Replies to post #402 on Green Mountain Capital Inc (fka GMCI)

[waterchaser]

NOTE B - ACQUISITIONS AND INVESTMENT

During the year ended January 31, 2006, the company advanced $1,270,000 to
Internet Telecommunications, PLC, based in London, England. On January 13, 2006,
the company executed a Share Exchange Agreement (the "Agreement") with Internet
Telecommunications, PLC, an English corporation ("ITPLC"), the stockholders of
ITPLC. Pursuant to the Agreement, at closing GMCI will acquire all of ITPLC's
issued and outstanding shares of common stock in exchange for shares of common
stock and warrants of GMCI. At the closing, the stockholders of ITPLC shall
exchange their shares of ITPLC's common stock for (a) 22.5 million newly issued
restricted shares of common stock of GMCI and (b) 3.2 million warrants, each of
which shall allow the holder thereto to purchase one share of common stock of
GMCI at a purchase price of $1.00, exercisable prior to January 10, 2011. In
addition, GMCI, prior to or at the closing will invest into ITPLC an aggregate
of $3,000,000, less all amounts previously loaned to ITPLC, and less financing
costs of up to 13%.

The Agreement may be terminated at any time prior to the consummation of the
closing by the company or by the ITPLC stockholders, if (a) the closing shall
not have been consummated on or before April 13, 2006 or (b) if either party's
due diligence investigation indicates that any of the information provided for
in the Agreement or in any of the information provided by the other party is
inaccurate, incomplete or untrue in any way, or if such due diligence
investigation reveals any facts, circumstances, liabilities or conditions that,
in such party's discretion, may adversely affect the value or prospects of the
other party or that may expose the other party to any liability not heretofore
fully disclosed. In addition, the closing is subject, including without
limitation, to the following conditions: (a) prior to the closing, the company
will have caused to be invested in GMCI an aggregate of $3,000,000, less all
amounts previously loaned to ITPLC, and less financing costs of up to 13%; (b)
GMCI shall have received from ITPLC historical financial statements and other
information about ITPLC as required to be included in a Form 8-K/A to be filed
by GMCI with the United States Securities and Exchange Commission in connection
with the closing, all in form and content satisfying the requirements of the
SEC; and (c) all other documents requested by GMCI shall have been delivered.