Offer to Purchase for Cash
                    All Outstanding Shares Of Common Stock
          (Together with Associated Preferred Stock Purchase Rights)

                                      of

                              MYPOINTS.COM, INC.

                                      at

                              $2.60 Net Per Share

                                      by

                             UNV ACQUISITION CORP.

                          wholly owned subsidiary of
                           UNITED NEWVENTURES, INC.

 THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY
        TIME, ON WEDNESDAY JULY 11, 2001, UNLESS THE OFFER IS EXTENDED.

                                                                  June 13, 2001

To Our Clients:

  Enclosed for your consideration is an Offer to Purchase, dated June 13, 2001
(the "Offer to Purchase") and the related Letter of Transmittal (the "Letter
of Transmittal," which, together with the Offer to Purchase, as each may be
amended or supplemented from time to time, collectively constitute the
"Offer") relating to the tender offer by UNV Acquisition Corp., a Delaware
corporation ("Sub") and a wholly owned subsidiary of United NewVentures, Inc.,
a Delaware corporation ("Parent"), to purchase all of the outstanding shares
of common stock, par value $.001 per share of MyPoints.com, Inc. (the
"Company"), together with the associated preferred stock purchase rights
issued pursuant to the Preferred Stock Rights Agreement, dated as of December
13, 2000, between the Company and Wells Fargo Shareholder Services, as rights
agent ("Shares") at a price of $2.60 per Share (the "Offer Price"), net to the
seller in cash, less any required withholding of taxes and without the payment
of any interest, upon the terms and subject to the conditions set forth in the
Offer.

  We are the holder of record of Shares held by us for your account. The
Letter of Transmittal is furnished to you for your information only and cannot
be used by you to tender Shares held by us for your account. A tender of such
Shares can be made only by us as the holder of record and pursuant to your
instructions.

  Accordingly, we request instructions as to whether you wish to have us
tender on your behalf any or all of the Shares held by us for your account, in
accordance with the terms and subject to the conditions set forth in the
Offer.

  Your attention is directed to the following:

    1. The Offer Price is $2.60 per Share, net to the seller in cash, without
  interest and less any required withholding of taxes, upon the terms and
  subject to the conditions set forth in the Offer.

    2. The Offer is being made for all outstanding Shares of the Company.

    3. The Offer is being made pursuant to the terms of an Agreement and Plan
  of Merger, dated as of June 1, 2001, among Parent, the Company and Sub (the
  "Merger Agreement"). The Merger Agreement provides, among other things, for
  the making of the Offer by Sub. The Merger Agreement further provides


  that Sub will be merged with and into the Company (the "Merger") following
  the completion of the Offer and promptly after satisfaction or waiver of
  certain conditions. The Company will continue as the surviving corporation
  after the Merger and will become a wholly owned subsidiary of Parent.

    4. The Board of Directors of the Company has by a unanimous vote of those
  directors present (i) approved and declared advisable the Merger Agreement,
  the Offer, the Merger and the other transactions contemplated by the Merger
  Agreement, (ii) determined that the Offer, the Merger and the other
  transactions contemplated by the Merger Agreement are fair to, and in the
  best interests of, the Company and the stockholders, (iii) recommended that
  stockholders accept the Offer and tender their Shares pursuant to the
  Offer, and (iv) recommended that the Company's stockholders approve and
  adopt the Merger Agreement.

    5. The Offer and withdrawal rights will expire at 12:00 midnight, New
  York City time, on Wednesday, July 11, 2001, unless the Offer is extended.

    6. Tendering stockholders will not be obligated to pay any commissions or
  fees to any broker, dealer or other person or, except as set forth in
  Instruction 6 of the Letter of Transmittal, stock transfer taxes with
  respect to the transfer and sale of Shares to Sub or to its order pursuant
  to the Offer.

    7. The Offer is conditioned upon, among other things, (1) there being
  validly tendered and not withdrawn prior to the expiration of the Offer
  Shares representing a total of at least a majority of the total outstanding
  voting securities of the Company on a fully-diluted basis after giving
  effect to the exercise, conversion or termination of all options, warrants,
  rights and securities exercisable or convertible into such voting
  securities and (2) the applicable waiting period (and any extension
  thereof) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as
  amended, shall have terminated or expired and any consents, approvals and
  filings under any foreign antitrust law, the absence of which would
  prohibit the purchase of all Shares tendered pursuant to the Offer, shall
  have been obtained or made prior to the acceptance of Shares pursuant to
  the Offer. The Offer also is subject to certain other terms and conditions.

  If you wish to have us tender any or all of the Shares held by us for your
account, please instruct us by completing, executing and returning to us the
instruction form contained in this letter. If you authorize a tender of your
Shares, all your Shares will be tendered unless otherwise specified in such
instruction form. Your instructions should be forwarded to us in ample time to
permit us to submit a tender on your behalf on or prior to the expiration of
the Offer.

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