specialized position as a pioneering builder of iTV and enhanced media has made the company a valuable partner to leading network operators, infrastructure suppliers and content providers within the burgeoning iTV industry. The company plays a pivotal role in the ongoing design and development of technology-neutral iTV architectures and systems. It also has been instrumental in the integration and deployment of iTV content across multiple broadband networks. Intellocity's portfolio includes the development of iTV portals, "walled garden" content, enhanced television programs, VOD systems and interactive advertising. Among Intellocity's current clients are AT&T, nCube, ESPN, Motorola and Sony domestically, and Mediatti in Japan.

ACTV will acquire Intellocity for $32 million in common stock, and will make an additional stock payment contingent upon Intellocity meeting certain performance targets. Intellocity, in just its first full year of operations, recorded approximately $8.3 million in revenue, strong operating cash flows and positive net income in 2000. The transaction is expected to close by the end of February 2001, subject to customary closing conditions. Intellocity shareholders will be subject to lock-up provisions with respect to ACTV common stock received in this transaction.

"This acquisition is a major step in ACTV's evolution," said William C. Samuels, chairman and CEO, ACTV, Inc. "Intellocity occupies a critical position at the nexus of the technology and content that will power the rapidly developing iTV industry. The company brings to ACTV a savvy engineering and management team that has assembled a `who's who' client base of iTV leaders. Combining our array of existing tools and applications with Intellocity's unmatched slate of technical and creative services strengthens ACTV's position as an integrated digital media company focused on the commercialization of interactive television."

"Quite simply, this is a perfect fit," said Joel Hassell, chairman and CEO, Intellocity. "ACTV has experienced management, broad technical expertise, and a culture that embraces product innovation. Intellocity has established itself as a key player in the iTV business, with substantial potential for continued, profitable growth. Our combined strengths, and deep customer relationships, will fuel the development of new interactive services and tools that will galvanize the iTV revolution."

Intellocity USA, Inc. will remain in Denver and operate as a unit of ACTV, working closely with ACTV's new Denver office. The company will continue to be led by Mr. Hassell and will retain its current management team and strategic objectives.

About ACTV, Inc.

ACTV, Inc., (Nasdaq: IATV) is a digital media company providing technical and creative services, tools and proprietary products for enhanced media, interactive TV advertising, and personalized programming applications. Based in New York City, ACTV has strategic relationships with key players in the Internet, television and digital technology fields, including Liberty Digital, Motorola Broadband Communications Sector, OpenTV and Liberty Livewire Corporation. For more information, visit http://www.actv.com.

About Intellocity

Intellocity USA, Inc. is the leading design, development and integration solutions provider for Interactive and Enhanced Television. The company creates infrastructure, content and tools for broadband network operators, content providers and advertisers seeking to lead the way in the emerging interactive and enhanced television market. Intellocity remains independent of any one specific platform technology, allowing optimal delivery of iTV solutions to meet every customer's needs. Intellocity's clients include, among others, AT&T, Microsoft/WebTV, Sony, nCube, Motorola, Wink, Liberate, ESPN, J. Walter Thompson, Hewlett-Packard and Food.com. Intellocity's recent acquisition of Viziworx, Inc. allows an offering of web-based, platform independent solutions for development, management and distribution of enhanced and interactive television content. Founded in October 1999, Intellocity USA, Inc., a Delaware corporation, is headquartered in Denver, Colorado. Intellocity USA, Inc. is a wholly owned subsidiary of Intellocity, Inc., a privately held British Virgin Islands corporation. Additional information can be found at www.intellocity.com.

This news release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements which are other than statements of historical facts. These statements are subject to uncertainties and risks including, but not limited to, product and service demand and acceptance, changes in technology, economic conditions, the impact of competition and pricing, government regulation, and other risks defined in this document and in statements filed from time to time with the Securities and Exchange Commission. All such forward-looking statements, whether written or oral, and whether made by or on behalf of the companies, are expressly qualified by the cautionary statements and any other cautionary statements which may accompany the forward-looking statements. In addition, the companies disclaim any obligation to update any forward-looking statements to reflect events or circumstances after the date hereof.