FDN, Inc. Announces Resignation of Executive Vice President And Member of the Board of Directors.

Business Editors

ORLANDO, Fla.--(BUSINESS WIRE)--Feb. 28, 2001

FDN, Inc. (OTCBB:FDNI) announced today the resignation of its Vice President of Sales and Operations, Scott R. Matthews, effective the 21st day of February, 2001, and resignation as Acting Chairman and Member of the Board of Directors effective the 14th of February, 2001. By moving away from the day-to-day operations and management of the Company, Scott Matthews will be purely focusing on sales and distribution for the Company and, therefore, helping the company to achieve its goal.

The Company's goal is to increase the distribution of its products, and, in so doing, increase the revenues. The Company plans for Scott Matthews to undertake the position of an independent contractor for the Company.

Paul Matthews, Chief Executive Officer, remarked, "By Scott becoming an independent contractor and placing his energies into developing our distribution sources, the Company will be enlarging its position in the market place. The increase in the distribution sources will allow us to place more of our products in the stream of commerce, and, thus, positively affecting our revenues."

Shawna Ki Rhodes, Director of Phone Cards Sales, will be working directly with the Company's present distributors and overseeing the inventory. Ms. Rhodes has worked for company since July of 2000. She has expanded her position to include the marketing efforts with the company's ISP provided through its strategic alliance with Adbookplus, Inc.

Christian Nees III, Director of Alternative Channel Sales and Merchandising, commented, "This is an excellent opportunity for the Company to increase its market share in the area of pre-paid phone cards, and, further, explore different avenues for distribution and possible direct markets for the sale of the Company's products."

FDN, Inc. is an industry leader in providing integrated and enhanced telecommunication and Internet services to consumer and small business customers. FDN, Inc.'s suite of product offerings includes: residential long-distance, nationwide ISP, Internet services including web hosting and web development, domestic and international prepaid carrier services and wire services, consisting of international wire transfers and funds transfer via terminals and debit cards.

Safe Harbor Statement: Certain statements in this news release may constitute "forward-looking" information within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve risk and uncertainties that could cause actual results to differ materially from those set forth or implied by such forward-looking statements. Forward looking Statements: All statements, other than statements of historical fact in this release, are forward looking statements. Actual results may differ materially from those contemplated by the forward looking statements as a result of certain factors including, but not limited to the effect of business and economic conditions; the impact of competitive products and pricing; and capacity and supply constraints or difficulties. Such statements reflect the current views of the Company with respect to future events and are subject to these and other risks and uncertainties and assumptions relating to the operations, results of operations, growth and liquidity of the Company.