RESOLUTIONS OF
THE BOARD OF DIRECTORS
OF WORLDWIDE WIRELESS NETWORKS, INC.
A special meeting of the Board of Directors of Worldwide Networks,
Inc., a Nevada corporation (the "Corporation"), was held on May 15, 2000. All
members of the Board of Directors were present.
RESOLVED, that the Board of Directors of the Corporation hereby
authorize the issuance of 100,000 common restricted shares, of the
Corporation's common stock to The Oxford Group, Inc., as an
isolated transaction, under exemption provided by Sections 3 and 4 of the
Securities Act of 1933 and applicable state exemptions. These shares
Shall have piggy back registration rights for immediate registration
on the Corporation's next registration. Said stock is being issued
for $350,000; and
FURTHER RESOLVED, that the Corporation's transfer agent, Standard
Registrar & Transfer hereby authorized and directed to issue and aggregate
of 100,000 restricted shares of the Corporation's common stock as
follows:
The Oxford Group, Inc. 100,000 shares
870 East 9400 South
Sandy, Utah 84094
FURTHER RESOLVED, that the proper officers of the Corporation be, and
They hereby are, authorized and directed to do all other acts and to
Execute and deliver all documents as may be required, necessary or
appropriate in the opinion of legal counsel, to carry out the intent
of this resolution.
DATED this 15th day of May 2000.
By: /s/ CHARLES C. BREAM
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CHARLES C. BREAM
By: /s/ JACK TORTORICE
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JACK TORTORICE
By: /s/ THOMAS J. ROTERT
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THOMAS J. ROTERT