EncodaSystems, Inc. Acquires ODAC, Inc.
to Form New Ad-Commerce Business Unit

ODAC to Drive Combined Ad-Commerce Strategy
First-Ever Legacy System Integration Platform

FOR IMMEDIATE RELEASE

DENVER / BOSTON-February 13, 2001-Encoda Systems, Inc., one of the world's leading providers of broadcasting and advertising traffic management systems, announced today the acquisition of ODAC, Inc. and the formation of a new business unit focused on providing an end-to-end, cross-media ad-commerce solution for the industry. ODAC, a premier provider of ad-commerce software solutions to the media industry, will provide both the name and the management leadership for the new business unit. ODAC's workflow-enabled media operating system software will be combined with two other interrelated initiatives, a standards-based gateway and an advanced data warehouse. This three-part solution, capitalizing on Encoda's strength in producing and marketing mission-critical systems for over 2,500 advertising agency and media clients worldwide and ODAC's ad-commerce product development expertise, offers true integration and business efficiencies for the media industry.

As a division of Encoda, ODAC will offer a full-service solution to the industry based on three interconnected components. First, ODAC will complete the development of an electronic order management (EOM) gateway which will use industry standards and protocol conversions to permit effective data transfer among existing business systems. Second, ODAC will provide users at the agency, rep firm and station levels with the ODAC media operating system, enabling customers with workflow automation tools to eliminate inefficient faxing, paper processing and tedious manual data entry. Finally, ODAC will complete its media data warehouse which will provide information and analysis never before available. This historic effort establishes ODAC as one of the only ad-commerce providers to offer fully integrated, end-to-end functionality for the buyers and sellers of all media.

"ODAC allows us to provide our clients with a long-awaited answer to the critical need for a timely solution and advanced Internet-based functionality," said Steven Price, Encoda's Chairman. "We chose ODAC because they have a powerful technology platform, impressive management and clear product strength. We share the same vision for delivering the best technology to this industry."

Ultimately, ODAC plans to deliver solutions designed to manage converged media campaigns, including broadcast, cable, print, Internet and outdoor media. In addition, ODAC is developing a solution to manage the buying, selling and programming of interactive and addressable advertising for new media such as digital and interactive television.

Caroline Oberg, ODAC's Chief Executive Officer added, "This is a defining moment not only for ODAC but for the industry as a whole. With a blue-chip partner like Encoda we can deliver what the industry has been waiting for since the notion of end-to-end ad-commerce was conceived."

About Encoda Systems
Encoda Systems, Inc. (formerly Columbine JDS Systems, DAL/Drake Automation, and Enterprise Software) provides comprehensive technology solutions for electronic media markets (broadcast television, cable, DBS, radio, streaming media, advertising agencies, media buying services and national sales reps). Encoda Systems offers one of the most complete arrays of business systems and automated delivery systems and services in the world. Encoda Systems products and services work for clients in all 50 United States, throughout Canada and in more than 40 countries worldwide. Encoda Systems has offices in Colorado, New York, New Jersey, Tennessee, Michigan, Canada, the United Kingdom and Australia. The Company is privately held with funding from a group including LiveWire, Thomas H. Lee Company, the Blackstone Group and Evercore Partners. Encoda Systems can be found on the Web at www.encodasystems.com.

About ODAC
Founded in 1998, ODAC provides the media advertising industry with workflow software that allows advertisers, agencies, rep firms and media outlets to transact business electronically and with greater business value. The ODAC system allows users to electronically manage the advertising campaign process from start to finish, beginning with pre-buy research and projections and ending with online bill payment and post-buy performance analysis. ODAC has preferred integration relationships with Professional Software Systems, Strata Marketing and SpotTaxi. The Company has offices in Boston, MA and Atlanta, GA and can be found on the Web at www.odac.com.