NCT GROUP INC
8-K, EX-99, 2000-09-05
MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES
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Exhibit 99
                          [NCT Group, Inc. Letterhead]

CONTACTS:

Media:     Joanna Lipper                    Investor: Robert Onesti
-----                                       --------
           NCT Group, Inc.                            NCT Group, Inc.
           (203) 226-4447 ext. 3506                   (203) 226-4447 ext. 3502
           (203) 226-3123 (fax)                       (203) 226-3123 (fax)
           [email protected]                     [email protected]


                              FOR IMMEDIATE RELEASE

           NCTI SUBSIDIARY DISTRIBUTEDMEDIA.COM COMPLETES ACQUISITION
                            OF THEATER RADIO NETWORK

$3.3 Million In Annual Revenues From Advertising In Multiplex Cinemas Nationwide

WESTPORT,  Conn,  August 23, 2000 - NCT Group,  Inc.  (OTCBB:  NCTI)  subsidiary
DistributedMedia.com,   Inc.  (DMC)  today   announced  the  completion  of  the
acquisition of Theater Radio Network (TRN) in a stock swap transaction. TRN is a
provider of entertainment audio programming in multiplex cinemas nationwide with
annual  revenues  of  approximately  $3.3  million.  TRN is  now a  wholly-owned
subsidiary  of DMC  called  DMC  Cinema,  Inc.  and will be run by  current  TRN
management.  "The  Sight  &  Sound(TM)  system  will  immediately  increase  our
revenue-generating  capacity because it will expand our current programming from
primarily the screening  areas of the theater into theater  lobbies,  concession
and waiting areas," said Allan Martin,  chief executive  officer,  Theater Radio
Network.  "Additionally,  the  Sight  & Sound  system  adds a  visual  billboard
component to our current audio-only programming. We expect to make great strides
in market  penetration  with this larger  multimedia  presence." The current TRN
programming  is delivered to each theater via compact  disk.  Conversion  to the
digital Sight & Sound system will allow for remote  delivery of programming  and
advertising to all sites,  improving efficiency and enabling the quick execution
of  programming  changes.  The patent pending  system also  continually  adjusts
volume based on  background  noise so that the audio is always  maintained  at a
foreground  level.  "This acquisition  provides us with a ready-made  network of
9,000  screens  which is a  substantial  base on which to build  DMC  Cinema,  a
cinema-focused  advertising  network.  We believe that this focus has tremendous
advertising  potential,"  said James A.  McManus,  chief  executive  officer and
president,  DistributedMedia.com,  Inc.  "Every month,  TRN reaches more than 40
million  listeners on behalf of its  advertisers.  Now,  those  advertisers  can
deliver  visual  impressions  to their  theater-going  audience as well as audio
programming. In addition, because a large number of TRN theaters are mall-based,
advertisers  will be able to take advantage of synergies such as cross promoting
with  mall-based  retailers  that are also a part of our other  networks.  " DMC
Cinema is a synergistic expansion to DMC's entertainment-focused retail networks
which  include  Barnes & Noble  college  stores with 380  locations;  Wherehouse
Entertainment  stores with 600 locations;  and Trans World Entertainment  stores
with 1,000 locations.  U.S. consumers spent  approximately $3 trillion at retail
in 1999 and  retailers are devising ways to keep shoppers in the store longer by
delivering  entertainment  value to the shopping  experience.  The Sight & Sound
system is attractive  to retailers  because it delivers  CD-quality  music which
truly  enhances the ambience of the retail  environment,  and is  attractive  to
consumers because the audio  advertisements  and printed billboard  messages are
delivered in the context of entertaining music programming.

                           About Theater Radio Network

Theater Radio Network  produces a radio show that is broadcast in movie theaters
nationwide.  Its program is an entertaining mix of contemporary music, celebrity
interviews and trivia.  Theaters that are part of the TRN network  include Sony,
Loews,  Cineplex Odeon,  Regal,  United Artists and others.  Advertisers include
America Online, ABC Television,  DreamWorks, Warner Bros., IBM, and Amoco, among
others.

                        About DistributedMedia.com, Inc.

DistributedMedia.com,  Inc., a subsidiary of NCT Group,  Inc., sells place-based
broadcast and billboard  advertising  through its  innovative  microbroadcasting
network of Sight & Sound(TM)  systems  deployed  to a wide array of  out-of-home
environments. For more information refer to www.distributedmedia.com.

                             About NCT Group, Inc.

NCT Group, Inc. is a  publicly-traded,  high-tech company.  Having  historically
specialized  in the  utilization  of sound and  signal  waves to  electronically
reduce  noise,  improve  signal-to-noise  ratio and enhance sound  quality,  the
Company  of today is  applying  its  technological  innovations  to the areas of
media, through its  DistributedMedia.com,  Inc. subsidiary,  and communications,
with a  specific  concentration  on IP  telephony  applications.  The  Company's
emerging technology incubation strategy nurtures development of NCT technologies
and  complimentary  technologies  from  outside  developers.  Current  offerings
include the  proprietary  Sight & Sound(TM)  system,  a place-based  advertising
medium installed in retail and commercial locations;  ClearSpeech(R), a suite of
software algorithms for integrated Internet telephony and enhanced speech-driven
applications;  silicon micromachined  microphone chips for use in communications
products;  and Java(TM) chip  technology  targeted to developers of  smartcards,
appliances and communications  applications.  The Company's award-winning brands
include Gekko(TM) flat audio speakers and NoiseBuster(R) and ProActive(R) active
noise reduction headsets. For more information, refer to www.nct-active.com.

                                     # # #

Cautionary  Statement Regarding  Forward-Looking  Statements Certain information
contained  in this  press  release  are  forward-looking  statements  within the
meaning of the Private  Securities  Litigation  Act of 1995 (the  "Act"),  which
became  law in  December  1995.  In order to obtain  the  benefits  of the "safe
harbor"  provisions  of the Act for any  such  forward-looking  statements,  the
Company wishes to caution investors and prospective  investors about significant
factors,  which among others,  have in some cases affected the Company's  actual
results and are in the future likely to affect the Company's  actual results and
cause them to differ materially from those expressed in any such forward-looking
statements.  Investors and prospective  investors should read this press release
in conjunction with the Company's most recent Form 10-K and Forms 10-Q.




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