Bentley Communications Corp. Offers Wi-Fi and Fitness Centers through its Trade Marketplace for the Hospitality Industry.

Business Editors/High-Tech Writers

LOS ANGELES--(BUSINESS WIRE)--Dec. 17, 2003

Bentley Communications Corporation (OTCBB:BTLY), the emerging online leader in the trade and barter industry, has announced two major vendors in its new Hospitality Exchange. These are Third-Rail, that designs, installs and manages wireless Internet and advanced infrastructure services to hotels and resorts, and Nautilus FITwave Centers, the first fitness facility to combine a marketable, fun, themed environment with exercise programming that is suitable for all levels of participants. Both companies will accept a portion of their selling price in excess room night and food and beverage capacity.

"Attracting quality vendors to Bentley's Hospitality Exchange is critical to our success," said Joe Crump, who heads Bentley's Crump Barter Systems and developed the Bentley Hospitality Exchange. "Third-Rail and FITwave certainly meet this criteria. Both are global companies and both provide highly desired, state-of-the-art services for hotels and resorts.

"Wireless systems are quickly becoming a requirement for upscale hotels and resorts," continued Mr. Crump. "Third-Rail's comprehensive solutions will give these hotels and their guests the complete wireless, high-speed Internet access service that has become a must-have for today's traveler. While Third-Rail provides for their guests' communication needs, FITwave will engage guests in physical exuberance, brand immersion, and reward them for their time and participation," said Mr. Crump.

Each FITwave Center is designed to meet the unique demands of the most discriminating hotel. From the outdoor FITwave Pavilion, a freestanding 1500 square foot facility appropriate for resorts and larger hotels, to the indoor 1500 square foot model, perfect for urban hotels with limited space, FITwave is the ultimate solution for the hospitality industry's need to provide an exceptional exercise facility without building a full-fledged health club.

In other News:

Bentley's Trade division bartered 28 of its 35 original oil paintings by William Verdult in exchange for 1,220,000 minutes of long distance phone cards. In addition, national radio time on a network of 128 stations across the USA, valued in excess of $100,000, was acquired this week. Under the terms of the agreement, 30-second radio spots that are aired on all 128 stations will be made available to Bentley's Crump Barter Systems over the coming year. The spots are placed and provided by the Da Silva Group Radio Network.

About Third-Rail:

Third-Rail, the first wireless competitive local exchange carrier (CLEC) in the United States, is currently providing customers with a variety of broadband communications services including High-Speed Internet Access, WAN Connectivity, Video IP Broadcasting, Videoconferencing, IP Telephony, and Remote Outsourcing of IS Services.

About FITwave:

FITwave is an alliance between Nautilus and Pavilion Fitness Inc. It is the first branded and themed, turnkey, state-of-the-art fitness center, designed for the hotel industry. It combines the newest, space-efficient equipment designed and built by Nautilus with results oriented FITwave programming, for all fitness levels. It is a self-service, turnkey, professional yet simple facility in a small footprint (1500 Square Feet).

About Bentley Communications Corporation:

Bentley Communications Corp. is a business-to-business, Internet e-commerce company that seeks to establish a new marketplace and distribution channel for worldwide barter and trade. Bentley is working towards becoming the online "market maker" for the barter industry -- a neutral intermediary that brings together fragmented multiple groups of buyers and sellers online. Through the development of a seamlessly integrated family of online barter services, it envisions that most barter transactions can be handled in real time, with its proprietary VirtualBarter software. Bentley intends to serve as a clearinghouse for barter trades for fortune 500 trading partners, scores of existing retail barter exchanges that serve companies of all sizes, corporate barter companies that serve large multinational corporations, trade associations and their member companies, as well as media and travel agencies.

Forward-Looking Statements:

With the exception of historical information, this news release and accompanying information may include forward-looking statements that involve a number of risks and uncertainties. Actual results could differ materially from those anticipated as a result of various risks. There are numerous factors that could contribute to such differences, therefore such projected events and anticipated results are not warranties or guaranties that such events will occur or that the Company will achieve such results. For more information about this corporation and risks involved in the investment of their publicly traded shares, please see the company's website(s), and/or documents filed with the SEC, which are easily accessible in the EDGAR database system.