STOCK PURCHASE ESCROW AGREEMENT
This Escrow Agreement is made this 21 day of January, 2004, by and among Barron Partners LP (herinafter
"Buyer"), Cyber Public Relations, Inc. (hereinafter "Seller") and Harbour, Smith, Harris & Merritt, P.C.
(hereinafter the "Escrow Agent").
WHEREAS, Seller, intends to sell to Buyer 2,000,000 shares of its common stock, $0.001 par value per share
(the "Common Stock") for a purchase price of $1.00 per share, 1,500,000 cashless non-callable A Warrant for
the purchase of the Common Stock exercisable at $1.00 per share, 1,650,000 cashless and callable B Warrant
for the purchase of the Common Stock exercisable at $1.00 per share, 2,000,000 cashless and callable C
Warrant for the purchase of the Common Stock exercisable at $2.00 per share, 1,000,000 cashless and callable
D Warrant for the purchase of the Common Stock exercisable at $4.00 per share, and 1,000,000 cashless and
callable E warrant for the purchase of the Common Stock exercisable at $6.00 per share (such shares of the
Common Stock and warrants hereinafter collectively referred to as the "Units"), and
WHEREAS, Buyer desires to purchase from Seller the Units; and
WHEREAS, the Seller and Buyer have entered into a Stock Purchase Agreement for the purpose of effectuating
the purchase of these Units, dated January 13, 2004 and amended on January 21, 2004.
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties
hereto, intending to be legally bound, hereby agree as follows:
Terms of Escrow
1.1 Within three (3) business days after the signing of the Stock Purchase Escrow Agreement, Seller shall deliver
to Escrow Agent:
(a) A certificate representing the shares of the Common STock purchased hereunder duly endorsed in favor of
(b) Executed Warrants in the name of the Buyer as described in Attachment A of the Amendment to the Stock
Purchase Agreement Amendment.
Escrow Agent shall notify the Buyer and Seller