IQBIOMETRIX, INC.

EXECUTIVE SUMMARY BUSINESS STRATEGY March 27, 2011

EXECUTIVE SUMMARY Company (Summary): Executive Summary: IQBiometrix, Inc. (IQB) is the leading facial composite (face building) software technology company. It was first developed in the mid 1990s in cooperation with developers from Montreal, Canada. As part of the development process, IQB captured 9 issued patents, and one outstanding open patent, which covers face building and electronic transmissions, which has broad application into the avatar sector. The software, FACES, has a worldwide audience, and is issued in three languages, English, French, and Spanish. The company has three operating divisions: 1) Software sales to law enforcement and educational markets, 2) IP protection and litigation, and 3) online game and downloadable applications. Although IQB has been self-funded to-date, the company is currently opening up an investment opportunity to take advantage of rapidly developing events in all three of its operating divisions. See our website: www.facesid.com. Marketing Summary: Our key marketing strategy is to leverage our assets across our three divisions in an integrated campaign. Management Summary: Our management structure is our greatest strength, as outlined in the detail below. We have invested years in assembling best of breed solution providers in all three of our operating divisions, in order to maximize the monetization of our unique blend of technology assets. Competitor Summary: Our integrated unit consisting of three operating divisions is unique in its configuration. It has no competitors. We feel a major buyer will be able to strategically deploy our assets against competitors in its marketplace. Daily Operations Summary: Our daily operation strategy is to outsource all operations in each of our operating divisions. We provide executive level oversight of our operational activities. Capital Requirements: Funding Structure: We are looking for a $1 million line of credit, secured by the assets of the company. (UPDATE AS OF 3/26/11: Our monetization strategy is working. Our current needs probably won't exceed $500,000). Repayment Summary: The loan repayment will come from a variety of revenue centers, listed in the detail section below.

BUSINESS STRATEGY DETAIL Mission Statement: To maximize the monetization of an array of software, gaming and intellectual property assets that have an integrated focus around face building technology. Vision Statement: Our vision is to bring to maturity the assets of the company for ultimate sale to a major company in the relative near term of 1-2 years. Company (History): IQBiometrix, Inc. originated in the mid 1990's with a concept to develop a game around the building of faces as a software program. It evolved into a law enforcement tool widely used to duplicate the skills of a police sketch artist. The company did its initial development work in Montreal, Canada. It moved to Fresno, California in 2001 to be near the criminology department at Fresno State University. It was acquired by the current ownership in an asset sale in January, 2008. The company now resides in Houston, Texas. The company has three operating divisions: 1. An intellectual property division that contains a family of 10 patents, nine issued and one currently filed with the USPTO, waiting to be issued. The patent portfolio, dating back to 1995, controls a wide application in face building and electronic transmittal of facial images. 2. A software division: FACES(TM) 4.0 LE (Law Enforcement), as our software is called, has emerged to become the leading facial composite imaging software tool used by law enforcement. Our FACES 4.0 EDU is used by leading criminology departments. 3. A gaming division: Our FACES game can be played at www.amw.com. Just scroll down to the bottom of the page. John Walsh navigates the game. Company (Objective): Our business objective has been to bring the integrated assets to a level of maturity that would make the venture attractive as an acquisition. Our challenge has been to acquire the expertise needed to fully exploit a unique set of assets. After years of searching, we have finally amassed a highly skilled team. We are now "hard launching" in all three of our major divisions. We expect our venture will have matured within 18 months to be purchased by a major company. Company (Ownership): The company is owned by the following private individuals, each owning 50%: Greg/Nancy Micek and Bill Scigliano. There is no intended change to the ownership structure. Company (Staff Training / Experience): The company management structure is a combination of an in-house executive team, and outsourcing to qualified, "best of breed" firms with specialized expertise in the areas required. The internal management team is led by: 1. William Scigliano, CEO. William (Bill) Scigliano is the Founding Partner of Scigliano Group, LLC, an international company specializing in early stage technologies, investments, mergers and acquisitions, and intellectual property strategies. Scigliano Group focuses on clients in multimedia digital and social media, mobile applications, entertainment and gaming. The companys offices are in Los Angeles, CA and Las Vegas, NV. Prior to founding Scigliano Group, William was a successful

