X0202 3 2007-06-05 0 0000920990 METRO ONE TELECOMMUNICATIONS INC INFO 0001224607 EVEREST SPECIAL SITUATIONS FUND LP PLATINUM HOUSE 21 HA'ARBAA STREET TEL AVIV 64739 0 0 1 0 0001368311 Maoz Everest Fund Management, Ltd. PLATINUM HOUSE 21 HA'ARBAA STREET TEL AVIV 64739 0 0 1 0 Common Stock, no par value 502390 D Series A Convertible Preferred Stock, no par value 1.78 Common Stock, no par value 247191 D As the general partner of Everest Special Situations Fund, L.P. (Everest), Maoz Everest Fund Management, Ltd. (Maoz Everest) may be deemed to beneficially own the shares held by Everest. Maoz Everest disclaims ownership of such shares except to the extent of its pecuniary interest therein. The shares of preferred stock reported herein were acquired by Everest as part of the initial stage of a private placement transaction that is subject to approval by the Issuer's shareholders. Such shares of preferred stock are entitled to vote together with common stock on a discounted as-converted basis (the discount is equal to the difference between the conversion price and the market price on the date of issuance) on all matters other than the approval of the transactions contemplated by the purchase agreement pursuant to which Everest acquired the preferred stock. Pursuant to the Articles of Amendment to the Issuer's Third Restated Articles of Incorporation, the shares of preferred stock reported in this Form 4 are not convertible without approval from the Issuer's shareholders. The shares of preferred stock have no expiration date. The number of shares of common stock into which the preferred stock is convertible is subject to certain adjustments, including anti-dilution adjustments. See Footnote 1. By: By: Maoz Everest Fund Management, Ltd., its general partner; By: Elchanan Maoz, its Chairman and Chief Executive Officer 2007-06-11 By: /s/ Elchanan Maoz, its Chairman and Chief Executive Officer 2007-06-11