PENTON OVERSEAS, INC.

ACCENT AMERICA!

Pre-recorded audio compact discs; and pre-recorded audio compact discs, books and pamphlets sold as a unit, all of which featuring English language speaking and pronunciation;

ARK ANGELS

Books featuring educational subject matter of interest to children;

FAST TRACK

Pre-printed cards, books, and pre-recorded compact disks sold as a unit and all relating to a foreign language study program;

FOR THE IGENERATION

Digital media, namely, compact discs, digital video discs, and downloadable audio files featuring foreign language study programs;FOR THE INTERNET GENERATION;

GLOBAL ACCESS

educational computer software for use in the field of foreign language learning. disks containing words and phrases with pictures and sound in a lesson plan format;

GLOBAL ACCESS

computer software recorded on magnetic media for use in learning a foreign language and user manuals sold as a unit;

GLOBAL ACCESS

audio cassette tapes for learning a foreign language and printed text guides, sold as a unit;

HEAR/SAY

Pre-recorded audio tapes featuring instruction on learning a foreign language;HEAR SAY;

ILANGUAGE

Digital media, namely, compact discs, digital video discs, and downloadable audio files featuring foreign language study programs;INTERNET LANGUAGE;

ILEARN

Digital media, namely, compact discs, digital video discs, and downloadable audio files featuring foreign language study programs;INTERNET LEARN;

ILEARN ANYWHERE

Digital media, namely, compact discs, digital video discs, and downioadable audio files featuring foreign language study programs and self-help study programs;INTERNET LEARN ANYWHERE;

IMMERSION+

series of pre-recorded audio cassette tapes for learning a foreign language and printed text guides, sold as a unit;IMMERSION PLUS;

IMMERSIONPLUS

Pre-recorded audiocassette tapes and compact discs featuring foreign language study and printed instructional guides sold therewith as a unit;IMMERSION PLUS;

ISPEAK IN A WEEK

Digital media, namely, compact discs, digital video discs, and downloadable audio files featuring foreign language study programs;I SPEAK IN A WEEK;

ISYNC

Foreign language study programs stored on a compact disk or a digital video disk or downloadable from the internet;I SYNC; INTERNET SYNC;

IVERBS

Digital media, namely, compact discs, digital video discs, and downloadable audio files featuring foreign language study programs;INTERNET VERBS;

IVIDEO LANGUAGE

Digital media, namely, compact discs, digital video discs, and downloadable audio files featuring foreign language study programs;INTERNET VIDEO LANGUAGE;

LEARN ANYWHERE!

Downloadable audio, text and graphic files featuring foreign language study and self-help programs; and foreign language study and self-help instruction programs recorded on digital media, namely, compact discs, digital video discs, and digital audio and video players;

LEARN IN YOUR CAR

prerecorded audio cassette tapes featuring language instruction;

LEARN IN YOUR CAR

Pre-recorded media, namely, cassette tapes, [ audio discs, compact discs or CDs,] and manuals and guides sold together as a unit featuring language instruction; [ prerecorded media, namely, cassette tapes and manuals and guides sold together as a unit featuring a wide range of informational subjects, namely, self- improvement and self-help topics, accent reduction, vocabulary instruction, gardening, wines, wedding planners, food and cooking];

LEARN IN YOUR CAR

pre-recorded media, namely, cassette tapes, [ audio discs, compact discs or CDs,] and manuals and guides sold together as a unit featuring language instruction; [ prerecorded media, namely, cassette tapes and manuals and guides sold together as a unit featuring a wide range of informational subjects, namely, self-improvement and self-help topics, accent reduction, vocabulary instruction, gardening, wines, wedding planners, food and cooking];

LEARN IN YOUR CAR

Digital media, namely, compact discs, and downloadable and non-downloadable audio, text and picture files, all featuring foreign language study;

LINGUAFUN!

card games for learning foreign languages;

LYRIC LANGUAGE

educational audio tape program for use in the field foreign language learning; audio tape containing original words and music, transcribed into accompanying booklet, with each song printed in two language;

LYRIC LANGUAGE

prerecorded audio tapes, prerecorded video tapes and computer software recorded on magnetic media, all sold separately with user booklets and featuring foreign language instruction;LANGUAGE;

LYRIC LANGUAGE

Digital media, namely, compact discs, digital video discs, and downloadable audio, text and picture files, all featuring foreign language study;LANGUAGE;

PICTURE IT

educational computer software for use in the field of foreign language learning. disks containing word lists with pictures in a dictionary format;

PICTURE IT!

computer software recorded on magnetic media for use in learning a foreign language and user manuals sold as a unit;

RIPPED & READY

Digital media, namely, compact disks, digital video disks, and downloadable audio files featuring foreign language study programs;RIPPED AND READY;

SAY IT NOW!

Providing temporary use of non-downloadable web-based voice recognition software featuring foreign language study programs;

SMART KIDS

Pre-recorded audio and video tapes relating to educational subjects in the field of social studies, history, grammar, English, social manners and science;Printed matter, namely books, pamphlets and manuals relating to educational subjects in the field of social studies, history, grammar, English, social manners and science;

SMART KIDS

baby books; children's activity books; children's story and picture books;[ albums for photographs and scrapbooks; diaries];

SMART KIDS

Clocks; alarm clocks; clocks incorporating radios; watches;

SMART KIDS

Men's, women's and children's clothing, namely, T-shirts, jackets, shirts, pants, shorts, skirts, dresses, hats, tights, mittens, gloves, footwear, socks, hosiery, sleepwear, sweat pants, and sweat shirts;

SMART KIDS

Toys, namely, card games, board games and equipment sold as a unit for playing; mechanical action toys; electrical action toys; talking toys; bath toys; children's multiple activity toys; baby multiple activity toys; plush toys; party favors in the nature of small toys; musical toys; toy instruments, namely, toy pianos; toy watches;

SMART KIDS

Linen, namely, table cloths, napkins, and place mats; towels, namely, kitchen towels, tea towels, bath towels and beach towels; bed sheets;

SPEAK IN A WEEK

Compact disks, dictionaries and pre-printed card indices, all featuring foreign language instruction and sold as a unit;

TALES FOR TRAVELLERS

series of pamphlets containing short stories;

TAPEGUIDE

AUDIO CASSETTES FEATURING TOUR NARRATION;TAPE GUIDE;

TEACH YOUR BABY

Pre-recorded compact discs featuring a foreign language and instructions to teach language skills to infants and young children;

THE GLOBAL LANGUAGE SPECIALISTS

audio, computer software;written texts of foreign language and esol courses;

THE GLOBAL LANGUAGE SPECIALISTS

computer software for use in learning a foreign language and user manuals, sold as a unit; prerecorded audio cassettes used in learning a foreign language and user manuals, sold as a unit;GLOBAL LANGUAGE;

TRAVELTALK

Prerecorded audio tapes featuring foreign language instruction and printed matter, namely, books featuring English-foreign language translation and interpretation, sold as a unit;TRAVEL TALK;

VOCABULEARN/CE

COMPUTER PROGRAMS AND INSTRUCTIONAL MANUALS SOLD AS A UNIT FOR LEARNING FOREIGN LANGUAGES;VOCABULARY LEARN/CE;

WRITE AWAY!

Printed matter, namely, teaching materials in the field of foreign languages having laminated pages with an erasable writing surface for learning and writing foreign language characters;