Of the proceeds, $2 million will be held in an interest-bearing escrowaccount and, upon release, are expected to go primarily towards theexpansion of the Company's Bell Latino division. Interest earned on thefunds in escrow will go directly to the Company, effectively reducing theinterest rate paid on the Note.

In conjunction with the financing, the Company's Board of Directors andshareholders approved a 1:10 reverse stock split that will go into effectMonday, September 29, 2008. The number of fully diluted sharespost-financing and post-reverse stock split will be approximately 12.6million, down from approximately 74.5 million fully diluted sharespre-financing and pre-reverse stock split. Subject to the completion of itsaudit, the Company has agreed to file a registration statement with the SECfor the resale of the shares of common stock and the shares of common stockunderlying the warrants sold in this transaction. The Company's shares arepresently traded on Pink Sheets under the symbol USTA.PK. After the reversestock split takes effect, the shares will be traded under the symbolUSTI.PK.

Under the terms of the equity investment, and after giving effect to thereverse stock split, U.S. Starcom will issue Sigma approximately 4.05million shares of Common Stock and Warrants to purchase approximately 1.14million shares of Common Stock at $0.01/share. Management, members of theboard of directors and Sigma will own approximately 70% of the Company'sfully diluted shares.

As part of the financing, U.S. Starcom's Board of Directors wasreconstructed as follows:

--  The new board will consist of seven directors and one observer.--  U.S. Starcom will appoint three directors.--  Sigma will appoint two directors and one observer. Mr. Thom Waye,    Sigma's Managing Partner, will be one of the two Sigma directors.--  Two independent directors will be jointly appointed by the Company and    Sigma.--  A separate press release will follow, specifying in more detail the    recent reorganization in management and the reconstructed board.    

"This transaction provides us with the financial resources to execute ourBell Latino expansion strategy and facilitates our ability to capitalize onthe many growth opportunities in our industry," said John DiDomenico,Chairman and CEO of U.S. Starcom. "The addition of Sigma, a well respectedprivate equity fund, as a long-term strategic partner significantlystrengthens our core. I expect Sigma's active involvement to serve as acatalyst for our evolution as a public company, continued revenue growth,sustainable operational and financial excellence, reduced execution risk,solid corporate governance and wider capital markets exposure to highquality institutional investors."

Mr. Thom Waye is the manager of the Sigma Opportunity Fund, LLC. He iscurrently the Chairman of Avatech Solutions, Inc. and a Director ofBerliner Communications, Inc. Prior to forming Sigma, Mr. Waye was apartner and managing director at ComVest Venture Partners, L.P. Beforejoining ComVest, Mr. Waye was at AIG, where he was Vice President in AIG'sprivate equity group. In addition, Mr. Waye previously led Motorola's andUnisys' New York-based non-banking, financial services sales and marketingefforts. Mr. Waye holds an MBA in Accounting and Finance from theUniversity of Chicago Graduate School of Business and a B.Sc. from SyracuseUniversity.

Thom Waye commented, "U.S. Starcom, through its Bell Latino division, hasthe potential to emerge as a leading transaction-based services provider toa fast growing, yet underserved, segment of the U.S. population. Inparallel to the development of Bell Latino, the Company's core Telecomdivision provides a solid, profitable base of operations, which is alsopositioned for further growth. We are excited to partner with U.S. Starcomboth strategically and financially and look forward to working closely withmanagement over the next few years to build the Company into a moreprofitable and expansive public company."

About U.S. Starcom, Inc.

U.S. Starcom provides diversified communication, financial andtransaction-based services, primarily targeted at the emerging U. S. Latinocommunities and business markets. The Company's Telecom division providesdirect international wholesale telecom services and products, includinglong distance termination and pre-paid calling cards. The Bell Latinodivision operates a chain of neighborhood based, multi-service finance andmicro communication hubs, designed to fulfill the needs of the U.S. Latinocommunity. In a secure, culturally friendly and affordable environment,Bell Latino Centers enable customers to transfer funds, pay bills,photocopy, fax, access internet services, purchase internationalcommunications products, services, cell phones and other basic necessities.

About Sigma Opportunity Fund

The Sigma Opportunity Fund is a private equity fund that provides growthcapital for Micro-Cap public companies operating in the IT, Telecom andTechnology industries. The Fund has an active, long-term investmentapproach and works closely with management to unlock shareholder value andprovide guidance and assistance in the areas of finance, capital markets,operations, strategy and business development. For more information aboutSigma please visit http://www.sigmacp.com.

The statements in this press release, which are not historical fact, areforward-looking statements. These statements include, without limitation,statements regarding our future prospects, the expected growth of ourbusiness, the ability to achieve our sales and profitability goals, ourperception of future industry trends and the potential positive impact ourbusiness prospects, and other such statements. Such statements involverisks and uncertainties that could cause actual results to differmaterially from ours expectations. Such risks and uncertainties include,without limitation, the risk that future trends we have identified do notmaterialize or if they materialize that they do not have the beneficialeffect we anticipate, as well as the risk that we will not be able toachieve our sales and profitability goals. All forward-looking statementsin this document are made as of the date hereof, based on informationavailable to us on the date hereof, and we disclaim any intention orobligation to revise any forward-looking statements, including, withoutlimitation, financial estimates, whether as a result of new information,future events or otherwise.