C-level executive. He was formerly the Chairman of the Board for Wherify Wireless, Inc., a California-based developer of GPS software and services and has served on a number of Boards Agencies and Commissions Mr. Scigliano was CEO of IQ Biometrix, Inc. (NYSE), a provider of digital face technologies based in San Francisco, California. He drove the endorsement and licencing of IQB technology by thousands of agencies worldwide, and led the companys eventual acquisition. Additionally, Mr. Scigliano developed and managed FOX televisions first website www.amw.com featuring Americas Most Wanted, the investigative series hosted by John Walsh and has been an technology advisor to crime and drama television shows including CSI, Crossing Jordan and CNN. Before joining IQB, Mr. Scigliano worked for eight years as an Executive Director, Attorney General in BC. Mr. Scigliano currently serves as an executive advisor to the U.S. National Association of Attorneys General in Washington DC (NAAG & CWAG) and the Committee of Western Attorneys General in Sacramento. He has a joint MBA /Law degree (with honors) from the University of Oregon 1984 and a Bachelor of Arts. His linked in profile can be viewed at: http://www.linkedin.com/profile/view?id=13089597&authType=name&authToken=EXZp&goback= %2Econ. 2. Greg J. Micek, Director of Corporate Development.As a principal in his own management consulting and merchant banking firm, The Micek Group, Mr. Micek has acquired over 22 years experience in various corporate development roles with emerging companies, including serving on various boards, as well as in CEO and CFO management positions. Mr. Micek targets emerging companies in need of management support and early stage financing. Prior engagements include extensive work in managing business turn-a-round and rapid growth situations. He has particular experience in taking private companies public through both reverse merger and spin-off strategies. In the area of technology transfer, Mr. Micek has worked with many inventors in monetizing their invention. He has also developed two small business incubating environments. View his LinkedIn profile: http://www.linkedin.com/in/gregmicek. 3. Nancy Micek, President, Chief Operating Officer, Controller. Nancy has extensive experience working at an operating level with small and, in a divisional role, large companies. Outside business partners:

1. Software division: a. Aptia Solutions. See www.aptia.com. Aptia is charged with developing the next generation of our software, FACES 5.0. This version is building an online version on the silverlight platform. 2. Gaming division: a. Online game: Our online game can be viewed on the America's Most Wanted website, www.amw.com. Just scroll down to the bottom of the home page and play the game.
i. Partners:

1. FOX Network. As the parent owner of America's Most Wanted, FOX has entered into a revenue sharing agreement with our company to promote the game on the website and throughout it's various media properties. Through it's programming asset, America's Most Wanted, we have had the good fortune to have had John Walsh as an active endorsement of our law enforcement software.

2. Game Development Partner: Oddcast. See www.oddcast.com. Oddcast developed the online game and also hosts the game. b. Downloadable game. We have developed a downloadable version of the game in partnership with Microsoft's BING division. Our partners are: i.
FOX and Oddcast, as game partners. (Noted above).

ii. Microsoft Corporation. The game has been integrated with the BING browser as a combined download. Microsoft will pay us each time BING is activated. iii. AddRevMedia, Inc. see www.adrevmedia.com. AddRevMedia, as agent for Microsoft, provided the programming expertise required to convert our on line game into a downloadable version. iv. Third party consumer websites. We are in discussions with major comsumer brands to host the download on their websites. We expect to be making announcements on these marketing partner relationships in the near future. 3. Intellectual Property Division: a. General Patents. see www.generalpatents.com. General Patents is the premier patent litigation fund in the country. They are widely respected in the industry. They are not patent trolls, and do not work on contingency. They hire the law firm and direct the litigation. General Patents only select about ten patent portfolios each year, after reviewing hundreds of submissions. We are grateful to have been selected. b. Patent Litigation: Kirkland and Ellis. see www.kirkland.com. K&E is a premier patent litigation firm in the country. They had led a litigation of our IP in 2009, successfully settling with 5 defendants. We since suspended our litigation in order to strengthen our portfolio with our current outstanding filing at the USPTO. We expect to have that patent issued later this year. c. Patent Prosecution: Alix, Yale & Ristas LLP. see www.pctlaw.com. Our direct counsel, Rene Vazquez, originally involved in the drafting of the expansion of our portfolio in 2003-2004. We are grateful to have Rene overseeing out patent prosecution.
Company (Organization Timeline): Event Timeline: 1. Software division:

a. Day one of funding: Engage Aptia to develop FACES 5.0 b. b. Day seven after funding: Launch landing page for the start of pre-sales of FACES 5.0. Strategy is to sell our current FACES 4.0, with an offer for 100% of the purchase of our CD is applied to the first year's license fee of 5.0. c. Six months after funding: Launch of FACES 5.0, both the LE for Law Enforcement version, and the EDU for Education version.

