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#1
May 7th, 2000

Dear Shareholders:

As I prepare to leave for China, I would like to update you on the
progress we have made recently. The SinoBull.com web site continues to be
very popular, averaging 1.6 Million page views per day. The hard launch
of the site has been scheduled for the end of June when the technical
upgrade of our servers and telecommunications should be complete. Five
operating units within SinoBull are recording increased revenues; and
some are acquiring smaller companies to complement their core business.
Dr. Charlie Yang will be in China starting this week to spearhead the
Innostar JV wireless project. Mr. Manu Ohri, our CFO, is working with BDO
to complete the quarterly report (Form 10Q) on time. Outside Directors
and a new CEO are still being negotiated with, and new strategic
alliances are being formed and finalized by our technical team.

The three major targets our top management is focusing on are: the
NASDAQ NMS listing, the IPO underwriting agreement for SinoBull and the
acquisition of a major Internet infrastructure company in China. I know we
are very close to the finish line; but of course, it's very difficult
to pinpoint the exact dates, because not all the factors are within our
control. We all know that the completion of these goals will propel
Hartcourt into the next orbit; so we are throwing everything we have into
meeting this challenge. We will arrive. Soon.

Last week, Hartcourt management had an all-day retreat to re-define our
goals, to evaluate our positions, to strategize our moves, to assign
specific tasks and to set timetables and performance standards. It

provided all of our executives with tremendous insight and focus,
strengthening our determination and rejuvenating our energies. I would like to
share with you some of the conclusions from this meeting.

First of all, we reaffirmed that we plan to be an operating company,
actively managing our investments, and not just a holding company. Our
5-year goal is to be a first-tier Internet company in China, specializing
in Internet infrastructure network. With some projections estimating
Greater China to be the largest population of Internet users by 2005, we
at Hartcourt believe SinoBull, Innostar and other Hartcourt products
will be the leading brand names in this new frontier.

In assessing our strengths and weaknesses, as well as our competitive
edge, we are confident that we have among the best tools at hand: a
dedicated core of take-charge managers in China, a strong technology team
with years of experience in world-class companies, and leaders with
excellent skill and vision in a unique market. Our present market position
would also give us an advantage of about 12 months ahead of competitors
in deployment and experience in this new space. Our major weakness has
been our failure to communicate effectively our story and
accomplishments to the investment community leading to undervaluation of our stock
price as compared to other Chinese Internet companies. And even though
these are areas we do not have control over, the delays of our NASDAQ
listing, of the Ernst & Young report, and of the 10K filing; we share the
blame for our high expectations of anticipated completion times, which
in turn propagated to pending issues. But with the completion of t!
he Ernst & Young report, we fully expect a successful SinoBull IPO. We
are also working with FRB and other PR efforts in Asia to prepare on
capitalizing on the media attention directed to China and the WTO, to
bring forward the stories of Hartcourt and SinoBull.

With our weaknesses being fixed, our strengths are being fortified.
Overall, when the playing field is level, the team with the best talents
and determination is expected to win.  We expect to win.

I emphasized to all our executives that the next few months are crucial
to Hartcourt's future. And the shareholders will not accept any
excuses. We either perform and deliver or we ought to face the firing squad.
It is difficult for a team to win year after year; but I expect
Hartcourt to do it again this year. We will never settle for second best.
Excellence is not an occurrence, it is a habit. We will perform and we will
deliver.

Franklin Roosevelt once said, "The only limit to our realization of
tomorrow will be our doubts of today."  I have no doubt whatsoever.

Sincerely,

Dr. Alan V. Phan
Chairman & CEO



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