Summary: Upon execution of a Partnership Agreement between TTT and a suitable local Partner Group, TTT proposes to implement a longterm two-way relationship, with following integrated set of components:

1. 1000 Megawatts of Electricity/Steam/Hot Water Generation and Distribution using worldclass proprietary technologies and Shared Energy Savings financing:
   
   • High Energy Efficiency Steam/Hot Water Boilers (Oil/Gas/Coal/Biomass Fired)
   • High Energy Efficiency Coal Burners
   • Advanced 4 Function Commercial/Industrial HVAC Systems
   • (Micro) Turbines (possibly coupled to Fuel Cells)
   • Integrated Biomass Systems
   • Stirling Engines
   • Advanced Motor Systems
   • Small Scale Hydro/Dams
   • Advanced Solar Technologies
   • Advanced Water, Wastewater, Air and Land Pollution Control and Recycling Technologies
   
   
2. Development of a network of small/medium size firms from the Americas, Europe, Asia, and Africa to participate in large scale energy sector projects globally, and to market the capabilities of all our partners globally.

Background:

Tucson Transatlantic Trade, Inc. is a privately-held US corporation with majority ownership by the Dely family in the USA and Belgium. In the past 15 years TTT has concentrated in structuring joint ventures between technology based firms in the USA and Europe, and TTT presently has active Private/Public sector Strategic and Industrial Sector Partner relations with more than 20 Firms/Agencies in North America, the European Union, Central Europe, Asia and Africa. TTT has corporate subsidiaries in many of these countries as well.

In the early 1990's TTT began taking increasingly large equity positions in several Joint Venture companies TTT co-founded with European partners, each specializing in a TTT Sector of specialization.

The TTT, Inc. Holding Group starts the Third Millenium with ZERO debts/liabilities, and with 50% or greater shareholding stakes in TTT Industry Sector and Global Regional Subsidiaries focused on 4 High Growth Global Industry Sectors:

• Energy and Environment
• Factory Automation and Construction
• Food Processing
• IT/Telecommunications

Other key TTT assets include select state-of-the-art technologies and intellectual property rights, a substantial US and international Customer Base, and the ability to offer Shared Energy Savings/Shared Operational Efficiency Improvement Financing to selected global customers.

For more than a decade TTT has actively assisted the Boeing Aerospace Group and its Tier I/II/III Supplier Base in arranging commercial transactions as part of their Military/Civilian Offset Contract obligations, and we have solid access to many of their US/international facilities.

A detailed overview of TTT's Structure, Mission, Vision, Customers, Subsidiaries, Technologies, Financing. Partnership Options, etc can be found at our corporate Website at www.ttthg.com.

TTT's Energy Program activities began in 1985 with the systematical international expansion of the 4 Function DISCO Industrial/Commercial HVAC technology in cooperation with Disco Engineering Inc. These activities expanded to Boiler technology in 1996 with initial funding from Tucson Electric Power, a subsidiary of Unisource Holding, a New York Stock Exchange-listed utility holding group headquartered in Tucson. Since then TTT has expanded into projects involving cogeneration, advanced engine systems and alternative energy technologies.

TTT "Shared Energy Savings" Financial/Marketing Methodology:

TTT will typically employ one of the following FINANCING methods for Energy Projects:

1. TTT becomes THE FULL PARTNER in the project by offering a Customer our technologies on a "Shared Energy Savings" basis. TTT obtains the financing for the project, handles project engineering/procurement, and offers "turnkey equipment" at NO/LOW UPFRONT COST in return for a 5-10 year contract in which TTT shares the financial value of the energy savings/benefit generated by our equipment with the Customer on a 50%-50% basis. The basis for energy savings/benefit comparison is determined on case-by-case basis in the project Due Diligence stage.
   
   
2. TTT joins the project as ONE of TWO/MORE CO-PARTNERS in the project. As in option 1), TTT offers its "Shared Energy Savings" program, but in recognition of its reduced financial risk, TTT will share with the other CO-PARTNER(s) the 5-10 year value of TTT's 50% split of the energy savings/benefit generated by the project. The exact formula for the division of this value between TTT and its CO-PARTNER(s) will be determined on case-by-case basis.
   
   
3. TTT generates third-party financing (buyer credit) for a project, but is not otherwise asked to be involved in the implementation/operation of the project/plant. In this case TTT will receive a percentage commission on the loan transaction value.

TTT Energy Development Company Customer Selection and Project Evaluation Process:

TTT's technology and financial/marketing programs are sufficiently unique that it can afford to be very discriminating in its selection of Partners/Customers.

The Ideal Customer for a TTT ESCO/"Shared Energy Savings project is a firm that not only has an "energy generation and/or environment and/or process inefficiency challenge", but also operates in an industrial sector in which TTT is operational so TTT can also help the Partner/Customer with USA/International market penetration, technology transfer, management training, quality certifications, etc (with TTT target customer concentrated in the Aerospace, Automotive, Factory Automation, Oil/Gas and Petrochemical, Advanced Materials, and Food Processing sectors).

Typical individual projects will fall in the 1 to 25 MW capacity range, with larger projects requiring a separate IPP (Independent Power Producer) approach.

