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Letter to the Editor

Nasdaq Panel Approves Continued Listing for driversshield.com

PLAINVIEW, N.Y. -- The Nasdaq Listing Qualifications Panel has determined that driversshield.com Corp. is in compliance with Nasdaq's listing requirements and that its common stock can continue to be traded on The Nasdaq SmallCap Market.

The Panel's decision followed a hearing that was held on May 17, 2001. Nasdaq had moved to delist the Company's common stock from trading on The Nasdaq SmallCap Market for failure to maintain a minimum closing bid price of $1 or more for thirty consecutive trading days.

"The Panel was of the opinion that the Company has evidenced compliance with all requirements for continued listing on The Nasdaq SmallCap Market and an ability to sustain compliance with those requirements over the long term," said the letter from the Panel's legal counsel. "Accordingly, the Panel determined to continue the listing of the Company's securities on The Nasdaq SmallCap Market. As a result, the hearing file has been closed."

"We are very pleased with this decision, and with the panel's recognition of our underlying financial strength, continuing growth and profitability," said Barry Siegel, Chairman and CEO of driversshield.com. "Removal of this cloud of uncertainty over delisting will allow us to concentrate on growing our business and bringing to fruition a series of initiatives that will have a positive effect on the Company." driversshield.com announced plans last month to merge with Code Technologies, Inc., a company that provides proprietary telematics solutions, including satellite and Internet-based automotive navigation and security systems. Code is controlled by affiliates of Pegasus Capital Advisors, LP, a Greenwich, Connecticut-based private equity firm. Pegasus has agreed to raise $5 million for driversshield.com and to assist in the Company's growth initiatives.

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