Cala Corporation: Notice of Annual Meeting of Shareholders.

OKLAHOMA CITY -- Cala Corporation, trading under the symbol (Pinksheets:CCAA), is pleased to announce that the annual meeting has been set for July 31, 2004. Notice is hereby given that the annual meeting of shareholders of Cala Corporation will be held in the Breeze Room at the prestigious Century Plaza Hotel, www.westincenturyplaza.com, 2025 Avenue of the Stars, Los Angeles, Calif., on Saturday, July 31, 2004 at 2:00 p.m. local time, for the following purposes:

1. To elect three directors to serve until the next annual meeting of shareholders and until their successors are duly elected and qualified;

2. To ratify the appointment of auditors for the ensuing year;

3. To approve an increase in the number of outstanding shares of common stock from 50 million to 200 million;

4. To transact such other business as properly may be brought before the meeting or any adjournment or postponement thereof.

The board of directors has fixed the close of business on April 12, 2004 as the record date for the determination of shareholders entitled to notice of and to vote at the meeting.

You are invited to attend the meeting, and we hope you will be able to do so. At the meeting we will have the opportunity to discuss the Company's financial performance during 2003, and our future plans and expectations. Whether or not you now plan to attend the annual meeting, you are urged to sign, date and mail the vote solicitation card and return it in the enclosed envelope at your earliest convenience. Regardless of the size of your holding, it is important that your shares be represented. If you attend the annual meeting, you may withdraw your proxy and vote in person.

For more information on the proxy, please visit our Company Web site at www.undersearesort.com or contact Joseph Cala, [e-mail]