SKYMALL, INC.

ALLEGENT

designing, implementing and administering redemption programs to substitute for, integrate with or expand customer incentive programs of others;

BEJEWELED ELEGANCE

mail order catalog services featuring jewelry;

CONCIERGE SERVICE IT'S MAGIC

IN THE STATEMENT, COLUMN 2, LINE 7, SERVICES SHOULD BE DELETED, AND SERVICE SHOULD BE INSERTED, AND THE DRAWING IS AMENDED TO APPEAR AS FOLLOWS: PUBLISH NEW CUT;delivery of goods; namely, flowers, small packages and gift items by hand, car, van, mail, and air;CONCIERGE SERVICE;concierge services; namely, obtaining tickets for events, concerts and other publicly attended functions involving tickets; shopping for others; namely, locating hard to find business and personal gifts; and special event calendaring services;The drawing is lined for the colors red, blue, gold and green.;

CONCIERGEMALL

concierge services; namely, obtaining tickets for events, concerts, and other publicly attended functions involving tickets;catalog shopping whereby goods for sale are displayed by printed publication or video or computer screens, and orders are placed by mail or telecommunications, and retail outlet and wholesale store services featuring and offering for sale apparel, audio/visual electronics, instructional audio and videotapes, automobile accessories, children's functional and recreational goods, clocks, clothing, computers, cookware, edibles, electronic goods, games, garment care products, health care products, health and fitness equipment, home decorating products, home safety products, housewares, infant care products, jewelry, kitchen cookware, kitchen equipment, electronic language translators, learning products, luggage , maps, nostalgic items, office products, personal care products, pet accessories, puzzles, sports equipment storage products, tools, toys, travel accessories, watches, and wine-related products; reservation and referral services concerning hotels and restaurants; shopping for others; namely, locating hard to find business and personal gifts; providing special event reminder services; and interpreting services;CONCIERGE MALL;

FIRST CLASS ENJOYMENT

1ST CLASS ENJOYMENT;mail order catalog services featuring prerecorded audio and video cassettes; books and other printed publications; games; and entertainment packages comprising prerecorded audio tapes and books, sold together as a unit;

HOME AMENITIES

HOME;mail order catalog services featuring cosmetics and oils, cutlery such as forks and spoons, furniture and other home accessories, appliances including glassware, bedding, linens and tableware;