Bellwether Capital Corp. and FirstWeb Communications Signs Letter Of Understanding To Acquire Basis Applied Technologies.

Business Editors

VANCOUVER, B.C.--(BUSINESS WIRE)--Oct. 5, 2000

Bellwether Capital Corp.(CDNX:BLW.) ("Bellwether") and its wholly owned subsidiary, FirstWeb Communications, Inc. (www.firstweb.com ), today announced that a Letter of Understanding has been signed to acquire 51% of the issued and outstanding shares of Basis Applied Technologies Inc. ("Basis"), a Gibsons, B.C. based software company.

Under the terms, Bellwether will acquire 51% of the issued and outstanding shares of Basis in consideration for 7,395,000 shares of Bellwether to Basis' principals Scott Fearnley, Shelly Fearnley and David Fearnley, subject to escrow restrictions, performance criteria and/or valuation criteria, which may be determined and negotiated by the parties. The Share Purchase Agreement shall include customary conditions to closing.

Upon completion of the purchase of 51% of the issued and outstanding capital of Basis, the Board of Directors of Bellwether shall be entitled to appoint two representatives to the Board of Directors of Basis. Further to this, the Vendors shall have the right to nominate two representatives to the Board of Directors of Bellwether.

If a formal Share Purchase Agreement has not been executed on or before November 1, 2000, then this Letter of Understanding shall terminate on November 2, 2000.

Basis (www.gobasis.com) is a software design company that employs 35 people with offices in Vancouver and Gibsons, BC. Basis began operations in January of 1994 and has built its business on the development of engaging interactive software applications for training, education, marketing, business communications and entertainment. Sensing the coming convergence of online and interactive software solutions the company has focused on building expertise in dynamic content-based client server applications, CD ROM games and online gaming. Developing great product with licensed brands has become a specialty and to that end Basis has created commercial products for some of the software publishing industry's strongest brands including; Schoolhouse Rock, Scholastic's The Baby Sitter's Club, DIC's Madeline, Knowledge Adventures' JumpStart, Nelvanas' Little Bear, and in 2000 Basis became the only PC Software company to create interactive software for the PC with Nintendo's Pokemon. Basis has built a reputation for excellence in interactive game design, programming, graphics, and animation. This reputation and years of customer satisfaction have placed Basis at the forefront of the interactive software industry.

Basis reported gross revenues of $1.326 million in sales for fiscal year 1999 and anticipates receiving gross revenue of $2.4 million in sales for year ending December 31, 2000.

FirstWeb Communications Inc., ("FirstWeb") develops leading-edge Web sites and integrated online strategies for the Interactive Entertainment Industry ("IEI"). Based in Vancouver British Columbia, the company maintains key business relationships with members from all sectors within the IEI. Through the efforts of its dedicated staff, visionary leadership and unique understanding of the IEI, FirstWeb creates and delivers the most innovative online strategies for its clients.

"As a result of the synergies between Basis and FirstWeb, the acquisition of Basis will provide Bellwether an advantage over the competition in the marketplace via FirstWeb's and Basis' talents, management and administration in their related fields," stated Rob Edgar, President and CEO of Bellwether and FirstWeb.

The parties agree that a finder's fee in the amount of 800,000 common shares of Bellwether shall be paid to CFE Financial Inc. (an arm's length party) in consideration for its work in this transaction; 500,000 common shares of which shall be paid by the Vendors and 300,000 common shares by Bellwether.

The Letter of Understanding is subject to the execution of formal documentation, as well as any regulatory approval that may be required. All necessary approvals shall be obtained, final formal documentation executed and the transaction closed on or before December 31, 2000 (the "Closing Date").

Bellwether Capital Corp.

Per: "Rob J. Edgar"

Robert J. Edgar

President and Chief Executive Officer

The Canadian Venture Exchange has not reviewed and does not accept responsibility for the content of this news release.