The LearningStation.com provides schools with a cutting-edge technological solution to their hardware, software, content, & system administration needs. Based in Charlotte, NC & founded in 1997, the innovative LSC mission & movement was conceived because of a desire to integrate this application delivery system, already proven in the corporate sector, into the education arena. As the leading Portal & Application Service Provider (ASP) in the educational market, The LearningStation.com provides access, on a rental/subscription basis, to instructional applications & content through its educational portal. It has partnered with Sun Microsystems, The Learning Company, Microsoft, Computer Network Power, Citrix, MCNC, Cisco Systems, & others to build the first "thin-client" computing network of its kind. It is currently capable of supporting over 150,000 concurrent users & soon will double this capability.

I've followed USA Video since its inception. Ed Molina is an old friend -- he's taken USVO a long way -- it looks like it is breaking out, so I felt you should be aware of the rest of the following additional news.

USVO & Lightforce Films/LFITV.com (www.lightforce-films.com) agreed 12/23/99 to join forces to host & distribute innovative animated & live content & to broadcast it on the Internet. "We're now fully engaged in the huge Internet advertising & entertainment markets with good solid representation in the digital entertainment capital of the world, southern California," said Edwin Molina. He added: "Internet advertising reached $2 billion last year, is headed well above that this year, & is growing exponentially. Most of this is going to static banner ads, but we bring the added dimension of full-motion video that can be accessed by virtually anyone with a computer & a modem, not just high-end users. This market is exploding & we're in exactly the right place at the right time."

"With our contacts in the entertainment & advertising world & with what we already have going on the Internet, I expect that when we add video to on-line advertising, we will capture a healthy percentage of this multibillion dollar market," said Jay Malla, co-president of Lightforce Films. "By combining our creative with USA Video Interactive's technical skills, we will be bringing the highest quality product to consumers & advertisers alike."

Lightforce produces the Ozzie & Quark Show, which features animated space aliens observing & commenting on life on Earth from their space vehicle perspective. The received rave reviews & is rapidly drawing visitors even before a promotional campaign is launched. The Washington Post said Ozzie & Quark "are pop culture voyeurs completely out of this world, edgy, wacky, in your face comedy that's sure to cause net congestion."

Lightforce will incorporate the USVO Wavelet & Video on Demand technologies & USVO will provide technical support, consultation, hosting, network architecture, & operations to Lightforce. Both companies will collaborate on advertising & marketing strategies & production in all media including Internet, television, radio, print, etc.

In another piece of news, Urbana.ca Inc.'s (OTC BB/URBA) wholly-owned subsidiary Urbana.ca Enterprises Corp., Eagle Wireless (OTC BB/EGLW), & USVO, three leaders in video & Internet innovation, on 12/23/99 announced they will produce a TV set-top box that incorporates both the Linux operating system & USVO's Wavelet Video-on-DemandTM system. The box is set to launch in early 2000 & will open the world of quality video, video-on-demand, Internet access, & television broadcast to a vast market of residences & multiple dwelling units, such as apartments & condominiums.

"We are extremely pleased to join forces with Urbana.ca Enterprises & USVO, two firms offering superior quality & impressive reputations. Our alliance will produce a revolutionary set-top-box that will offer consumers greater conveniences & enhanced capabilities. We estimate the demand for these set-top-boxes will be phenomenal, representing a potential market in the hundreds of millions of dollars," stated Dr. H. Dean Cubley, president & CEO of Eagle Wireless.

Urbana.ca Inc. president Jason Cassis commented, "We are excited to begin our project with Eagle Wireless & USVO. USVO's Wavelet compression technology is highly adaptable to several projects we have underway. Utilizing a Linux platform will provide the necessary flexibility & high reliability to create the optimal set-top-box that should appeal to thousands of consumers."

"Linux is one of the most important, fastest growing platforms in the world today, & it is having a huge impact on the future of the Internet," said Edwin Molina. "By combining our technologies with those of Eagle & Urbana, we are creating a set-top box with unequalled capabilities just as the market opens up for a device that truly achieves convergence of the many communications technologies existing today & under development for the future."

Call Kevin Yorio @ 800-625-2200, fax 860-572-7753, or write 70 Essex St., Mystic, CT 06355 www.usvo.com [R-6; M-7; L-8]

Veronex Technologies, Inc. (OTC Bulletin Board/VXTK -- CS 8/98) entered into a merchant banking agreement with ColumbusNewpo-rt, LLC (www.columbusnewport.com), which will provide a $5 million private placement. Call David Wooldridge, IR @ 800-500-3379 or 949-253-9600, fax 949-253-9677, or write 18023 Sky Park Circle, Suite E-2, Irvine, CA 92614. www.veronex.com. [R-7; M-8; L-9]

Waters Instruments, Inc. (NASDAQ NMS/W-TRS -- CS 4/92) reported Q1 (9/30/99) sales of $4.8 million, with net income $360,000 Call CEO Jerry Grabowsky @ 507-288-7777; fax 507-252-3700, or write 2411 Seventh St. NW, Rochester, MN 55901; or Brad Digmann @ 800-444-5610. [R-6; M-6; L-7]

Zila, Inc. (NASDAQ NMS/ZILA -- CS 11/91) -- I've been following Zila & doing updates ever since recommending it in 1991. I interviewed president Joseph Hines recently, & am impressed with how much Zila has grown since our last talk. Joe told me: "Our objective is to increase shareholder value by focussing on higher-margin consumable products, because of their greater growth & profit potential. The use of the cash proceeds from our two recent divestitures will allow us to move rapidly toward that goal."

The divestitures are the sale of Zila's Cygnus Imaging division for $4.0 million 10/28/99, & the sale of its PracticeWorks division (dental practice management software) 12/21/99 for $4.7 million cash. As I mentioned in my "Larry Oakley's Daily Comment" 12/27/99, I like the concentration on Zila's core business & its decision to sell its none-core businesses to others.

Zila reported Q1 2000 (10/31/99) revenues of $19,200,000, up 16.2% from Q1 last year. After a Cygnus non-recurring operating loss of $534,000, & development, manufacturing, & related costs of $1,284,000 for its OraTest(R) oral cancer detection product, Zila's net loss for Q1 was $51,000. Exclusive of Cygnus & the OraTest program costs, Zila generated Q1 pre-tax profit of about $1,767,000.

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