March 22, 2001

On January 16, 2001, in the wake of Verizon’s unexpected termination of our merger agreement, NorthPoint Communications filed for the protection of the United States Bankruptcy Court.  We did this to ensure that we were able to provide uninterrupted service to you while we began a restructuring process and sought new sources of financing, including strategic partnerships, that would allow the company to continue to provide services as a going concern.  Immediately upon filing for bankruptcy protection, we commenced a sale process under the supervision of the bankruptcy court in order to find a buyer for our company.  At that time we also obtained debtor-in-possession financing to finance our operations through the sale process.

At this point it is clear that the sale process to which we have dedicated much effort has not yielded long term financing, or a strategic partnership that will allow NorthPoint to continue its current level of operations.   As a result, the cessation of services to our customers and the complete shut down of our network is imminent.  We will take the following steps: 1) effective immediately all pending orders will be held until further notice and 2) effective March 23, 2001 we will no longer accept new orders and will cease all new service installations.  We urge you to take immediate action to secure alternate services for your needs.

We are currently negotiating with a group of our ISP partners for interim funding to support the migration of existing subscribers to alternate DSL service providers.   Additional partners are welcome to join this discussion in order to facilitate the migration of their subscribers.  Please call your NorthPoint account representative for more information.  If we are unable to reach an agreement with our partners for interim funding to support the subscriber migration, we will immediately begin the shut down of our network.  We will inform you of the outcome of these negotiations and the time frame for the eventual network shutdown as soon as information is available.  We expect resolution within the next few days.

We are disappointed and regret that we are unable to continue to provide you with services.  I thank you for your past business and for your support of NorthPoint during these last few difficult months.

Sincerely,

Elizabeth Fetter

President and Chief Executive Officer