The Company also announced a distribution agreement with Take 2 Interactive, a major entertainment software distributor, whereby Take 2 will utilize its established sales and marketing organization, multi-channel distribution experience, and expertise in selling to the mass consumer market to launch Ring Factory in retail outlets across the . and Canada on June 10.

A highly user-friendly application that uses over-the-air (OTA) transmission via a simple click of a button, Ring Factory software allows consumers to sample music of leading artists from .net or songs they have already purchased on CD or downloaded to create free individualized, real-music ringtones for mobile phones. Ring Factory also lets users create wallpapers from their own images or from free images found at .net.

Unlike most ringtone vendors, Ring Factory does not charge on a per use basis. Ring Factory offers both annual and semi-annual flat fee pricing allowing members an economical solution with unlimited use.

Researchers estimate that the mobile ringtone market will be in excess of $3 billion in 2005.

Ring Factory is powered by ToneThis, a veteran publisher and developer of mobile phone applications, and is scheduled for retail availability beginning June 6, for both PC and Mac. The software includes a single-user license for unlimited, free ringtones that can be delivered over-the-air, without cables, to a user's mobile phone.

Available June 6, Ring Factory carries a suggested retail price of $. Software system requirements are an Internet connection, Windows 98, ME, 2000, XP or Mac .8.

About Ring Factory

Ring Factory publishes mobile content, including music, images and videos in one simple solution. Ring Factory is 100 percent wireless carrier independent and is compatible with all open networks, including Sprint PCS, Cingular, AT&T Wireless, Verizon, T-Mobile, Rogers, Telus and others, supporting more than 100 handsets -- the most in the industry. Ring Factory allows users to sample music from recording artists at .net as well as from their personal music collection.

About ToneThis

Headquartered in San Francisco, ToneThis develops technology to create and deliver mobile content, including music, images, videos and games to hundreds of wireless devices on global carrier networks. ToneThis allows users to take their personal content, personalize it and send it to their mobile phone from their desktop over-the-air.