Compass Knowledge Holdings, Inc. Selects New CFO.

Business Editors/Technology Writers

OCOEE, Fla.--(BUSINESS WIRE)--July 20, 2000

Compass Knowledge Holdings, Inc. (OTC:CKNO), a premier provider of Internet-based, e-learning, distance education programs, announces the appointment of Anthony Ruben as Chief Financial Officer. Mr. Ruben manages the company's financial operations and is a member of the Executive Committee. He will play a leadership role in developing strategy and in implementing the company's capital raising and acquisition plans. Before joining Compass, he was instrumental in the completion of more than $2 billion in domestic and international transactions, including acquisitions, joint ventures, IPO's and private placements of debt and equity for various companies.

"Tony brings over 10 years of finance, management, strategy and investment banking experience to Compass which will be an enormous asset as we continue to pursue aggressive growth in our niche markets," said CEO Rogers Kirven. "In addition, Tony's outstanding strategic abilities will enable him to play a key role in managing current and future partner relationships and acquisition activities for Compass."

Most recently, Mr. Ruben was the Vice President of Corporate Development and Treasurer for Industar Digital PCS, a start-up wireless telecommunications company that recently announced its sale to AT&T (T) and TeleCorp (TLCP). Prior to Industar, he served as Investment Banker for Tucker Anthony Cleary Gull, and was a Corporate Development Manager for Tenneco's packaging subsidiary. Mr. Ruben received his undergraduate degree from the University of Illinois, his MBA from the University of Michigan and is a CPA.

About Compass Knowledge Holdings, Inc.

CKNO is a premier provider of distance education and e-learning solutions that put the web to work on behalf of working professionals seeking a degree or certificate to advance their careers. The Company collaborates with colleges and universities to create, develop and deliver degree and certificate programs in the niche areas of Healthcare, Education and Law. Through the Compass Learning System(TM), the Company offers students access to knowledge anytime, anywhere, combining the richness of the offline experience with the reach of the Internet.

Statements made in this press release, other than those concerning historical information, should be considered forward-looking and subject to various risks and uncertainties. Such forward-looking forward statements are made pursuant to the `safe-harbor' provisions of the Private Securities Litigation Reform Act of 1995 and are made based on management's current expectations or beliefs as well as assumptions made by, and information currently available to management. A variety of factors could cause actual results to differ materially from those anticipated in Compass' forward-looking statements, including the following factors: the ability of Mr. Ruben to meet expected performance goals including, without limitations, the facilitation of capital financing for the company, Compass' ability to attract new partners and alliances, Compass' ability to manage its growth and to respond to rapid technological change; market acceptance of new products and services, including its legal and education programs; continued development of effective marketing, pricing and distribution strategies; competitive pressures among distance education providers may increase significantly; costs or difficulties related to the integration of businesses, if any, acquired or that may be acquired by Compass may be greater than expected; operating costs or customer loss and business disruption following future mergers and acquisitions may be greater than expected; possible adverse results of future litigation; general economic or business conditions; legislative or regulatory changes may adversely affect the business in which Compass is engaged; and changes in the securities markets may negatively impact Compass. For a detailed discussion of cautionary statements and factors that could cause actual results to differ from the Company's forward-looking statements, please refer to the Company's filings with the Securities Exchange Commission, especially in the "Risks Related to Our Industry" included in the Company's Form 10-SB and in subsequent filings filed with the Securities Exchange Commission.