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Rapidtron Returns 8,180,000 Shares to Treasury and has Issued 2,122,857 Shares to Ceres

Rapidtron, Inc. (OTCBB:RPDT) a leading provider of Radio Frequency (RF) smart card access control and ticketing/membership systems announced today that it is returning 8,180,000 shares to the Company's treasury as part of a stated clawback agreement based on not reaching stated financial revenues for 2003 and 2004 in connection with the November 12, 2003 Unit Purchase Agreement.



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John Creel, Rapidtron President and CEO stated: "The loss of the Las Vegas Monorail contract as a result of a change in the required technology from a Smart Card system to magnetic stripe ticket was a significant cause in not reaching our projected goals. Other contributing factors the Company experienced were the delays in installing our turnstile systems in fitness clubs and resorts due to longer than anticipated delays in software integration with the facilities' software suppliers. Over the past year Rapidtron has resolved most of these issues and have successfully installed more than 180 fitness clubs and three new resorts bringing our totals to over 300 clubs and six resorts."



Further Ceres Financial Ltd. (Ceres) tendered exercise notices as part of their Escrow Agreement for warrants, dated June 21, 2005, July 29, 2005 and September 8, 2005 for a total of 2,122,857 shares of common stock at an exercise price of $.0001 per share.



In addition the Company announces that Ceres has issued a notice of default and a demand payment under the terms of the Convertible Promissory notes held by Ceres.