RESOLUTION
OF THE BOARD OF DIRECTORS
WORLDWIDE WIRELESS NETWORKS, INC.
AUTHORIZED SHARES FOR
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SCHUMANN & ASSOCIATES
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The undersigned, constituting a majority of the Board of Directors of
Worldwide Wireless Networks, Inc., (hereinafter the "Corporation") hereby
consent to vote in favor of, and adopt the following resolutions by written
consent pursuant to the provisions of the Nevada Revised Statutes and the
Corporation's bylaws.
RESOLVED, that the Board of Directors hereby adopts and approves
The issuance of 20,157 shares of treasury common stock to the organization
Commonly known as SCHUMANN & ASSOCIATES, said shares as compensation for
the company's obligations under the contract for legal and management
consultation between October 1999 and May 31, 2000.
FURTHER RESOLVED, that the proper officers of the Corporation be,
and they hereby are, authorized and directed to do all other acts called
for by, or necessary to carry out, the intent of the above referenced
resolutions.
DATED this 1st day of June, 2000.
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By Thomas J. Rotert, Esq., By Charles "Cliff" Bream,
Director, General Counsel, C.O.O.
Secretary,
Treasurer
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By Jack E. Tortorice,
C.E.O.
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