| 
                                     If you really want to work 100% on the Internet, Procard
                                    International has the solution for you. Procard International is NOT a "recruiting" company. Our primary revenue results
                                    from consumer memberships. In October of 2000, Procard International introduced Referral Rewards out of the popular requests
                                    from our Associates.  This is NOT multi-level marketing but a rewards program for introducing job applicants to
                                    Procard International's Internet based careers. This program is very much similar to what many traditional companies
                                    use to reward their regional managers who play an active and productive role in their area and local offices. You can
                                    get paid on the production of your immediate Associates, whom you activate, and also on the production of Associates they
                                    activate.  Again, this is NOT MLM but the same structure, which many traditional companies use. Every day, more and more
                                    Procard International Associates are taking advantage of Referral Rewards and are making thousands of dollars for themselves.
  This
                                    Division is for Associates who have busy schedules, full-time jobs, children at home, or the desire to have an Internet work
                                    at home career.  Because Referral Rewards is designed to accommodate these needs,
                                    it is the MOST flexible and popular of ALL of our Procard International career options.  
                                    With Procard International’s Referral Rewards program,
                                    you can work at home, use the Internet to your full advantage, and get started right away! 
                                    The Internet has helped thousands of our Associates to work smarter, quicker, faster, and easier.  
                                    HERE’S HOW THE PROGRAM WORKS:   
                                    RECEIVE FREE REFERRAL REWARDS LEADS EVERY MONTH! 
                                    Each time you activate a new account, you will receive 10 FREE leads for each company
                                    lead activation and 20 FREE leads for each Personal lead activation. We are very proud of this fact because we are one of
                                    the only companies, which can provide this option to its Associates. This can substantially help build a solid foundation
                                    for success with Procard International. We have a number of Associates who have built up thousands of leads in their lead
                                    banks. That's right! We will do whatever we can to help you succeed! And we know that More Leads=More Money!  Our FREE
                                    leads are ALL qualified Referral Rewards leads, which can be contacted via Internet. Our most successful Associates do a combination
                                    of company leads and personal leads.  All policies pertaining to our lead qualification and allocation are applicable.
                                     
                                    In the event you do not activate any accounts in a particular month, Procard International
                                    can furnish 10 FREE LEADS EVERY MONTH for our qualified active Associates, as long as you maintain at least (1) active Account. 
                                    We will be happy to furnish you with FREE Referral Rewards leads EVERY month for a minimum of 1 year in the event you do not
                                    activate any additional accounts and regardless of your production.  
                                    Pay Structure
                                     
                                    Procard International’s
                                    Referral Rewards is easy to learn and easy to follow.  There are 3 MATCH LEVELS
                                    of pay for you with our program.  
                                    
                                    
                                    
                                    | LEVEL 1 | 
                                    This is where you start! 
                                    You can begin sponsoring Associates, right away!  In this level, you can
                                    get paid the normal Associate pay for personal production.  Whenever you activate
                                    an Associate into the Procard International system, he/she is assigned to you in Level 2. |  
                                    
                                    | LEVEL 2 | 
                                    For each new immediate Associate you refer into the Procard International
                                    system who activates, you can get paid $10.00 for his/her activation, 10 more FREE leads and
                                    $1.00 each month the account stays on the books.  You can also get paid on their
                                    personal production and for any Associates they sponsor. In this position, you
                                    will want to teach your LEVEL 2 Associates how to do what you are doing, so they can develop LEVEL 3 for themselves
                                    and you.  Remember, sponsoring can be done 100% over the Internet, it’s
                                    easy, and it’s FREE! |  
                                    
                                    | LEVEL 3 | 
                                    For each new immediate Associate whom your LEVEL 2 Associates
                                    refer into the Procard International system who activates, you can get paid $.50/month on each and every account he/she put
                                    on the books.  You can get paid on their personal production and sponsoring, also.  |   
                                    Illustration:  
                                    
                                    
                                    
                                    | 
                                     Associate
                                    Level   | 
                                    
                                     Initial activation pay, MAP
                                    monies   |  
                                    
                                    | 
                                     1
                                      | 
                                    
                                     Standard Associate Pay  |  
                                    
                                    | 
                                     2
                                      | 
                                    
                                     $10,
                                    $1.00/month   |  
                                    
                                    | 
                                     3
                                      | 
                                    
                                     $.50/month
                                      |   
                                    The GREAT part of this program is that this is available
                                    to ALL Associates who start with Procard International!    
                                    * Even though we are very pleased with the high earnings
                                    for our Associates, Procard International cannot guarantee earnings;  Our top producer earns over  $1,000,000 
                                    a year. Most every active Associate who has been with our company for over 4 years earns a minimum of $35,000 a year
                                    and most work part-time.  We purposely do not advertise such high incomes because we do not want our Associates to expect
                                    too much, too quickly.  Our programs and systems do require effort, time, and dedication.  They are NOT designed
                                    for a "get rich quick" answer.  
                                    **Program
                                    Rules:  In order to qualify for sponsoring your own Procard International team
                                    and to be eligible for MAP monies, it is necessary that you and your sponsored Associates each have a minimum of one (1) active account.  In order for an account to
                                    qualify for initial activation the enrollment must be processable and active for a minimum of 30 days. MAP monies will
                                    continue to be paid out as long as you replace your lapsed accounts. Procard International gives each Associate 30 days to
                                    replace any lapsed accounts. Most lapsed accounts result from checking account changes. In the event an Associate does not
                                    replace the lapsed accounts during this time, MAP monies will not be paid out for that particular month; however, once the
                                    accounts are replaced, MAP monies will start up again but are not retroactive. Referral Reward sponsoring credits are
                                    based on Associate Access Code submissions, only. Which ever Access Code is submitted by a consumer or job applicant to activate
                                    will be the one used to receive credit, only.  It is the sole responsibility of each referring sponsor to have any of
                                    his/her referred Associates activate with his/her OWN Access Code. 
                                    YOU ARE NEVER REQUIRED TO BUY NOR INVEST ANYTHING TO WORK WITH PROCARD INTERNATIONAL!!  |