filed herewith omits the information subject to the confidentiality request.

Omissions are designated as [*]. A complete version of this exhibit has been

filed separately with the Securities and Exchange Commission.





                  Development and Technology License Agreement





                                    Between



                         Samsung Electronics Co., Ltd.

                           Samsung Main Bldg. 250 2Ka

                        Taepyungro, Chungku, Seoul Korea



                                      and



                                 Metawave, Inc.

                             10735 Willows Road NE

                         Redmond,  WA  98073-9769, USA

{PAGE}



                              Section 1  Preamble



1.1  This Agreement, made and entered into as of the eighth day of February

2001, by and between Samsung Electronics Co., LTD., a Korean corporation with

its principal place of business in Samsung Main Bldg. 250 2Ka, Taepyungro

Chungku Korea, (hereinafter called "Samsung") and Metawave Inc., a Delaware

corporation with its principal place of business at 10735 Willows Road NE P.O.

Box 97069, Redmond, WA 98073-9769, USA (hereinafter called "Metawave").



                                      -2-

{PAGE}



                             Section 2  Definitions



2.1  As used herein, the following terms shall have the meanings set forth

     below:



a)  "Prototype System" means [*].



b)  "Prototype System Development" means the engineering services provided by

    Metawave to Samsung to design the system specific components for [*].



c)  "Prototype Components" means the deliverable components from Metawave as

    defined in Annex A attached hereto.



d)  "Commercial System Development" means the engineering services provided by

    Metawave to Samsung to design the system specific components for a

    commercial system incorporating Metawave's technology for Adaptive Antenna

    Array capability based on the Samsung standard product.



e)  "Commercial System" means the [*].



f)  "Deliverable Items" means the Products and Services (hereinafter defined) to

    be delivered by Metawave to Samsung pursuant to this Agreement, of which is

    detailed and described in Annex A attached hereto.



g)  "ASIC" means an application specific integrated circuits to be used with or

    in the deliverable products under this Agreement.



h)  [*] means Metawave [*] consisting of Metawave [*] and associated control and

    processing software necessary to provide the [*].



i)  "RF Front End" means the physical antenna array elements, tower mounted RF

    distribution box, and phase matched cables connecting the antenna array

    elements to the RF distribution box.



j)  "Prototype System Test Plan" means the mutual developed and approved BTS

    performance test plan defining the verification test methods and procedures

    used to establish the performance of the modified prototype Samsung AAA BTS

    products.



k)  "Commercial System Test Plan" means the mutual developed and approved BTS

    performance test plan defining the verification test methods and procedures

    used to establish the performance of the modified Samsung Commercial system

    AAA BTS products.



l)  "Subsidiaries" means, with respect to any party, any entity which is under

    the control of such party by means of at least [*] ownership of the entity,

    whether directly or indirectly, or has been specifically included in this

    section below.



    Metawave shall approve subsidiaries of Samsung in which Samsung has less

    than 40% ownership to be included in this agreement, such approval shall not

    be unreasonably withheld.



m)  "AAA" means Adaptive Antenna Array



----------------------------------

[*] Confidential Treatment Request



                                      -3-

{PAGE}



n)  "Beamforming" means the process by which antenna patterns for both receive

    and transmit antenna patterns are electronically generated.



o)  "Samsung Products" means Samsung's Adaptive Antenna Array enhanced BTS

    commercial products incorporating [*] and smart Antenna technology.



p)  "Samsung Components" means [*] and or equivalent components, to be

    included and used as part of and within the Samsung Products, that have been

    exclusively designed by or for Samsung (which design is owned and used

    exclusively by Samsung).



----------------------------------

[*] Confidential Treatment Request



                                      -4-

{PAGE}



                     Section 3  Effective Date of Agreement

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