2. Intellectual Property division: NO FUNDING REQUIRED. General Patent will fund the litigation. Estimated for October, 2011. Litigation initiates when the current patent pending is issued. 3. Gaming Division: NO FUNDING REQUIRED. a. On-line game: LAUNCHED. b. Downloadable version of the game: LAUNCHED.
Company (Assets): Company asset and values (all values are estimated. No independent valuations):

1. Intellectual Property: $8-10 million. 2. Software: $1 million 3. Gaming assets: $1 million.

Products and Services: Divisions:

1. Software: The FACES software was originally developed in Montreal in 1995 as a software game. It evolved into a law enforcement tool. FACES LE for Law Enforcement was launched in 1999 through a free distribution of 12,000 demo copies to police agencies throughout North America. The software has 4500 hand drawn images that allow the user to build a face, like a police sketch artist. There are two current versions of the software, FACES 4.0 Law Enforcement (LE), and FACES 4.0 Education (EDU). With over (an estimated) 25,000 users world-wide, we have achieved broad distribution in both markets. We are currently finalizing FACES 5.0. This version is being written in Silverlight, and will have both a SAAS (Software As A Service) version, and a dvd version. Additionally, we have approached Adobes PhotoShop division for collaboration and have received a positive response. 2. IP Litigation/Licensing: Patent Litigation: IQB owns 9 issued patents and one open patent filing. Our IP portfolio family has two main themes: We own the rights to the building of an avatar from a data-base of images, and we own the rights to the electronic transmittal of that built avatar. In 2009, we initiated litigating on our patent portfolio with a top tier IP litigation law firm. We have successfully won judgements against a first round of defendants. We are about to embark on a new round of litigation with a current target list of over 40 potential infringers. We are also identifying licensing opportunities to pursue. 3. On-line game and download: In a collaborative effort with Microsoft and FOX Network, our game has been integrated with BING as a combined download. The download can be accessed at: www.yousendit.com/download/T2pFN3RTSWU5NVUwTVE9PQ. In addition, our online game can be viewed on the Americas Most Wanted Website. Just go to the home page at www.amw.com., and scroll down to the bottom of the page to play the game. We are proud to have John Walsh as the navigator. 4. Corporate Sponsorships/Foundation donations : A number of corporations have already expressed an interest in purchasing and donating our software into local communities across the U.S. In addition, our plans include targeting foundations for support in purchasing and donating our software.
Products:

Our patent portfolio allows us to control any online face building and facial image transmission. This profoundly impacts the avatar world. Our software uniquely compiles a face from a data base of hand drawn images. This allows our technology to be implemented in a number of applications that have never before been available. For example, our FACES LE can be installed in the vehicle of every first responder, allowing police sketch expertise to be put in the hands of all of law enforcement. This will allow "tens of thousands" of cases to be solved every year (quote for a police sketch artist). Marketing (Target Market): Our target markets in our three divisions are as follows:

1. IP Division: a. Infringers: We have identified over 45 web applications that violate our IP. We are adding to the list on a regular basis. b. Licensing: As we develop our FACES 5.0, we expect to generate dozens of licensing opportunities. 2. Software Division: Our software currently is in three languages, French, English and Spanish. Therefore, we have had a worldwide market from inception. We currently have over 50,000 installed users worldwide. We expect an immediate market demand for our FACES 5.0 when it is launched. a. FACES LE for Law Enforcement: Our landing page for FACES 5.0 will be strategically placed on leading websites that serve the law enforcement community worldwide. b. FACES EDU for Education: Our landing page for the educational market will be specially designed for that market and will also be strategically positioned on websites that serve the educational community. 3. Gaming Division: a. On-line Game: Our online game will reside on www.amw.com. It will be promoted throughout the FOX Network media properties. Revenue will be ad driven. b. Downloadable Game: In partnership with Microsoft, we will place the downloadable version of the game on the websites of leading consumer based brands.
Marketing (Customers): Our customer base in our three markets are as follows:

1. Software Division: Our current CD version of the software has been installed on over 50,000 computers worldwide, which is about equally split between the law enforcement and the educational markets. With the launch of an online version, we expect market demand to explode in both markets. 2. Gaming Division: Our gaming assets allow us to penetrate the consumer market. Our software has benefical applications toward improving observational skills. We expect high consumer demand for our "edutainment" game.

