Oil and Gas Exploration Applications Lead to Apache Corp. Investment of $1.2 Million

BURLINGTON, Mass. - Oct. 12, 2004 -Actuality Systems, Inc., the world leader in Spatial 3D visualization technology, announced today that is has secured a $6.5 million Preferred Series C round of financing from private individuals and institutional investors. The round includes an investment of $1.2 million from new investor Apache Corporation (NYSE, NASDAQ: APA), one of the world's leading oil and gas exploration and development companies.

According to company President and CEO Gregg Favalora, proceeds of the financing will be used to continue the exploration and development of applications in oil & gas, medical imaging, and homeland security.

"We're very pleased," Favalora said, "by investor interest in Actuality Systems, and we extended this fully-subscribed round to $6.5 million to accommodate that interest. The potential of Spatial 3D visualization is signaled by support from new investors like Apache, as well as from our existing investors including Navigator Technology Ventures and Rob Ryan, founder and former CEO of Ascend Communications."

Actuality Systems' Perspecta® Spatial 3D System is being evaluated at sites around the world for its unique ability to provide faster, more accurate comprehension of complex data. Perspecta, the world's first commercial Spatial 3D display, plugs easily into a PC to display full-color and full-motion images in true 3D space - projecting 10-inch-diameter images that can be viewed and manipulated from any vantage point.

"Technology significantly benefits oil and gas exploration," said Mike Bahorich, executive vice president of exploration and production technology for Apache Corporation. "Perspecta is unique in that it enables us to view geological, geophysical, and reservoir information in three dimensions as it truly exists rather than with two-dimensional displays to which industry has grown accustomed. We are looking forward to working closely with the team at Actuality to develop this promising technology for finding more hydrocarbons."

Actuality Systems is also breaking ground in its work to develop the first low-cost, mass market 3D holographic video systems. The program is part of a $1.7 million development grant the company received from the National Institute of Standards and Technology.

Perspecta will be on display at the upcoming SEG International Exposition, Oct. 10 through 13 at the Colorado Convention Center in Denver . Perspecta systems will be featured with Landmark Graphics in Booth #1141 and AMD in Booth #2425. This show marks the seventy-fourth annual meeting of the Society of Exploration Geophysicists (SEG). The SEG has more than 20,000 members in 110 countries.

Founded in 1997, Actuality Systems, Inc. develops the world"s first Spatial 3D display systems, which have been proven to provide faster and more accurate outcomes in critical defense, medical, and security operations. The Perspecta® Spatial 3D System displays full-color and full-motion images that occupy a volume in space, giving users a 360º view and simultaneous multi-view collaboration - without goggles. Built on patented technologies, Perspecta Spatial 3D is plug-and-play, displaying all rendering and movement from widely used open-standard 3D applications. Perspecta Spatial 3D has won Product of the Year awards from respected trade and industry publications. Actuality Systems is backed by world-class venture firms and individuals, with offices near Boston. For more information, call 781/229-7812 ext. 190 or visit www.actuality-systems.com

Apache Corporation is a large oil and gas independent with core operations in the United States, Canada, the United Kingdom North Sea, Egypt and Australia.