NELSON COMMUNICATIONS INC S-1

NELSON COMMUNICATIONS INC.

CONSOLIDATION AGREEMENT

AGREEMENT AND PLAN OF MERGER

ASSET PURCHASE AGREEMENT

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

AMENDED AND RESTATED BY-LAWS

OFFICE LEASE WITH A&R REAL ESTATE, INC.

OFFICE SUBLEASE BETWEEN NCI AND THOMAS GROUP, INC.

OFFICE LEASE WITH CARNEGIE 214 ASSOCIATES LTD.

OFFICE SUBLEASE BETWEEN NCI AND MATHTECH, INC.

OFFICE LEASE WITH PRINCETON 202 ASSOCIATES LTD.

OFFICE LEASE WITH PRINCETON PIKE

OFFICE SUBLEASE BETWEEN NCI AND JAY YOUNG PARTNERS

OFFICE LEASE DATED OCTOBER 4, 1996

OFFICE LEASE DATED NOVEMBER 30, 1995

OFFICE LEASE WITH KELLER CARNEGIE ASSOCIATES

1998 STOCK INCENTIVE PLAN

1998 STOCK INCENTIVE PLAN FOR OUTSIDE DIRECTORS

RWR ADVERTISING, INC. STOCK INCENTIVE PLAN

WORLD HEALTH COMMUNICATIONS STOCK INCENTIVE PLAN

SUBSCRIPTION AGREEMENTS

INDEMNIFICATION AGREEMENT

PROMISSORY NOTE

PROMISSORY NOTE

SUBSIDIARIES OF THE REGISTRANT

CONSENT OF DELOITTE & TOUCHE LLP

FINANCIAL DATA SCHEDULE