3. Intellectual Property Division: We have both IP violators that will be converted into licensees, and new prospective licensees for our technology.
Marketing (Advertising): Our advertising strategy is to exploit the game to migrate interest over to our software through the landing page. Competitors: Our competitors in our various divisions are as follows:

1. Software Division: There is no competitor that we know of that can put the expertise of a police sketch artist directly in the hands of the first responder. There are competitive solutions that can be installed in the police central facility. 2. Gaming Division: In the online consumer market there are, literally, thousands of games and apps being developed and on the market. We will be entering a very crowded field. We feel our channel partners give us a leg up in rising above the noise of the market. 3. Intellectual Property Division: By definition IP litigation and licensing involves no competitive products or services.
Competitor Strategy: Our competitor strategy, which is an integration of our three divisions, involves a unique blend of three entirely separate and distinct markets. We are unable to identify a competitor that is capable of leveraging our three asset categories and compete with us. That is our primary motivation in positioning our venture for sale to a major company. We feel a major buyer will be able to further leverage our assets for strategic benefit againts ITS competitors. Company strengths: Our company strengths are as follows:

1. Software Division: a. FACES LE for Law Enforcement: We are able to penetrate, through the first responders, directly to the crime scene. a sketch of the perpetrator can be generated in a matter of minutes. It can then be transmitted, through our patented transmittal process, directly to the law enforcement community and media. b. FACES EDU for Education: The high school forensic science programs have been using FACES as part of a CSI lesson plan. 2. Gaming Division: The consumer market will be attracted to our game as an "edu-tainment" experience. 3. IP Division: Our family of patents represent a narrow, but deep and exceedingly defensible legal position in the online avatar market.
Company Weaknesses: Our company has been in existence, through a series of ownership changes, since 1995. The biggest challenge for the company has been the acquisition of the right expertise to exploit the technology. Further, we believe the technology has been years ahead of the available compatible technologies and expertise required to mature its value. Over the last three years, we have been

fully engaged in amassing the broad and deep expertise needed. We have finally built the entire team. We encourage any prospective lender to challenge our efforts to find any weaknesses. Daily Operations: Our daily operations involve an integration of internal operational oversight an outsourcing in our three divisions. 1. Software division: We handle all current sales and fulfillment activities internally with a staff of two people. Current sales have been modest, as we've been in a "soft launch" mode for the past three years, as we assemble our team. As we launch FACES 5.0, we plan to outsource customer service and fulfillment. 2. Game division: The entire game division is outsourced to our development partners, with oversight provided by our CEO. 3. IP division: We are outsourcing our IP litigation to General Patents. We will be pursuing licensing opportunities with an internal team, which will be led by our CEO. Facility Requirements: As we grow with the launch of the next generation version of our FACES software, we will be outsourcing all company operations, and will have no facility requirements. Staff Requirements: Internal staff requirements will be limited to executive level oversight of our channel partner and outsourcing relationships. Supplier Needs: Our supplier needs are limited as we are, or will be, outsourcing all of our operating activities. Capital Requirements: Funding Structure: We are looking for a $1 million line of credit, secured by the assets of the company. UPDATE AS OF 3/26/11: Our monetization strategy is working. our current needs probably won't exceed $500,000). Use of Proceeds: Our intent is to use the funds as follows: Amount 1. $200,000.00 USE

a. DefendIng our market rights against copyright/trademark violations and illegal sales of our software:
2. $250,000.00 a. to develop the next version of our FACES software.

3. $200,000.00
a. as compensation to the lender for the note

4. $100,000.00
a. finders fee for the note.

5. $100,000.00

a.

accrued legal and administration expenses

6. $50,000.00 a. website development, online marketing, and collateral material. 7. $100,000.00 a. cash reserve.
________________ $1,000,000.00 TOTAL

Repayment Schedule: The loan will be repaid upon maturity, with a one year extension. Repayment Summary: The loan repayment will come from a variety of revenue centers, listed below. It is our position that virtually all aspects of our combined business sectors have never been attempted before, either individually or as part of an integrated unit. Therefore, we are not submitting timelines to our revenue targets. Repayment Sources: Bank financing $25-50 million net revenue from IP litigation $25-? Million from BING/FACES/FOX downloads $20 million in annual license revenue from FACES 5.0 $10 million from corporate sponsorships Additional revenue sources include resellers and licensing.

Historical financial statements: Our annual revenue has historically been modest, less than $100,000 a year, as we focused the majority of our efforts on finding and capturing the external partners. Business Address: IQBiometrix, Inc. P.O. Box 720323 Houston Tx 77219, Phone: 713.661.6539 Email: gmicek@iqbiometrix.com