EXECUTIVE HELP SERVICES, INC. (OTCBB: EHSV) — MULTI-LEVELING WITH THE PUBLIC

Investigative Reports

October 16 2000

Quantity does not always mean quality. It doesn’t matter whether a stock is recommended by two “experts” or ten. In the end, an investor needs to look at the fundamental value, and prospects, of any given company – regardless of the enthusiasm of so-called “pros.”

These thoughts came to mind last week after we received a series of emails from two separate “newsletters” recommending the same stock.

Was this a mere coincidence? A confluence of expert opinion? Not hardly (as the Duke used to say). The two emails – from senders identifying themselves only as “TNT Picks” and “Crystal Comet Picks,” respectively, were identical in virtually every respect. And why not? Each of the “newsletters” claimed to be part of a “Huge Conglomerate of Newsletters.” Which suggests that there were other self-styled “newsletters” out there hawking the same stock, at the same time. Of course, that assumes there is a conglomerate, and not one (or several) clever emailers assuming a variety of identities to give the appearance of broad-based enthusiasm for the stock.

A CLUE FROM THE BLUE

The company being touted in the newsletters was Executive Help Services, Inc. (OTCBB: EHSV), whose shares trade on the OTC Bulletin Board. What prompted the “conglomerate” to promote a Company with no past and a purely speculative future? The newsletters offered one clue - “TNT Picks” and “Crystal Comet Picks” each said the “owner/management of this e-mail alert has received “two hundred fourteen thousand free trading shares from a third-party for the dissemination of this stock profile/advertisement.” Last week those shares had a value of over $400,000.

Which is a pretty healthy fee to receive from a Company that had $45 in the bank at the end of June.

Who was that generous, unidentified “third-party?” Was it a major shareholder looking to boost the value of Executive Help Services shares by generating a “buzz” through the newsletters? Surely, anyone who has parted with $400,000 hopes for, or expects, an even greater return.

Just to make certain we hadn’t missed the recommendation, “TNT Picks” and “Crystal Comet Picks” each followed up, within hours, with a second email, marked “Bulletin.” This time each proclaimed it was “now hearing very strong rumors” that “excellent news” about EHSV was imminent. Readers, we suppose, were expected to believe that this "excellent" news had just surfaced – in the hours following the initial “alert” - and necessitated the second emailing.

Alas, anyone searching the second set of emails for details of that “excellent” news would be sadly disappointed. The nature of those rumors - like the identity of the third party, the originator of the newsletters, and the principals of the “conglomerate” - is nowhere to be found.

NOW OR NEVERLAND

The newsletters did their best to convey a sense of urgency, suggesting that an imminent merger could cause the Company’s stock price to “soar.” As might be expected, the newsletters had an answer, for any cautious investor who might wisely wish to wait and see the results of that merger, before risking their hard-earned cash. Here is what they said:

The time to invest is BEFORE that occurrence in order to be on the ground floor. The secret to profiting in the Market is to be there early, not late. Countless thousands of investors will be exposed to EHSV today, Wednesday, October 11th, as well as the rest of this week. We anticipate record volume on EHSV today, and beyond. THAT kind of volume has the potential to send the stock price to double or more than double in the immediate future. Additionally, there are very strong rumors that excellent news will be emanating from EHSV very soon, possibly within a day or so. The time to render serious consideration to EHSV is now, before the masses do!
Of course, informed investors didn’t need TNT Picks and its progeny to tell them that it is better to get in on a good investment before it is too late. That’s like advising the public to “buy low” and “sell high.” If it were only so easy.

So there you have it – the formula for a self-fulfilling prophecy. Was volume likely to spike? You bet. Interest in EHSV, a previously little-known company, was bound to increase after the “conglomerate” finished spreading the word over the Internet – even if only temporarily. Just look at trading volume so far in the month of October:

DATE	NUMBER OF SHARES TRADED
October 2	1,000
October 3	3,000
October 5	1,500
October 6	130,600
October 9	48,100
October 10	104,500
October 11	195,600
October 12	128,600
October 13	10,900

What was happening to share prices during this period? EHSV stock, which had been selling at 50 cents in mid-July, had risen to $2.062 on October 6th – the day EHSV announced plans for a merger. It then hovered between $1.75 and $2.063 until October 12th, when it lost over 50% of its value and closed at just 84 cents. Was there any substance behind the hype? Investors can find little comfort in the past performance of Executive Help Services, Inc. Since June 1994, the Company has had plans to develop an Internet website that would offer professional space planning and modular office furniture. Six years later it still had no substantial operations and no revenues. Which may explain why Executive Help had just $45 in the bank on June 30, 2000.

Now, the Company says it is merging with ClickIncomes.com, a privately-owned Nevada corporation. The October 6th press release announcing that merger, like the newsletters touting the stock, offers few material details of that merger. The release said that the ClickIncomes.com shareholders would swap their stock for EHSV shares “on a one for one basis.” But what does that mean? The Company did not indicate who those ClickIncomes.com shareholders were, how many shares of ClickIncomes.com they owned, or who would control the surviving Company at the end of the day. So far, the Company has not filed a Form 8-K with the SEC indicating a change of control. Consequently, the public has no meaningful information about the transaction.

