NETCENTIVES INC.

CLICKCONCIERGE

CLICK CONCIERGE;Online holiday shopping guide and shoppers guide information services;

CLICKMILES

electronic cash, electronic credit card, and electronic debit card transactions;conducting employee incentive award programs to promote employee performance; conducting consumer and business incentive award programs to promote the purchasing of goods and services of others and to promote traffic to and usage of sites on the global computer network;

CLICKPOINT

ISSUE NEW CERTIFICATE TO: Netcentives Inc. (Delaware Corporation), 690 Fifth Street, San Francisco, CA 94107, a Delaware Corporation;ISSUE NEW CERTIFICATE TO: NETCENTIVES, INC. 2121 EL CAMINO REAL SUITE 615 SAN MATEO, CA 94403 A California Corporation;newsletter for marketing professionals about the global communications network;CLICK POINT;

CLICKPOINTS

computer software used to conduct electronic commerce, to process and transmit purchase transactions, and to conduct promotional programs and incentive award programs;publications, namely, manuals, magazines, newsletters, and brochures in the fields of marketing, marketing research, promotional programs, and use of computer software and hardware;CLICK POINTS;electronic cash, electronic credit card, and electronic debit card transactions;conducting employee incentive award programs to promote employee performance; conducting consumer and business incentive award programs to promote the purchasing of goods and services of others and to promote traffic to and usage of sites on the global computer network;

CLICKREWARDS

computer software used to conduct electronic commerce, to process and transmit purchase transactions, and to conduct promotional programs and incentive award programs;electronic cash, electronic credit card, and electronic debit card transactions;conducting employee incentive award programs to promote employee performance; conducting consumer and business incentive award programs to promote the purchasing of goods and services of others and to promote traffic to and usage of sites on the global computer network;

CUSTOM LOYALTY NETWORK

Providing travel and frequent flyer information over a global computer network;CUSTOM LOYALTY NETWORK;Developing and administering employee incentive award programs to promote employee performance; developing and administering consumer and business incentive and loyalty award programs to promote the purchasing of goods and services of others, and to promote traffic to and usage of sites on the global computer network; providing consultation and information services in the field of employee and consumer incentive award and loyalty programs; providing information over a global computer network in the field of loyalty, incentive, and marketing award programs;Consultation in the field of computer and computer software systems for conducting and managing loyalty, incentive, and marketing award programs;

INTERNET INCENTIVES NETWORK

computer software;publications;financial services;incentive programs, marketing services, incentive marketing services and award programs;

IT ALL ADDS UP.

Computer e-commerce software to allow users to perform electronic business transactions via a global computer network, namely, to produce electronic cash, to conduct electronic commerce, to process, analyze and transmit purchase transactions, and to conduct, process, analyze and transmit promotional programs in the nature of incentive award programs for customer loyalty;Electronic cash, electronic credit card, and electronic debit card transactions;IT ALL ADDS UP;Conducting, processing, and analyzing employee incentive award programs to promote employee performance; conducting, processing, and analyzing consumer and business incentive and loyalty award programs to promote the purchasing of goods and services of others, and to promote traffic to and usage of sites on the global computer network; business administration consultancy services relating to the foregoing;

JUST REWARDS

incentive programs, marketing services, incentive marketing services and award programs;

N

computer software used to conduct electronic commerce, to process and transmit purchase transactions, and to conduct promotional programs and incentive award programs;publications, namely, manuals, magazines, newsletters, and brochures in the fields of marketing, marketing research, promotional programs, and use of computer software and hardware;electronic cash, electronic credit card, and electronic debit card transactions;conducting employee incentive award programs to promote employee performance; conducting consumer and business incentive award programs to promote the purchasing of goods and services of others and to promote traffic to and usage of sites on the global computer network;

NETCENTIVES

computer software used to conduct electronic commerce, to process and transmit purchase transactions, and to conduct promotional programs and incentive award programs;electronic cash, electronic credit card, and electronic debit card transactions;providing information on marketing and incentive award programs via global computer network; conducting employee incentive award programs to promote employee performance; conducting consumer and business incentive award programs to promote the purchasing of goods and services of others and to promote traffic to and usage of sites on the global computer network;