OEM TECHNOLOGY COMPONENTS

The Company owns intellectual property and expertise in the use of Flash media
for storing data, such as sound, pictures, and video. The development of the
proprietary MicroOS(TM) for both of the industry standard Flash memory
formats---Intel's Miniature Card and CompactFlash---establishes the Company with
experience developing for both. The Norris Flash File System 8:1 compression
technology---which allows 18 minutes of voice recordings in 1 megabyte of
memory---is efficient when compared to competing compression algorithms. In
addition, the Company holds a patent on the use of removable Flash media as
storage for a hand-held digital voice recording device.

A key feature of the Company's Flashback technology is the ease of computer
compatibility. The Company's approach to managing digital sound information
allows information to be manipulated, saved and transferred over any number of
digital

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communication paths including the Internet and corporate Intranets. Information
may also be compressed or saved in traditional sound formats on hard drives or
other media. Management believes the rapid growth of the Internet and corporate
Intranets and the growing use of electronic mail will provide a growing market
for an efficient method to transmit voice messages, sound and other data over
these networks. Management believes the Company's technology provides an
efficient method to link this information between networks, personal, portable
and network computers and an array of miniature electronic devices.

The Company believes its expertise and technology offers OEMs a rapid path to
develop digital recording products using Flash memory. These products may
integrate the Company's technology as a primary or secondary feature set. In
most cases, the Company believes it offers less costly development and a faster
time to market for companies who would otherwise have to develop expertise in
the following technology areas available for licensing:

MICRO OS: The MicroOScf is a compact operating system with logic
specifically designed to interface with CompactFlash, a Flash memory
card about the size of a matchbook that was originally developed by
SanDisk and is now supported by a number of manufacturers. MicroOSi was
designed with logic specifically for the Intel Miniature Card, a
competing Flash technology to the CompactFlash. Management believes
MicroOS is the only operating system for Flash memory that has a data
transfer rate limited only by the Flash memory write speed. The
operating system therefore supports the recording speeds required to
write directly to primary memory without intermediary memory. This
reduces overall hardware costs, especially for imaging applications.
Written in highly compact and optimized C computer language code, the
MicroOS operates in 14K of ROM and requires only 300 bytes of RAM.

NORRIS FLASH FILE SYSTEM: The Norris Flash File System (.nfs) is a
software module that speeds up and simplifies the integration of Flash
memory into embedded systems by transparently managing the
peculiarities of different types of Flash memory and by offering a
sophisticated and feature rich API (Advanced Protocol Interface, a file
protocol) and advanced fault tolerance.

MULTICHIP MODULE (MCM): The MCM is a single, highly compact chip that
contains a DSP and micro controller. With the MicroOS operating system
and the Norris Flash File System, the unit is designed to reduce the
hardware and software development time for products such as digital
voice recorders, telephone answering devices, and cellular phone
answering machines. It can also be integrated as a voice processing
feature into products such as digital cameras.