According to the Company’s most recent Form 10-Q, there were 5.3 million shares of EHSV outstanding at the end of June. In July, however, the Company increased its authorized common shares from 20 million to 100 million – meaning that it can now issue another 94.7 million shares of common stock. Are some, or all, of those shares being issued to the former ClickIncomes.com shareholders? Investors are left guessing.

Searching for clues? Executive Help Service apparently does plan to change its name, and trading symbol, suggesting that the ClickIncomes.com's business will be the one to survive. That makes sense since Executive Help Services has no operations.

Since ClickIncomes.com has been a private operation, there is little information available to investors, and no financial reports. That leaves investors relying on emails from the “conglomerate” and the ClickIncomes.com website for information about the newly acquired business.

So what do those emails tell us? “TNT” and “Crystal Comet” suggest that ClickIncomes.com is designed to make money on the Internet. And who doesn’t want to make money on the Internet? The newsletters describe ClickIncomes.com as a “web-based marketing company providing income opportunities, financial incentives, education and support for direct-based marketing.”

How will it accomplish that goal? Here the newsletters are far less clear, offering general statistics about marketing concepts and the Internet, and few facts about the actual operations of ClickIncomes.com. With the broadest of brushes they insist that “[w]hat ClickIncomes.com has to offer is unique in the marketplace. The company is building a hub of opportunity and services in the rapidly growing affiliate marketing industry, which presently has no clear market leader in this sector.”

So are “affiliate” programs the key to this business? Surely, there is nothing novel about “affiliate” programs on the Internet. Lots of e-commerce companies (think Amazon, CD Now and others of that ilk) recruit “affiliates” or “partners” who agree to set up links to those e-merchants on their own web sites. The “affiliates” earn fees when someone clicks through on that link and then buys a product from the e-commerce site.

Just how much individual thought did each member of the “conglomerate” give to this promotion? Consider this. TNT Picks and Crystal Comet each make the following statement: “Affiliate marketing is a powerful sales method accounting for fill in $ in annual sales in the United States (Direct Sales Marketing) and which is growing globally at a rapid pace.” Oops. The “conglomerate” apparently forgot to "fill in" a suitable number when it distributed the text to its members.

So what is unique about ClickIncomes.com? After reading each of the newsletters we still had no idea.

ON THE LEVELS

So we decided to visit the ClickIncomes.com website. There we discovered that ClickIncomes.com appears to have signed on to a number of “affiliate” programs itself – the site encourages visitors to “click through” to service providers and merchants ranging from AOL and IBM to an online bank. The Company also has tie-ins with several businesses offering modest payments, freebies or cash credits to web surfers.

Those “opportunities,” however, are little more than window dressing for the Company’s principal promotion – a multi-level marketing plan. As best we can determine it works something like this. You pay $199 to set up a “Commerce Site” at ClickIncomes.com. There you can sell your products, assuming you have any.

But don’t worry if you have no products to sell or services to offer. Under the multi-level marketing plan you can earn money by convincing other people to buy “Commerce Sites” at $199 a pop. Don’t know who to call with this offer? ClickIncomes.com will sell you a list of ”leads” for a fee of $100 per month. It even offers a written script for you to use when you contact those leads – a method which is disturbingly reminiscent of the cold-calling spiels employed by some brokerage firms.

Once you sell someone a “Commerce Site” you earn additional bonuses when that person sells “Commerce Sites.” And so it goes, level upon level. In the end, it seems, there would be a towering pyramid of “Commerce Sites,” each throwing off these serial fees.

There is a catch, however. In order to be eligible for this stream of fees, as well as other bonuses and incentives, an individual must be an “active distributor.” Which means he or she must pay the initial $195 and keep on paying that $100 a month. Matching up potential income with these costs seems a monumental task.

Even assuming someone could potentially earn sufficient fees to offset their investment, they must first surmount one fundamental obstacle –finding other people who are willing to plop down $199 (plus ongoing fees) to set up a “Commerce Site.”

But what about those “leads” provided by ClickIncomes.com? Their value seems dubious, to say the least. The Company says it is accumulating those leads by placing ads on an “online $5 million Lotto” site run by YouWinIt.com (the Vice President of Sales for YouWinIt is also the Sales Director of ClickIncomes.com.). The leads apparently consist of people who have indicated they would like to make money on the Internet. We suspect that this is a category that includes most anyone who is living, breathing and has bills to pay.

While those responding to the ad may have indicated a desire to make money, there is apparently no requirement that they have an actual product or service to sell. So if they agree to buy those “Commerce Sites” they are not likely to be doing much “Commerce” at all.

Just Drop the Last S – For Similarity

A word of caution. When we first looked for ClickIncomes.com we missed a key and found ourselves at a site called ClickIncome.com. ClickIncome (the one without the “s”) sets up business-to-business web sites for people who actually have a business, or a business idea. Now there is a unique concept.