February 17, 2005

David Dixon
[address removed]

Re:  NOTICE OF WILLFUL COPYRIGHT INFRINGEMENT


Dear Mr. Dixon:

I write on behalf of Sony/ATV Music Publishing LLC ("Sony/ATV"), a
copyright owner and the music publisher of an extensive catalogue of
copyrighted musical compositions, including musical compositions
written, individually and/or jointly, by John Lennon, Paul McCartney,
George Harrison and Richard Starkey (individually and collectively,
"The Beatles") and recorded and performed by The Beatles, including,
but not limited to, "Run For Your Life," "Back In The USSR," "Taxman,"
"And I Love Her," "Got To Get You Into My Life," "Lady Madonna,"
"Hey Jude," "I Want To Hold Your Hand" and "We Can Work It Out,"
to name just a few (the "Sony/ATV Compositions").

It has come to our attention that you are using Sony/ATV Compositions,
or derivative works thereof, without authorization or license in connection
with (i) the advertising and promotion of a musical group p/k/a Beatallica;
(ii) the making available, distribution and performance of musical works;
(iii) the promotion and sale of merchandise; and (iv) the advertising and
promotion of the Beatallica websites, owned and operated by you or under
your direction and control at Beatallica.com and Beatallica.org (the
"Sites").  Such uses of Sony/ATV Compositions without the express
authorization or license has caused and continues to cause substantial and
irreparable injury and is in direct violation of Sony/ATV's rights,
including, without limitation, those under the United Stated Copyright
Act.

Accordingly, you must immediately:

-     cease exploiting Sony/ATV Compositions and all unauthorized
derivative works thereof;

-     provide Sony/ATV with written assurance that all such
unauthorized uses have ceased;

-     provide Sony/ATV with information regarding any and all audio
and audio-visual product (e.g., cassette, CD, DVD, multimedia, MP3 and
other electronic files), merchandise and written material (electronic and
otherwise), and any other product that incorporates or uses Sony/ATV
Compositions or any unauthorized derivative works thereof, including, but
not limited to, the (a) dates on which each audio, audio-visual, or other
product was created and distributed; and (b) number of copies of each
audio, audio-visual or multimedia work, merchandise or other product that
was created;

-     provide Sony/ATV with an accounting of all sums received or
earned in connection with the exploitation of the Sony/ATV Compositions
and all unauthorized derivative works thereof, as well as the operation of
the Sites; and

-     compensate Sony/ATV in an amount to be discussed after you
have promptly complied with the foregoing.

Your failure to promptly take the steps outlined above and contact me
within ten (10) days from your receipt of this letter will force Sony/ATV
to pursue all available legal remedies in equity and at law, including,
without limitation, seeking statutory damages and attorneys fees routinely
awarded in the federal courts.

This letter is not an exhaustive recitation of Sony/ATV's claims in this
matter, and is accordingly written without prejudice to Sony/ATV's rights
and remedies in the foregoing, all of which are hereby expressly reserved.

I can be reached by phone at (212) 833-5374 or by facsimile at
(212) 833-4742.


Sincerely,


Andrew Sanders
Director
Business and Legal Affairs


cc:  J.Kant, K. Weissman