Corporate Management Solutions, Inc. and CSC The United States Corporation Company Announce Partnership and Product Interface.

SHELTON, Conn. and WILMINGTON, Del.--(BUSINESS WIRE)--December 10, 1998--

Will offer unique business solution to streamline the management

and preparation of corporate qualification

filings

Corporate Management Solutions, Inc. (CMS), the premier provider of equity compensation and corporate records management software solutions and CSC The United States Corporation Company, a leading provider of corporate document filing, retrieval, and registered agent services, today announced a partnership to offer a unique business solution designed to streamline the management and preparation of corporate qualification filings.

Filing Agent(tm), a module of CMS' Express Records(tm) software for the Office of the Corporate Secretary and CSC's IncSpot(tm) Web site and client extranet, work together to provide a timesaving solution for automating the preparation of corporate qualification filings.

Express Records users can easily pass select company and jurisdiction information from the Express Records database to IncSpot via the Internet. The data is then conveniently placed in the appropriate fields of IncSpot's filing preparation feature, eliminating the need to reenter most key qualification filing information. Once the data is transferred to IncSpot, users simply follow IncSpot's step-by-step format for completing the corporate filing.

According to Michael Brody, Chairman of CMS, "CMS and CSC's partnership brings expertise and experience to the areas of corporate records management and registered agent services and provides corporate secretaries and attorneys with an automated solution for corporate qualification filings."

"Filing Agent is a "technological handshake" that opens the door to many new possibilities for both CMS and CSC clients," says Brett Davis, CSC's Vice President of Market Development. "We are clearly excited about bringing this bilateral functionality to our mutual clients."

The Express Records Filing Agent interface to IncSpot will provide tremendous benefits to corporate attorneys, corporate secretaries and paralegals, including:

-- Easy electronic creation of qualification filings -- Expert system for greater accuracy of data entered -- Reduction in amount of filing information to be reentered -- Significant time savings -- Ability to file across multiple jurisdictions -- Convenient review of past filings -- Ability to save qualification filing information -- Access to additional IncSpot member features

In order to use FilingAgent with IncSpot, users will need Internet access, Microsoft Internet Explorer 4.0 or Netscape Navigator 3.01 or higher Web browsers and the document management system Adobe(R) Acrobat(R) Reader to view and print the completed forms contained within the filing preparation feature. (Adobe(R) Exchange(R) is needed to save qualification filing information.)

About CMS

Corporate Management Solutions, Inc. (CMS) develops, markets and supports the Express suite of equity compensation and corporate records software solutions. CMS' premier software and services are designed to promote more effective management and communication of information to optionees, directors and subsidiaries through state-of-the-art technology. Over 2,200 customers worldwide including 40 percent of the Fortune 500 rely on CMS' client/server solutions, industry expertise and knowledge of equity-based compensation to assist in their efforts to motivate, attract and retain employees. Founded in 1979, CMS is headquartered in Shelton, Conn. with over 100 employees. CMS' west coast headquarters are located in Silicon Valley with representative offices in Boston, Chicago, Dallas, and Washington D.C. For more information, visit CMS' Web site at www.cmsoptions.com or call 888-340-4CMS.

About CSC

CSC The United States Corporation Company, is a leading provider of public records document filing and retrieval services. Specializing in company formation and registered agent services since 1899, CSC continues to serve the needs of major corporations and their law firms around the world. Today, with nearly 700 employees in more than 20 states, CSC is a tightly integrated company with a single mission: to serve the legal profession, setting the standard by which CSC clients evaluate quality and against which CSC competitors measure themselves. For more information, visit CSC's Web site at www.incspot.com or call 800-USA-INFO (800-872-4636). -0-

Express Records and Filing Agent are trademarks of Corporate Management Solutions, Inc. IncSpot is a trademark of CSC The United States Corporation Company. All other names should be considered trademarks or registered trademarks of their respective companies.