Cherokee Minerals and Oil Inc. Announces That It has Entered Into a Letter of Intent With Environmental Systems & Solutions Inc.

SANDY, Utah--(BUSINESS WIRE)--Oct. 20, 1998--Cherokee Minerals and Oil Inc. ("Cherokee") Tuesday announced that it has entered into a letter of intent with Environmental Systems & Solutions Inc. ("ESSI"), based in Draper, Utah, to acquire all of the issued and outstanding shares of common stock of ESSI in a tax-free, stock-for-stock reorganization.

In accordance with the terms of the letter of intent, the shareholders of ESSI will acquire 92 percent of the outstanding shares of Cherokee following the reorganization, assuming all of the shareholders of ESSI elect to enter into the reorganization agreement with Cherokee. It is anticipated that after the closing of the transaction, the current shareholders of Cherokee will own approximately 1,920,000 shares and that the shareholders of ESSI will be issued approximately 22,080,000 shares, including shares reserved for issuance in accordance with outstanding ESSI stock options.

The reorganization is scheduled to close on or about Nov. 11, 1998, subject to the execution of definitive agreements by Cherokee, ESSI, and the shareholders of ESSI. Cherokee has no current operations while ESSI is engaged in the development, manufacture, assembly, marketing, sale, and distribution of a patented garbage disposer under the "HydroMaid" trademark.

The HydroMaid is the only non-electric, completely water-powered garbage disposer in the world. Instead of using a conventional electric motor, the HydroMaid is powered by common household water pressure from the existing cold water line to the kitchen sink. Water pressure drives a patented servomechanism, which in turn oscillates five stainless steel cutting blades. The blades cut food waste into small particles, reducing drain clogging problems and promoting faster decomposition as an aid to the environment.

In addition to the normal kitchen refuse processed by conventional garbage disposers, HydroMaid easily and quietly processes chicken bones, corn husks, potato peelings, stalks of celery, avocado pits, nut shells, and other fibrous food waste that most conventional garbage disposers have difficulty processing. However, if silverware is accidentally dropped into the HydroMaid, the oscillating motion shifts automatically into a harmless mode until the object is removed, damage free.

The HydroMaid will be marketed at a suggested retail price in the United States of $299.95. With its simple design and sturdy construction, the dependable HydroMaid will carry an unprecedented 10-year, unconditional replacement warranty. While broken electric-powered disposers are sent to landfills, ESSI will purchase old HydroMaid units for $10 per unit and offer a $25 rebate on replacement units to recycle many of the HydroMaid's component parts. ESSI is currently completing its manufacturing, assembly, and distribution arrangements and anticipates that full-scale sales efforts will commence in the first quarter of 1999.

For further information, contact Joe K. Johnson, president of Cherokee, 801/942-2912; or John W. Nagel, chief financial officer of ESSI, 801/553-8753.