POSITION CHARTER

CLIENT
Juno Online Services, Inc. is a provider of Internet-related services to over 6.5million computer users throughout the United States. The company offers several levels ofservice, ranging from basic dial-up Internet e-mail (which is provided to the end-user forfree) to full, competitively priced access to the World Wide Web. Since the launch ofJuno’s basic e-mail service in April 1996, more than 6.6 million total Juno accountshave been created. Juno’s revenues are derived primarily from the subscription feesit charges for certain billable services, from the sale of highly targetable interactiveadvertising, and from the direct sale of products to Juno subscribers. The company’sbusiness model is currently predicated on its acquisition and retention, over the mediumterm, of a subscriber base made up of the tens of millions of Americans who do not yethave significant Internet experience, but who plan on going online within the next fewyears.

Earlier this year, Juno has announced the completion of the sale of $65 million ofpreferred stock to a group of private investors. Participating investors in financingincluded Intel Corporation, News Corporation, Prospect Street Ventures, and SycamoreVentures. PaineWebber Incorporated acted as placement agent in connection with thefinancing. In February, the firm filed with the Securities and Exchange Commission inanticipation of an initial public stock offering scheduled for the latter part of thesecond quarter of fiscal year 1999.

Advertising and Marketing Partnerships:
More than 150 advertisers have purchased advertising on Junosince the service’s launch, including such major firms as Allstate, American Express,Bristol-Myers Squibb, Citicorp, Chrysler, Delta Airlines, Ford Motor Company, IBM, Intel,Merrill Lynch, Microsoft, Procter & Gamble, and Sony. Additionally, Juno has recentlyannounced a number of major strategic marketing alliances, including multiyearrelationships, with The Hartford (involving the marketing of insurance services) andQwest/LCI (for the marketing of long distance and other telecommunications services). Mostrecently, Juno has formed long-term relationships with AT&T Wireless for the marketingof wireless telephone service and with First USA for the marketing of credit card andrelated services to Juno members.

TITLE
Senior Vice President, Operations

LOCATION
New York, New York

REPORTING RELATIONSHIP
To Robert Cherins, Executive Vice President

EDUCATION
An undergraduate degree is required. Graduate degrees, while welcome, are notessential. Exceptional intelligence, analytical skills, communication skills,accomplishment, and potential are far more important than whether a candidate has an MBA.

BACKGROUND SUMMARY
Must have substantial experience managing operations units in companies similar toJuno, with a record of successfully cutting costs and streamlining operations throughplanning, process development, hiring, personnel policies, development of good teamwork,incentive programs, and vendor management. Strong candidates will have achieved success inprevious positions by identifying and capitalizing on opportunities for improvement in anentrepreneurial and proactive way, while still negotiating and coordinating effectivelywith other senior managers. Ideally, the candidate will have held a similar position atanother ISP for a significant period of time. Although we would also like to see strongoperations management, candidates are welcome from operationally intensive companies, suchas consumer telecommunications, direct club or catalogue marketing, as well as otherindustries combining a high degree of customer contact and service, maintenance oflong-term customer relationships, an emphasis on operational efficiency, and the use ofsophisticated technology. Candidates should have direct experience with customer serviceand/or technical support, customer billing, and vendor negotiation and management.Additional experience with the advertising, telecommunications, and direct marketingindustries is a plus. Familiarity with operational and managerial accounting and financeis a requirement.

DUTIES AND RESPONSIBILITIES
This individual will serve as a member of Juno's senior management team. Theposition's responsibilities are as follows, and may evolve over time:

Ensure that Juno's key operations units run efficiently and coordinate effectively with sales, marketing, and technical units.
Provide operational and planning discipline to push these operating units to beat their financial targets quarter after quarter. The success of this effort is critical to the company's growth. This position will have direct responsibility for Member Services and Telecommunicatons, the two units whose performance most significantly affects the financial health of Juno's online services.
Manage the Member Services Division, with a rapidly growing staff of 15 internal employees, outsourced call center personnel currently in excess of 200, and additional employees in Juno's office in Hyderabad, India. Member Services provides free and for-fee technical support and customer service to members of all of Juno's online services. Support is delivered through automated and live e-mail response, Web-based support pages, software help files, IVR, and live operators.
Manage the Telecommunications Division, with an internal staff of three people responsible for the development of Juno's Internet access network. This unit currently negotiates and manages relationships with major Internet services vendors for the provision of these services, and also monitors network performance, and works to optimize the distribution of traffic across vendors and access numbers to drive costs down and to improve quality.
Manage the Business Operations Division responsible for maintaining the financial models used to generate projections for Juno's online services, setting performance targets for operations units, monitoring financial performance to provide early warning of potential problems in beating targets, and identifying opportunities to cut costs or improve efficiency.
Manage the Ad Operations Division (comprising Ad Services and Ad Production), with an internal staff of 12 people responsible for account management and Juno ad development for Juno's advertising clients, marketing partners, and internal units that need to run ad campaigns to Juno members.

PERSONAL ATTRIBUTES SUMMARY

The selected candidate will be a highly intelligent, motivated and mature professional. He/she will have a confident appreciation of the demands of running complicated operational units at peak efficiency, and the ability to function as a senior strategist with key members of top management at a rapidly-growing start-up company.
The desired candidate will also be a capable manager with the interpersonal skills and experience to quickly establish himself/herself as a mentor and leader, who can bring the best out of the exceptionally talented middle managers under his/her watch.

COMPENSATION
Compensation will be commensurate with experience, and will include bonus and equityopportunities. Relocation is available.

RESUMES TO
Larry Dunnigan, Senior Associate, Huntington Group, 6527 Main Street, Trumbull, CT06611 Fax 203-452-9153
E-mail larry@hgllc.com

At The Huntington Group we are dedicated to providing our clients with the finest customer service available. And, throughout our years of experience, we have built a strong reputation as an outstanding real estate investment firm. Our office boasts a top-notch team, and we are ready to serve the needs of real estate professionals, builders, and individual home buyers throughout the community. You can rely on us to make your buying or selling experience one you'll remember, for all the right reasons.
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