STOCK PURCHASE AGREEMENT
THIS STOCK PURCHASE AGREEMENT, dated as of June 14, 1996
(the "Agreement"), between Simon D. Liebman, Joseph Rutkowski and Richard S. Rutkowski (collectively
"Sellers" or individually "Liebman", "J. Rutkowski" and "R. Rutkowski"), the holders of Two Thousand (2,000)
shares of common stock of Cyber America Corporation, a Pennsylvania corporation ("Cyber America") which
represents 100% of the issued and outstanding stock of Cyber America Corporation, and Digital Data
Networks, Inc. ("Buyer" or "DDN").
WHEREAS Sellers desire to sell and Buyer desires to purchase from Sellers Two Thousand (2,000) shares of
common stock of Cyber America Corporation (the "Purchased Stock"), which represents 100% of the issued
and outstanding stock of Cyber America Corporation, on the terms and subject to the conditions set forth in this
NOW, THEREFORE, in consideration of the mutual covenants herein contained and intending to be legally
bound hereby, the parties agree as follows:
1. The Transaction
1.1 Sale and Purchase of Stock. On the terms and subject to the conditions set forth in this Agreement, at the
Closing referred to in Section 1.3 below (the "Closing"), the Sellers shall sell the Purchased Stock to the Buyer
and the Buyer shall purchase the Purchased Stock from the Sellers.
1.2 Stock Transaction. DDN shall issue shares of common stock in DDN to the Sellers in the following amounts:
Simon D. Liebman, 23,750 shares, Joseph Rutkowski, 23,750 shares and Richard S. Rutkowski, 2,500 shares.
In exchange, Sellers shall surrender 100% of the issued and outstanding stock of Cyber America to DDN.
1.2(a) As an inducement for Sellers to enter into this Agreement and to sell their stock, DDN covenants as
1.2(i) DDN will provide up to $100,000 in working capital to finance operating losses of Cyber America during
year one of operations. Of this amount, $50,000 will be made available beginning on June 15, 1996 with the
remaining to be disbursed a