GENESIS DIRECT, INC.

1-800-4 HOT-ICE

mail order services, electronic retailing services via computer, on-line ordering services, telephone shop-at-home services via 800 numbers, and retail store services, all in the field of sports-related products, namely, clothing, hockey accessories and equipment, memorabilia, pre-recorded electronic media, art, home and office furnishings, publications and games, but excluding footwear;

1-800-INFANTS

Mail order catalog services, electronic retailing services via computer, on-line retail store services, telephone shop at home services via 800, 888 and 900 numbers, retail store services, all featuring clothing, furniture and toys for babies and young children; strollers; maternity clothing; and child-safety products;1-800;

1-800-PRO-TEAM

retail store and mail order services for sporting goods and sports related souvenirs;

1-800-PRO-TEAM AUTHENTIC TEAM WEAR

as to PRO-TEAM;AUTHENTIC TEAM WEAR;retail store and mail order services for sporting goods, including apparel and equipment, and sports related souvenirs;The lining is a feature of the mark and does not indicate color.;

1-888-PRO-TEAM

retail store, telephone shop-at-home, and mail order services for sporting goods, including apparel and equipment, and sports related souvenirs;

1.800 PRO TEAM THE STUFF THAT FANS ARE MADE FROM.

retail store and mail order services for sporting goods and sports related souvenirs;1.800;

AWARDSDIRECT

AWARDS DIRECT;Mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services and mail order catalog services, all in the field of trophies, plaques, certificates and prize ribbons;

BEYOND THE HORIZON

mail order services, electronic retailing services, computerized on-line ordering services, telephone shop-at-home services, retail stores and mail order catalog services, all featuring products and services that promote environmental conservation;

BEYOND THE HORIZON

mail order services, electronic retailing services, computerized on-line ordering services, telephone shop-at-home services, retail stores and mail order catalog services, all featuring products and services that promote environmental conservation;

BOSTON TRADITIONS

mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services and mail order catalog services, all featuring sports-related products, namely, memorabilia, souvenirs, clothing, hats, stationery and related products, printed publications, art, collectibles, and general merchandise;

BRING THE GAME HOME

Mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services, and mail order catalog services, all featuring sporting goods, clothing, hats, sports figures, memorabilia and souvenirs, printed publications, pre-recorded electronic media, posters, stationery and related products, sports collectibles and general merchandise;

COLLECTAINMENT

mail order services, electronic retailing services via computer, and on-line retail store services, all of children's pre-recorded electronic media, children's books and publications, and children's games and toys;

COMMAND PERFORMANCE

mail-order services and electronic retailing services via computer featuring pre-recorded electronic media, publications, entertainment memorabilia and collectibles, games and toys;

COMPETITIVE EDGE GOLF

mail order services, electronic retailing store services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services and mail order catalog services, all featuring sports-related products, namely, golf accessories and equipment, memorabilia, souvenirs, clothing, hats, stationery, printed publications, art, collectibles, and general merchandise;GOLF;

DIRECT FROM NEW YORK

catalog featuring general merchandise associated or referring to New York City including apparel, furniture, jewelry, and novelty items;NEW YORK;

DIRECT FROM THE STATES

Mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services, and mail order catalog services, all featuring memorabilia, souvenirs, clothing, hats, stationery and related products, printed publications and posters, art, jewelry, collectibles, general merchandise, pre-recorded electronic media, toys, dolls, games, puzzles, gifts, home and office furnishings, personal care products, and luggage;

EQ/IQ

Children's games, namely, board games, card games, trading card games, hand-held units for playing video games, role playing games and rules for playing fantasy games; and children's toys, namely, stuffed animals, toy vehicles, toy ships, toy planes, building blocks, plush toys, toy figures, wind-up toys, dolls, and jigsaw, manipulative and cube puzzles;Printed materials, namely, magazines, books, brochures, pamphlets, learning aids, cards and posters, all in the field of mental health needs of children, adolescents and their families;Clothing, namely, shirts, hats, caps, pants, shorts, sweaters, sweatshirts, sweatpants and jackets;Mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services and mail order catalog services, all featuring products and information to promote the mental health needs of children, adolescents and their families;Providing on-line information in the field of mental health needs of children, adolescents and their families via the global computer network;

FAIRWAYFINDER

golf clubs;FARE WAY FINDER FAIR WAY FINDER;

FROM THE SIDELINES

mail order services, electronic retailing services via computer, telephone shop-at-home services via 800 and 900 telephone numbers, and retail store services, all featuring a wide range of sporting goods, namely, athletic clothing, gear and accessories, sporting equipment, sports memorabilia and collectibles, and games;

FROM THE SQUARE

mail order catalog services, electronic retailing services via computer, on-line retail store services, telephone shop at home services via 800, 888 and 900 numbers, retail store services, all featuring sporting goods, memorabilia, souvenirs, clothing, hats, stationery and related products, club memberships for others, printed publications, art, collectibles, and general merchandise;

GEN.D

Mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services and mail order catalog services, all featuring sporting goods, clothing, hats, jewelry, dolls, club memberships for others, printed publications, children's books, posters, cards, art, collectibles, memorabilia, general merchandise, stationery and related products, sports-related products, educational and entertainment games, pre-recorded electronic media, children's toys, puzzles and board games, health foods and vitamins, interactive video games of virtual reality comprised of computer hardware and software, home and office furnishings, and model cars, trains and planes;

