Exclusive Resorts Solidifies Leadership in Rapidly Expanding New Market

Date: December 3, 2003

Steve Case Becomes Principal Investor and Joins Newly-Formed Board of Directors Expands Management Team with World Class Hospitality and Real Estate Expertise Becomes Fastest Growing Company in Segment, Membership Doubled in Last 90 Days

Exclusive Resorts today announced several milestones that solidify its leadership position in an innovative new business that dramatically evolves the vacation real estate and luxury travel businesses by making luxury vacation homes accessible and affordable to more people than ever before.

Exclusive Resorts is a club that provides its members guaranteed anytime, anywhere access to its extensive portfolio of homes in the world's greatest destinations. Members have full access to all of Exclusive Resorts' destinations and can select different homes--averaging $2.5 million--for different vacations. Exclusive Resorts' properties combine the size and elegance of private vacation homes with the conveniences and amenities of luxury resorts. Members pay less to use all of Exclusive Resorts' homes than they would pay for the down payment and yearly costs of owning just one home. As a result, members have greater variety, greater flexibility, avoid the typical hassles of home ownership and save money.

Steve Case, co-founder of AOL and one of the world's leading business visionaries, purchased a 50 percent ownership stake in Exclusive Resorts this past summer, and recently agreed to join its Board of Directors. Case said his investment represented part of a strategic portfolio of post-AOL investments. Case intends to partner with a handful of entrepreneurs that are developing innovative approaches and breakthrough business models that give consumers more choice, control and convenience.

Case said: "I believe Exclusive Resorts has identified an under-served market and has developed a compelling model for filling that need. Just as the concept of the mortgage made home ownership a reality for many more families, the Exclusive Resorts membership concept opens the doors of luxury vacation homes to more people than ever before. I am pleased with the progress the company has made since I invested six months ago and believe Exclusive Resorts now has the momentum to build a great company and provide a better alternative for consumers."

Five leading executives with experience in building consumer businesses have agreed to join Steve Case and Exclusive Resorts' co-founders Brad and Brent Handler as members of the company's Board of Directors. They are: Todd Chaffee, Managing Director of Institutional Venture Partners and former Executive Vice President of VISA International and founder of Grand Expeditions, a global travel company; Donn Davis, Managing Partner of Fieldhouse Capital and former President of the AOL Interactive Properties Group and Founder and President of Tribune Company's venture capital unit; John Fahey, CEO and President of National Geographic and former Chairman and CEO of Time Life Inc; David Golden, Managing Director of JP Morgan, leader of the Technology, Media and Telecommunications group and a member of JP Morgan's worldwide management committee; and Christine A. Varney, head of the Internet Law Practice Group at Hogan & Hartson LLP and formerly the Federal Trade Commissioner.

"This is a defining moment for Exclusive Resorts," said Brad Handler, Co-Founder, Chairman and CEO of Exclusive Resorts, and formerly eBay's first in-house legal counsel. "We believe our company offers consumers the best properties, the best service and the best value in the marketplace today. The investment by highly respected business leader Steve Case, the recruitment of a world-class Board of Directors, and the addition of top executives in the luxury hospitality and real estate businesses will allow us to raise the bar even more and extend our leadership in this new business segment. Anyone considering purchasing a new vacation residence will now also consider Exclusive Resorts, as our solution is proving to be superior to owning a home that is infrequently used or to having a fractional or timeshare interest that is inflexible to use and difficult to sell."

"It's all about serving the members," said Brent Handler, Co-Founder and President of Exclusive Resorts. "Exclusive Resorts' membership has grown rapidly and membership deposits are now increasing by more than $10 million per month. Our company is laser-focused on surpassing our members' expectations and remaining the leader in member satisfaction. Every need is anticipated, including arranging golf tee times, spa appointments, ski valet, daily housekeeping and even pre-arrival grocery shopping or scheduling a private chef. And Exclusive Resorts' residences are in the best locations in the best destinations. Each residence is an oasis of luxury, professionally decorated and includes every convenience, from private pools to plasma televisions. As we like to say to our members - leave all the work to us - arrive, relax and depart in carefree bliss."

To handle its rapid growth, Exclusive Resorts has expanded its management team, adding executives from leading companies in the luxury hospitality and real estate industries. In addition to Brad and Brent Handler, the senior management team now includes: Tom Filippini, co-founder and executive vice president of sales , with a background in mergers & acquisitions primarily in the leisure and hospitality arena.; Brian Greenman as Senior Vice President and CFO, with previous experience in the financial leadership of Hyatt; Todd Harris as Senior Vice President of Member Relations, who has 14 years of executive hospitality experience with Ritz Carlton; and Cathy Ross as Senior Vice President of Operations, who led the property acquisition, development and financing operations at Destination Hotels & Resorts.