RESOLUTIONS OF
THE BOARD OF DIRECTORS
OF WORLDWIDE WIRELESS NETWORKS, INC.
A special meeting of the Board of Directors of Worldwide Networks,
Inc., a Nevada corporation (the "Corporation"), was held on July 19, 2000. All
members of the Board of Directors were present.
RESOLVED, that the Board of Directors of the Corporation hereby
Authorize the issuance of 125,000 common restricted shares, of the
Corporation's common stock to Technology Equity Fund Corp., as an
isolated transaction, under exemption provided by Sections 3 and 4 of
the Securities Act of 1933 and applicable state exemptions. These shares
shall have piggy back registration rights for immediate registration on the
Corporation's next registration. Said stock is being issued for $250,000;
and
FURTHER RESOLVED, that the Corporation's transfer agent, Standard
Registrar & Transfer hereby authorized and directed to issue and
aggregate of 125,000 restricted shares of the Corporation's common stock
as follows:
Technology Equity Fund Corp. 125,000
1209 Orange Street
Wilmington, Delaware 19801
FURTHER RESOLVED, that the proper officers of the Corporation be, and
They hereby are, authorized and directed to do all other acts and to
Execute and deliver all documents as may be required, necessary or
appropriate in the opinion of legal counsel, to carry out the intent
of this resolution.
DATED this 19th day of July 2000.
/s/ CHARLES C. BREAM
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CHARLES C. BREAM
/s/ JACK TORTORICE
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JACK TORTORICE
/s/ THOMAS J. ROTERT
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THOMAS J. ROTERT