Modern Health Care Holdings Announces Lawsuit.

Business Editors

SANTA BARBARA, Calif.--(BUSINESS WIRE)--Jan. 13, 2003

Modern Health Care Holdings Ltd. announced today that it has filed a lawsuit for Damages and Rescission and Restitution over the sale of a controlling block of 9,750,000 shares of common stock of Ameridream Entertainment Inc. (OTCBB:AMDR).

The lawsuit, filed against Addax Entertainment Inc., Ameridream International Inc., and Lang Elliot, president of Ameridream Entertainment Inc., claims that the defendants entered into an acquisition agreement with Modern Health Care Holdings in May 2002 for the purchase of a 92.23% controlling interest in a publicly held and traded company named McSmoothie's Inc., which is now known as Ameridream Entertainment Inc., on which defendants have defaulted and have failed and refused to pay. The lawsuit, filed today in Riverside County Superior Court, Case No. INC 033467, seeks rescission of the agreement and return of the stock, or, in the alternative, damages in the amount of $500,000 plus interest.

The lawsuit alleges that defendants failed to pay for the controlling block, that defendants transferred 9,300,000 shares of the controlling block to Addax Entertainment Inc., and further that defendants made false representations to Modern Health Care Holdings to induce it to turn over its controlling interest in McSmoothie's (now Ameridream Entertainment Inc.), as follows:

"That defendants were making a movie entitled, `Dorf: USMC' starring Tim Conway, with a $5 million budget, and had investors committed to the funding, provided that defendants could acquire a publicly traded entity, and that, out of the initial funding, defendants would pay the $500,000 purchase price for the controlling block of stock."

It also alleges that "defendants have undertaken a course of mismanagement which is rendering the stock worthless, (which) includes the following: Failing to file proper reports required of reporting companies pursuant to Section 12 of the Securities and Exchange Act of 1934, as amended, which will result in AMDR losing the price quotation of its common stock ... putting out false and misleading and sometimes ridiculous press releases ... issuing millions of shares of stock at 20% of the current bid price of the common stock ... in return for a line of capital, the result of which is diluting all other shareholders' holdings ... failing to maintain sufficient market and public relations support for the company, resulting in a decline of AMDR's stock prices of over 100% since August, 2002, discharging company consultants and attorneys, and failing to replace them, and moving AMDR's headquarters from office space with sufficient clerical and staff support to the condominium Lang Elliot uses as his residence."

Sources at Modern Health Care Holdings have indicated that it intends to pursue all remedies that it may have available for a swift return of the stock.