ZAPME! CORPORATION

I NEED TO KNOW

Providing online educational and entertainment content in a wide variety of subjects for children via indexed websites, webcasting, and electronic communications networks;Computer hardware; computer software for use in facilitating communications over computer networks and for enabling children to access educational and entertainment content via indexed websites, webcasting, and electronic communications networks;

LEARNINGGATE

providing educational and entertainment content in a wide variety of subjects for children and educators via indexed websites, webcasting, and electronic communications networks;computer hardware; computer software for use in the transfer of information, data, video, communications, entertainment and educational content via an electronic communications network; computer software for use by educators for creating, maintaining and reporting all facets of educational records through a web-based education portal;telecommunications services, namely electronic transmission of data, video, images, and documents via electronic communications networks; electronic mail services; facsimile transmission services; providing telecommunications connections to electronic communications networks;LEARNING GATE;matching buyers and sellers to facilitate commercial transactions; promoting the goods and services of others via electronic communications networks by providing information and advertising regarding a wide range of goods and services; providing a wide range of commercial information via web pages accessible via electronic communications networks;computer consultation services; computer services, namely, designing, implementing, maintaining and managing network web pages for others; providing a wide range of general information via web pages accessible via electronic communications networks;

Z ZAP ME!

computer system composed of computer hardware, computer software, satellite antennae and connecting cables designed for the delivery of educational data to schools;providing access to educational information and materials to schools via computer networks;

ZAPCASH

promotion of responsible financial practices through the use of online stored value accounts or encoded cards;magnetic encoded cards; electronically encoded cards; encoded cards; and computer software for transmitting, displaying and storing transaction, identification and financial information for use in the financial, consumer and banking fields;financial services, namely providing online stored value accounts and encoded cards; facilitating purchasing and banking transactions via online stored value accounts or encoded cards;ZAP CASH;organization, operation, management and supervision of sales, promotional, incentive, partnership, and loyalty programs;information and advisory services provided to subscribers of sales, promotional, incentive, partnership, and loyalty programs;

ZAPCHAT

ZAP CHAT;online services, namely, providing online forums for real-time interaction and communication with other computer users concerning topics of general interest;

ZAPCONNECT

providing educational and entertainment content in a wide variety of subjects for children and educators via indexed websites, webcasting, and electronic communications networks;computer hardware; computer software for use in the transfer of information, data, video, communications, entertainment and educational content over electronic communications networks;telecommunications services, namely electronic transmission of data, video, images, and documents via electronic communications networks; electronic mail services; facsimile transmission services; providing telecommunications connections to electronic computer networks;ZAP CONNECT;providing multiple user access to a computer information network for the transfer, dissemination and downloading of a wide range of information, data, video, communications, entertainment, and educational content via electronic communications networks; computer consultation services;

ZAPMAIL

online services, namely, providing messaging services via electronic communications networks;ZAP MAIL;

ZAPMALL

providing educational and entertainment content in a wide variety of subjects for children and educators via indexed websites, webcasting, and electronic communications networks;computer hardware; computer software for use in the transfer of information, data, video, communications, entertainment and educational content over electronic communications networks;telecommunications services, namely electronic transmission of data, video, images, and documents via electronic communications networks; electronic mail services; facsimile transmission services; providing telecommunications connections to electronic computer networks; providing multiple user access to a computer information network for the transfer, dissemination and downloading of a wide range of information, data, video, communications, entertainment, and educational content via electronic communications networks;ZAP MALL;on-line retail services in the fields of education and entertainment products;computer consultation services;

ZAPME!

computer system composed of computer hardware, computer software, satellite antennae and connecting cables designed for the delivery of educational data to schools;providing access to educational information and materials to schools via computer networks;

ZAPME! HOME

educational services, namely, providing access to educational and entertainment content for children via indexed websites, webcasting, and electronic communications networks;computer hardware; computer software for use in facilitating communications over computer networks and for enabling children to access educational and entertainment content via indexed websites, webcastings, and electronic communications networks;ZAP ME HOME;

ZAPME! Z

educational services, namely, providing access to educational and entertainment content for children via indexed websites, and electronic communications networks;computer hardware; computer software for use in facilitating communications over computer networks and for enabling children to access educational and entertainment content via indexed websites, webcasting, and electronic communications networks;ZAP ME Z;

ZAPMOBILE

educational and entertainment services for children, namely organizing and conducting travelling educational programs and workshops;ZAP MOBILE;

ZAPPOINTS

educational and entertainment services for children, namely an incentive program which rewards users with electronic gift tender which can be redeemed for goods and services of others;ZAP POINTS;

ZAPSEARCH

ZAP SEARCH;online services, namely, service allowing users of electronic communications networks to find and retrieve information, websites, and other resources on a wide variety of subject matters available on electronic communications networks;

ZAPZONE!

providing educational and entertainment content in a wide variety of subjects for children and educators via indexed websites, webcasting, and electronic communications networks;computer hardware; computer software for use in the transfer of information, data, video, communications, entertainment and educational content over electronic communications networks;telecommunications services, namely electronic transmission of data, video, images, and documents via electronic communications networks; electronic mail services; facsimile transmission services; providing telecommunications connections to electronic computer networks;ZAP ZONE;providing multiple user access to a computer information network for the transfer, dissemination and downloading of a wide range of information, data, video, communications, entertainment, and educational content via electronic communications networks; computer consultation services;