Susquehanna Street Extension White Haven, PA 18661 (570) 443-9575 Fax: (570) 443-9237 WINBEAM INCORPORATED SUBSCRIPTION AGREEMENT The undersigned, R.F. Internet Systems, Inc. an affiliate of EMCEE Broadcast Products, Inc. does hereby subscribe for and...

                          R.F. INTERNET SYSTEMS, INC.

                   Xxxxxxxxxxx Xxxxxx Xxxxxxxxx
                      Xxxxx Xxxxx, XX 00000
                          (000) 000-0000
                       Fax: (000) 000-0000

                       WINBEAM INCORPORATED

                      SUBSCRIPTION AGREEMENT

The undersigned, R.F. Internet Systems, Inc. an affiliate of EMCEE Broadcast
Products, Inc. does hereby subscribe for and agree to take a total of Fifty
Thousand (50,000) shares of the common stock of WinBeam Incorporated, a
Pennsylvania corporation in consideration of Five Dollars ($5.00) per share, the
total purchase price of such stock being $250,000, payment of which shall be
made in good and certified funds.

Dated as of March 24, 2000

                            /s/ Xxxxx X. Xxxxxxx
                            Xxxxx X. Xxxxxxx
                            Vice President

The foregoing subscription is
acceptance as ofthe   31st   day
of    March  , 2000, on behalf
of WinBeam, Incorporated

/s/ Xxxxxxxx X. Xxxxxxx
Xxxxxxxx X. Xxxxxxx President