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[sawdin]

MOBL/Sprint relationship:
On May 20, 2005, Kite Broadband, LLC (“Kite”) entered into a Master Agreement (the “Agreement”) for Services with Sprint Communications Company L.P. (“Sprint”) under which Kite shall provide services to some of Sprint’s broadband customers in 14 metropolitan markets for a period of three years utilizing the Sprint Mark. The Agreement includes, among other things, the provisioning of certain customer-facing services, such as customer operations and call center management, sales, marketing, billing, collections and providing installation and repair. Kite is entitled to have Sprint remit collected customer revenues in exchange for these services and remit a monthly fee back to Sprint for network support and transport services. The customers remain Sprint customers during the three-year term of the agreement, which upon expiration, Kite will have the option to acquire the then existing customers pursuant to the terms of the agreement. All network and spectrum assets will remain Sprint property.


On June 1, 2005, MobilePro became the 51% owner of Kite by executing Kite’s Operating Agreement (the “Operating Agreement”).


The transactions contemplated by the Agreement are anticipated to close on or before June 30, 2005.


Both the Agreement and the Operating Agreement will be filed in an amendment to this Form 8-K or in our next periodic report


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