MUSE Technologies Acquires Advanced Visual Systems

Combination creates one of the world’s largest data visualization entities

Boston, MA – [November 9, 2001] – Covington Associates, seasoned M&A advisors to technology and healthcare, today announced the sale of its client, Advanced Visual Systems (“AVS”), to MUSE Technologies, Inc. (“MUSE”), an international leader in the development of perceptual computing software.  Both companies offer products and services to aid business, industrial, and government entities with transforming massive quantities of data into sophisticated visual representations; MUSE’s acquisition of AVS creates one of the world’s largest companies dedicated to developing and integrating 3D graphics software and solutions.

The transaction, subject to certain conditions, consists of MUSE issuing a maximum of 2.1 million (19%) current outstanding shares of MUSE common stock in exchange for all outstanding common and preferred shares of AVS, and a maximum of 1.3 million employee stock options.  MUSE also will assume approximately $2 million in AVS convertible debt from Kubota Corporation.  AVS becomes a wholly-owned subsidiary of MUSE, d/b/a MUSE Advanced Visual Systems.  Brian R. Clark will continue to serve as President of MUSE, with Russ Barbour serving as President of the newly-formed subsidiary; John William Poduska, Chairman of the Board and Founder of AVS, will serve on the MUSE Board of Directors.

“The integration of MUSE and AVS is a seamless match of complementary technologies, talent, and timing,” said Clark, in a news release dated May 5, 2000, in reference to the rise of low-cost desktop computer systems delivering the rendering speed and resolution formerly found only in high-end specialized hardware.  With visualization and perceptual computing poised to migrate onto the desktops of worldwide business users, our plan to dominate the marketplace is strengthened and expedited by a joining of MUSE and AVS.”

The combined group has already embarked on the creation of an enhanced AVS product, OpenViz®, which provides desktop 3D data visualization solutions for the analysis and communication of crucial business and financial information.

About Covington Associates

Covington Associates are seasoned M&A advisors to technology and healthcare.  Focused exclusively on mergers and acquisitions, Covington Associates has established a track record of success based on deep domain experience and an unrivaled level of service from a team of senior advisors.  Since 1991, the firm has successfully completed over 50 transactions ranging in size from $10 million to over $1 billion in e-services, software, IT services, and healthcare technologies.  To learn more about Covington Associates, visit www.covingtonassociates.com.