The key project analysis phases are:

1. Agreement in principle from the Customer's Senior Management that TTT may deliver at low/no cost a system of hardware/software to be jointly agreed upon, in return for a 5-10 year contract in which TTT and the Customer will share the resulting energy savings/benefit on a 50-50 basis.
   
   
2. An intensive Audit by TTT of the Customer's facilities/processes to establish in writing all the feasible methods by which energy/operational savings may be accomplished, including a mathematical determination of the "baseline energy efficiency" level of the overall facility and all key subsystems. Some of this analysis may be done via a protected section on the TTT Internet Website.
   
   
3. Determination by TTT of the optimum suggested new hardware/software configuration to be implemented and its "target energy efficiency" level. While TTT proprietary technologies will be used to the optimum extent, TTT will use best available technology whenever feasible. The percentage energy efficiency improvement or energy benefit generated, serves as the basis for the contractual 50-50 energy savings value split.
   
   
4. Upon delivery by TTT to the Customer of the agreed upon hardware/software solution, the Customer agrees to maintain/operate the plant/energy systems in such a way as to maximize the energy efficiency improvement for both TTT and the Customer. TTT will continue to monitor the the operations both electronically and physically, offer additional training, and other activities to maximize mutual gain. Energy savings payments will be calculated and disbursed to TTT on a quarterly basis. The ownership status of the equipment is a negotiable item pending legal/tax/etc. considerations.

Typical Cooperation Mechanism Between TTT and New Industrial Sector Partner Group:

Upon activation with the NEW PARTNER of a TTT Industrial Sector Partnership Agreement, TTT suggests the joint implementation of the following activities:

1. Implementation of up to 1000 megawatts of new generation/distribution capacity in 2002-2004, through the installation of 10 MW TTT Energy Systems at up to 50 priority locations in the new partner's country.

   The New Partner and TTT will jointly select the project locations based on local need and economic viability, but TTT envisions there will be a balance between commercial/industrial sites and high priority public service sites (such as schools, hospitals).

   As the Payback Period for TTT equipment is 1-2 years, while the "Shared Energy Savings" contract will run 5-10 years (and the equipment will have a useful life of 20-30 years), TTT will only need BRIDGE FINANCING. A "typical" project is estimated to cost TTT between $ 250,000 and $ 1 million in upfront costs. The $ 20-30 Million US financing for the initial 3 year program is suggested to be obtained from a Credit facility TTT and the local Partner will seek with a consortium of financial institutions/industrial groups, including but not limited to:

   • Bank of America
   • Boeing Aerospace Group Offset Program
   • General Electric Capital
   • US EXIM Bank
   • US OPIC
   • EBRD
   • EIB
   • ING
   • ABN-AMRO

2. Development of a network of American/European/Asian/African small/medium size firms to compete globally on large scale energy projects.

   Significant new energy project opportunities present themselves throughout the world:

   • within each country: due to Utility restructuring/privatization and infrastructure upgrades
   • in certain focus regions such as the Caspian/Black Sea with development of new oil/gas fields

   The economy and job creation in each country will only truly blossom if a significant number of private small/medium size technical firms are able to participate in the large scale proposed projects (pipelines, power plants, etc.) with resulting technology transfer.

   TTT is forming a Consortium of American/European/Asian/African Small/Medium size Engineering/Technical firms to jointly bid for participation in Large Scale Energy Projects and their associated Environmental Controls. This TTT Consortium will cover all phases/aspects of Energy Development/Hardware/Services, including but not limited to:

   Energy Systems:

   • Boiler/HVAC Installation/Maintenance
   • Oil Field Equipment (Rods, Pumps, Compressors, Tanks, Well Services, Tools, Pipes, Drilling, etc.)
   • Chemicals/Coatings
   • Bearings
   • Control Systems/Regulators
   • Cooling Towers
   • Corrosion Control
   • Electrical/Mechanical Equipment Rental/Service/Repair
   • Measuring Systems/Gauges
   • Geologists/Geophysicists/Laboratories
   • Machine Shop Services
   • Oil/Gas Marketers

   Environmental Systems:

   • Water and Wastewater Treatment
   • Air Pollution Control and Monitoring Systems/Services
   • Soil Pollution Control and Monitoring Systems/Services
   • Hazardous Waste Control Systems/Services
   • Waste Reuse Systems/Services

3. Industrial Park Development:

   In each country TTT with suitable local industrial/engineering groups may have the necessary critical mass in Energy/Environment projects to establish a "Technology Incubator Industrial Park" focused on Energy/Environment/Factory Automation and using TTT technologies as the nucleus. Such industrial park(s) would ideally be located in a Free Trade Zone, in coordination with a University/Polytechnik/Technical Institute.

4. Promotion of Non-USA partner's industrial capabilities to:

   • TTT's USA and rapidly developing European/Asian/African Customer Base (6,000 plus firms) for Distribution/Joint Ventures
   • Boeing Aerospace Group Offset program Contacts

TTT is of course open to suggestions from our partners regarding other projects of possible regional/national and/or international mutual interest!

Commitment Required by TTT From New Partner: Execution of a TTT Partnership Agreement (including one-time Partnership Fee of 5,000 US Dollars/Euro).

Respectfully Submitted.

Alex Dely, President