Dear Friends,

Greetings and welcome to TuitionFund! We are glad to have you here visiting us. I would like to talk to you about our TuitionFund® concept.

The purpose of the TuitionFund® concept is to help families defray the ever-increasing cost of higher education. Over the last decade, student loan debt taken on by students and their families in the United States to obtain a college education has grown from approximately$250 billion in student loan debt obligations outstanding in 2000 to approximately $1 trillion in student loan debt obligations projected to be outstanding by the end of the 2011. The TuitionFund® program, through its licensee banks and financial services companies and their generous participating merchants, provides enrolling members the opportunity to earn cashback rebates from their everyday purchases, from both on-line and walk-in merchant locations, to help fill the funding gap that many families are encountering in paying for their family's higher education. The TuitionFund® patented methods and systems provide members the opportunity to elect to have their merchant-funded rebates directed to 1) a savings or investment account, including tax-advantaged accounts such as 529 Plans and Coverdell IRAs, to save for future college tuition and related costs, 2) the pay down of existing student loans and/or their associated interest expense and fees, or 3) elect to have all or part of their rebates directed to a charitable organization affiliated with a college or university.

The TuitionFund® program is supported by an Educational Advisory Board comprised of leading educators who work closely with the Company, colleges, and the TuitionFund® sponsoring financial institutions, to keep them apprised of trends and needs of the students and colleges. We thank our Educational Advisory Board members for their contribution of time and devotion to our effort to make funding the cost of a college education more achievable for students and their families.

We encourage you to join the TuitionFund® program of one of our licensee banks or financial services companies. We hope our program can help ease your family's burden in funding the cost of higher education. Thank you for visiting TuitionFund®.

Sincerely,

Michael Thompson
Chairman