CLOUD 9 INTERACTIVE, INC.

C9

entertainment and educational services, namely, production of children's television programs, audio recordings, motion picture films, and video tapes;computer programs, pre-recorded sound and video recordings and films featuring children's entertainment and education in the fields of literary arts, visual arts, music, social sciences, mathematics, and physical sciences and computer game programs and instruction manuals sold as a unit therewith;toys, namely, stuffed animals, puzzles, board games, dolls, and action figures;entertainment and educational publications in the nature of a series of children's books;CLOUD NINE;

CLOUD 9

computer software and instructional manuals, sold as a unit, for education and entertainment use, namely, educational computer programs for instruction in the fields of literary arts, visual arts, music, social sciences, physical sciences and vocational selection and instruction manuals sold therewith, and entertainment computer programs, namely, screensavers;computer game programs and instruction manuals sold as a unit therewith;entertainment and educational publications in the nature of a series of children's books;

EDGE-U-TAINMENT

toys, namely, stuffed animals, jigsaw puzzles and manipulative puzzles, board games, dolls, action figures, and computer game programs and instruction manuals sold as a unit therewith;

EDGE-U-TAINMENT

computer software and instructional manuals, sold as a unit, for education and entertainment use, namely, educational computer programs for instruction in the fields of literary arts, visual arts, music, social sciences, physical sciences and vocational selection, and, entertainment computer programs, namely, screensavers;

LEARNING ADVENTURE

clothing, namely, T-shirts, sweat shirts, jerseys, shorts, sweat pants, jackets, hats, caps, scarves, gloves, hosiery, neckties, pajamas, robes, night shirts, night gowns, underwear, head bands, wrist bands, swim suits, skirts, shirts, tank tops, pants, coats, sweaters, leotards, leg warmers, stockings, socks, panty hose, tights, belts, and rainwear;

LEARNING ADVENTURE

target games, board games and card games; kites; toy action figures; disc-type toss toys; bows and arrows; balls of all kinds; dolls, doll playsets, plush toys; toy vehicles, toy cars, toy trucks, toy bucket and shovel sets, roller skates, toy model hobbycraft kits, toy guns, toy holsters, musical toys, jigsaw puzzles, badminton sets, bubble making wands and solution sets, toy figurines, toy banks, puppets, toy balloons, yo-yos, skateboards, scooters, face masks, video and LCD game mahines;

LEARNING ADVENTURE

paper and paper articles, cardboard and cardboard articles, printed matter, newspaper and periodicals, books, photographs, stationery; pens, pencils, pen and pencil cases; erasers;

LEARNING ADVENTURE

educational computer software, programs and videos for instruction in the fields of literary arts, visual arts, music, social sciences, physical sciences and vocational selection and instruction manuals;

STUDY HALL

entertainment in the nature of an ongoing television series featuring general entertainment and educational content for kids; production of television programs;

STUDY HALL

educational computer software, programs and videos for instruction in the fields of literary arts, visual arts, music, social sciences, physical sciences and vocational selection and instruction manuals;

TRICKY TROLLS

entertainment in the nature of educational television series for children; production and distribution of television programs;

TRICKY TROLLS

educational computer software, CD-ROM programs and videos for instruction in the fields of literary arts, visual arts, music, social sciences, physical sciences and vocational selection and instruction manuals sold therewith;

TROLL TROUBLE

entertainment in the nature of educational television series for children; production and distribution of television programs;

TROLL TROUBLE

educational computer software, CD-ROM programs and videos for instruction in the fields of literary arts, visual arts, music, social sciences, physical sciences and vocational selection and instruction manuals sold therewith;

ZEROMAN

video and LCD game machines;target games, board games and card games; kites; toy action figures; disc-type toss toys; toy bows and arrows; play balls; dolls, doll play-sets, plush toys; toy vehicles, toy vehicles, toy cars, toy trucks, toy bucket and shovel sets, roller skates, toy model hobby-craft kits, toy rockets, toy guns, toy holsters, musical toys, jigsaw puzzles, badminton sets, bubble making wands and solution sets, toy figurines, toy banks, puppets, toy balloons, yo-yos, skateboards, toy scooters, face marks, stand alone video and LCD game machines;

ZEROMAN

title of a television series; production and distribution of television programs,;ZERO MAN;