Compu-DAWN Enters Non Binding Letter of Intent To Sell Public Safety Division.

CEDARHURST, N.Y.--(BUSINESS WIRE)--May 12, 1999--

Compu-DAWN, Inc. (NASDAQ:ETVC) has announced that it has signed a letter of intent to sell the assets which make up Compu-DAWN's public safety division to an unrelated third party which is in a business similar to that of Compu-DAWN's public safety division.

Compu-DAWN decided to divest itself of its public safety division since the main focus of its business has shifted to Internet services, e-commerce and telecommunications services, and the public safety division, accounted for approximately 14% of Compu-DAWN's revenues during the first quarter 1999. Although Compu-DAWN anticipates negotiating and entering into a contract based on the Letter of Intent, there can be no assurance such a contract will be entered into and the transaction closed.

Compu-DAWN believes that in addition to the divestiture being in the best interests of its stockholders, the transaction will ultimately benefit its public safety division customer's who will be served by the purchaser which has more extensive and focused resources in the public safety software system industry.

Compu-DAWN, through its wholly owned subsidiary e.TV Commerce, Inc., is in the business of Internet services, e-commerce, and telecommunications services. Sales of its products and services are sold primarily through a referral network marketing organization of approximately 18,000 representatives.

Forward Looking Statements

Certain information contained in this announcement are "forward-looking statements". Compu-DAWN cautions readers that certain important factors may affect actual results and could cause such results to differ materially from any forward-looking statements which may be deemed to have been made in this announcement or which are otherwise made by or on behalf of Compu-DAWN. For this purpose, any statements contained in this announcement that are not statements of historical fact may be deemed to be forward-looking statements. Factors which may affect results include, but are not limited to, the risks and uncertainties associated with multi-level network marketing, the Internet and Internet related technology and products, new technology developments, developments and regulation in the telecommunications industry, the risk of loss of management and personnel, the competitive environment within the Internet and telecommunications industries, the ability of Compu-DAWN to develop its infrastructure, the ability of Compu-DAWN to raise additional capital which will be required in the near term to continue to develop and sustain business at current levels, the competence required and experience of management and economic conditions.