1092605--3/30/2006--EMERGE_INTERACTIVE

related topics

{product, market, service}

{stock, price, operating}

{control, financial, internal}

{property, intellectual, protect}

{product, liability, claim}

{personnel, key, retain}

We have a history of net losses and negative cash flows from operations and expect to continue to incur net losses and negative cash flows from operations for at least the next year. If we continue to incur net losses and negative cash flows from operations, our business may not ultimately be financially viable. If our products do not achieve broad market acceptance, our business may not ultimately be successful. Any significant defect in our products could cause us to lose revenue and expose us to product liability claims. Our two business segments are difficult to evaluate because they have a limited operating history. Our business may be harmed by competitors. Our ability to develop new products is uncertain and our products may not develop as we anticipate. If we are unable to protect our intellectual property rights, our business and competitive position will be harmed. We expect our operating results to fluctuate. If we fail to meet the expectations of public market analysts and investors, the market price of our common stock could decline. We depend on certain key personnel, and the loss of any key personnel may seriously harm our business. Safeguard Scientifics, Inc. ( Safeguard ) and The Biegert Family Irrevocable Trust (the Trust ) control a substantial portion of our stock and may influence our affairs or the price of shares of our class A common stock.

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1092605--3/30/2006--EMERGE_INTERACTIVE_INC