The agreement calls for AudioMonster to pay total consideration of $14,000,000 of which AudioMonster shall pay $9,000,000 by issuance of a three-year promissory note to the Vendor.

ADS Technologies Inc. (ADST) is a manufacturer and international distributor of high-quality, high fidelity audio products for both the automotive aftermarket and the home. ADST's three operating divisions are a/d/s, Orion, and Precision Power. A/d/s, Orion, and Precision Power are all leading car and home audio brands and have won numerous industry achievement awards. ADST provides financial, engineering, manufacturing, and administrative support, for each if its brands, while maintaining marketing, sales, and product development as independent functions within each brand. ADST's primary manufacturing facility and offices are located in a state of the art 85,000 square foot facility in Tempe, Arizona.

ADST estimates net sales for the year ended January 2001 to be approximately $40,000,000 with an EBITDA of approximately $5,500,000. ADST has achieved first quarter revenues of approximately $9,200,000 with an EBITDA of approximately $780,000. ADST is currently meeting its proforma budget and management believes that it is in a position to surpass its budgeted forecasts. Last year ADST achieved sales of $19,257,000 with an EBITDA of $1,406,000. ADST currently has assets of approximately $17,000,000.

AudioMonster Online Inc. president and CEO Greg Corcoran states, "The acquisition of ADST is a key milestone in the execution of our growth strategy. Also, having both high quality audio hardware and music allows us to cross-link our customer bases to create massive brand leverage. Our future Internet initiatives and current e-commerce technologies should allow us to grow both markets rapidly. Driving revenues and creating sustainable business models sets AudioMonster apart from first generation Internet audio companies, and allows us to build a broad based brand driven audio model which currently does not exist on the Internet."

Corcoran adds, "We are actively pursuing additional complementary acquisitions which will allow us to create an e-commerce-based service and support dealer network to fill the large specialty audio hardware market currently not serviced by large retail vendors. In doing so we are confident that we can achieve our first year objective of $100,000,000 in revenues."

*This release contains "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21B of the Securities Exchange Act of 1934. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, goals, assumptions, or future events or performance are not statements of historical fact and may be "forward looking statements".

Forward looking statements are based on expectations, estimates and projections at the time the statements are made that involve a number of risks and uncertainties which could cause actual results or events to differ materially from those presently anticipated. Forward looking statements in this action may be identified through the use of words such as "expects", "will", "anticipates", "estimates", "believes", or statements indicating certain actions "may", "should", or "might" occur.

Link for more info: www.audiomonster.net