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Worlds Also to Operate Exclusive
David Bowie 3D Internet Merchandise Store

Boston, MA – July 21st, 1998 – Worlds Inc. announced today that it had signed an Agreement with UltraStar Internet Services, LLC, the company launching David Bowie's 'BowieNet,' the first artist-created Internet Service Provider, to have Worlds 3D Internet software and content utilized on the network. Worlds 3DCD™Internet software and content permits animation and motion on the Internet, including a user's ability to experience moving into and out of various spaces via the selection of an avatar (one's alter ego character).

In addition, the Agreement grants to Worlds the right to operate the exclusive 3D Internet site for UltraStar's 'BowieNet,' including the only 3D Internet merchandise store, and the non-exclusive right to operate the traditional 2D, HTML store. The Worlds 3D space for 'BowieNet' is expected to allow user's to select an avatar, go online and meet other users, chat, and participate in other online activities, all in a 3D world.

Thom Kidrin, President and CEO of Worlds said, "This Agreement with UltraStar involving Worlds as part of the David Bowie 'BowieNet' project, provides Worlds with an ideal environment for the distribution of our 3D Internet technology and music oriented content to a targeted audience. Our ability to create a community of shared interests around David Bowie and music fans in general presents Worlds with an opportunity to showcase our technology and the content we have created using this technology."

Mr. Kidrin concluded by noting that, "David Bowie has been and continues to be a superstar. It is, in my opinion, highly fitting and appropriate that Worlds 3D Internet technology and music oriented content has been selected to be part of the 'BowieNet' project."

About Worlds Inc.

Worlds Inc. recently announced that it would, subject to a number of conditions, including shareholder approval of both companies, merge into Unity First Acquisition Corporation (OTC: BB UFAC – 4 7/8), a publicly traded "blank check" company, with the Worlds Inc. name being retained for the merged company, which will carry on the business of Worlds. The merger, if consummated, calls for each share of Worlds being exchanged for .357 shares of UFAC. Worlds current shareholders will retain ownership of in excess of 75% of the merged company.

Worlds Inc. is developing music-oriented content applications for its proprietary 3D Internet technology for consumer markets, as well as developing select business oriented applications. Worlds Inc. obtained new financing and management in late 1997. On June 18th, 1998, Worlds previously announced that it signed an agreement with Universal/Hundai LLC ("Universal") for the creation of a 3D Internet web site as part of Universal's "" Internet site project. As part of the launch of "," Universal plans to distribute approximately 1,000,000 enhanced audio CDs which contain compilation recordings of various Universal Music Group affiliated label artists, in addition to a custom 3D Internet site that Worlds is presently creating and will operate. The CDs are expected to be distributed on select college campuses, through select bookstores and elsewhere.

Forward-looking Statements. The information herein contains forward-looking statement that involve a number of risks and uncertainties. A number of factors could cause actual results, performance, and achievements of the company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These factors include, but are not limited to, the competitive environment, inflation, changes in costs of goods and services, economic conditions in general and in the Company’s business, demographic changes, changes in the availability of and terms of financing to fund the anticipated growth of the Company’s business, the ability to attract and retain qualified personnel, changes in the Company’s capital expenditure plans, and other factors referenced herein and in the Company’s filings with the SEC. In addition, such forward-looking statements are necessarily dependent upon assumptions, estimates and dates that may be incorrect or imprecise and involve known and unknown risks, uncertainties and other factors. Accordingly, any forward-looking statements included herein do not purport to be predictions of future events of circumstances and may not be realized. Forward-looking statements can be identified, by, among other things, the use of forward-looking terminology such as "believes," "expects," "may," "will," "should," "seeks," "anticipates," "intends" or the negative of any thereof, or other variations thereon or comparable terminology, or by discussions of strategy or intentions. Given these uncertainties, prospective investors are cautioned not to place undue reliance on such forward-looking statements. The Company disclaims any obligation to update any such factors or to announce publicly the results of any revisions to any of the forward-looking statements contained herein to reflect future events or developments.

Thom Kidrin