FATBRAIN.COM, INC.

BECAUSE GREAT MINDS THINK A LOT

Electronic publishing services;Computer software; publications recorded on CD Roms and software;Publications;Computerized on line search and ordering service featuring the wholesale and retail distribution of publications; computerized service featuring direct digital transmission of publications; wholesales and retail distribution of and sales services featuring digital publications, books, manuals, multimedia products, computer software, audio cassettes, and video cassettes;Online publications; Online information services relating to books, manuals, multimedia products, computer software, computer hardware, audio cassettes, and video cassettes; computer services, namely, providing search engines for obtaining data, information and web sites on books, manuals, multimedia products, computer software, computer hardware, audio cassettes, and video cassettes via a global computer network; design, development, implementation, and operation of Web sites for others; Web site hosting services; consultancy services relating to the foregoing;

EMATTER

Computer software, namely development tools for use in construction and operation of stores accessed via computer networks;E MATTER;On-line information services, namely, providing purchasing information and product pricing of books, technical manuals, multimedia products, computer software, computer hardware, audio cassettes and video cassettes; computerized online search and ordering services relating to books, manuals, multimedia products, computer software, computer hardware, audio cassettes and video cassettes;On-line information services, namely reviews of books, technical manuals, multimedia products, computer software, computer hardware, audio cassettes and video cassettes; computer services, namely, providing search engines for obtaining data and locating web sites on computer networks; designing and implementing network web pages and electronic commerce web sites for others; hosting the web sites of others on a computer server for a global computer network; and computer consultation services;

EMATTER

Electronic publishing services, namely, publication of text and graphic works of others in digital format, in a wide variety of fields;Computer software, namely computer software development tools for use in construction and operation of stores accessed via computer networks and for use with on-line information services relating to books, manuals, and multimedia products;E MATTER;Retail store services and wholesale distribution services featuring books, manuals, and multimedia products; on-line information services, namely providing purchasing information and product pricing of books, technical manuals, and multimedia products; computerized online search and ordering services relating to books, manuals, and multimedia products;On-line information services, namely reviews of books, technical manuals, and multimedia products; computer services, namely, providing search engines for obtaining data and locating web sites on computer networks; designing and implementing network web pages and electronic commerce web sites for others; hosting the web sites of others on a computer server for a global computer network; and computer consultation services;

FATBRAIN.COM

Computer software, namely development tools for use in construction and operation of on-line stores accessed via computer networks;FAT BRAIN COM;

MIGHTYWORDS

MIGHTY WORDS;On-line retail store services featuring electronic information, namely, books, pamphlets, articles, art and audio and video compositions;Electronic on-line publishing services, namely, on-line publication of text and graphic electronic information of others, namely, publication of books, pamphlets, and articles, and audio and video compositions;

MIGHTYWORDS.COM

MIGHTY WORDS;on-line retail store services featuring electronic information, namely, books, pamphlets, articles, art and audio and video compositions;Electronic on-line publishing services, namely, on-line publication of text and graphic electronic information of others, namely, publication of books, pamphlets, and articles, and audio and video compositions;

READ. WRITE. BUY. SELL.

READ WRITE BUY SELL;on-line retail store services featuring electronic information, namely books, pamphlets, articles, art, and audio and video compositions;electronic on-line publishing services, namely, on-line publication of text and graphic electronic information of others, namely, publication of books, pamphlets, articles, art, and audio and video compositions;