GENESIS DIRECT

mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800 and 900 numbers, retail store services and mail order catalog services, all featuring sporting goods; clothing; dolls; club memberships for others; printed publications; art; collectibles; and general merchandise;DIRECT;

GENESIS DIRECT

mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800 and 900 numbers, retail store services and mail order catalog services, all featuring sporting goods; clothing; dolls; club memberships for others; printed publications; art; collectibles; and general merchandise;DIRECT;

GLOBALFRIENDS

In the statement, Column 1, before line 1, Genesis Direct, Inc. (Delaware Corporation) 100 Plaza Drive Secaucus, New Jersey 07094, assignee of should be inserted.;dolls, doll accessories, doll clothing, and panoramic playsets for dolls;GLOBAL FRIENDS;

GLOBALFRIENDS

printed matter, namely, books, newsletters, and booklets in the field of multicultural education; printed panoramic playsets for dolls and booklets supplied therewith; stationery supplies, namely, writing paper, stickers, and envelopes;GLOBAL FRIENDS;

HOT OFF THE ICE

mail order catalog services, electronic catalog retailing services via computer, on-line retail catalog services, and telephone shop-at-home catalog services via 800 numbers, all in the field of sports-related products, namely, clothing, hockey accessories and equipment, memorabilia, pre-recorded electronic media, art, home and office furnishings, publications and games;

HOT OFF THE ICE

mail order catalog services, electronic catalog retailing services via computer, on-line retail catalog services, and telephone shop-at-home catalog services via 800 numbers, all in the field of sports-related products, namely clothing, hockey accessories and equipment, memorabilia, pre-recorded electronic media, art, home and office furnishings, publications and games;

KIDS DON'T COME WITH INSTRUCTION MANUALS

Pre-recorded electronic media for children, namely, pre-recorded records, cassettes, compact discs, video discs, audio and video tapes, computer diskettes and CD-ROMs, all featuring children's music, stories, games and education; interactive video games of virtual reality comprised of computer hardware and software; baseball batting helmets, catcher's helmets, football helmets, bicycle helmets, hockey helmets;Children's games, namely, board games, card games, trading card games, hand-held units for playing video games, role playing games and rules for playing fantasy games; and children's toys and sporting goods, namely, stuffed animals, toy vehicles, toy ships, toy planes, building blocks, plush toys, toy figures, wind-up toys, dolls, jigsaw, manipulative, and cube puzzles; balls used in sports; tennis, racquetball, and squash rackets; baseball bats; baseball gloves; basketball nets; volleyball and badminton nets, golf equipment, namely, non-motorized golf carts, tees, clubs, golf bags, and balls; flying disks; knee pads for athletic use; ice hockey goalie pads; football shoulder pads; skateboards;Printed materials, namely, magazines, books, brochures, pamphlets, learning aids, cards and posters, all in the field of mental health needs of children, adolescents and their families; children's books and magazines; catalogs featuring children's products, namely, clothing, dolls, collectibles, general merchandise, games and toys, stationery; and crossword puzzles;Mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services and mail order catalog services, all featuring children's pre-recorded electronic media, children's books, and publications, and children's games and toys;

KIDS DON'T COME WITH MANUALS

pre-recorded electronic media for children, namely, pre-recorded records, cassettes, compact discs, video discs, audio and video tapes, computer diskettes and CD-ROMs, all featuring children's music, stories, games and education; interactive video games of virtual reality comprised of computer hardware and software; baseball batting helmets, catcher's helmets, football helmets, bicycle helmets, hockey helmets;children's games, namely, board games, card games, trading card games, hand-held units for playing video games, role playing games and rules for playing fantasy games; and children's toys and sporting goods, namely, stuffed animals, toy vehicles, toy ships, toy planes, building blocks, plush toys, toy figures, wind-up toys, dolls, jigsaw, manipulative, and cube puzzles; balls used in sports; tennis, racquetball, and squash rackets; baseball bats; baseball gloves; basketball nets; volleyball and badminton nets; golf equipment, namely, non-motorized golf carts, tees, clubs, golf bags, and balls; flying discs; knee pads for athletic use; field hockey goalie pads; elbow pads for athletic use; ice hockey goalie pads; football shoulder pads; skateboards;children's books and magazines; catalogues featuring children's products, namely, clothing, dolls, collectibles, general merchandise, games and toys, stationery; and crossword puzzles;KID DO NOT COME WITH MANUELS;mail order services, electronic retailing services via computer, on-line retail store services, and retail store services, all featuring children's pre-recorded electronic media, children's books and publications, and children's games and toys;

MIRAKO

Toy vehicles and boats;

MOTORAMA EVERYTHING THAT MOVES

mail order services, electronic retailing services, via computer, on-line retail store services, telephone shop-at-home services via 800 and 900 numbers, retail store services and mail order catalog services, all featuring scale model planes, trains and motorcycles with or without motors, model cars, toy cars, collectibles and general merchandise related to model planes, trains, and motorcycles;

NOTHIN' BUT HOOPS

mail order services, electronic retailing store services via computer, on-line retail services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services and mail order catalog services, all featuring sports-related products, namely, basketball accessories and equipment, memorabilia, souvenirs, clothing, hats, stationery and related products, printed publications, art, collectibles, and general merchandise;

ONE STEP AHEAD

Mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services and mail order catalog services, all featuring hiking equipment and hiking supplies;

RECOGNIZATION

Mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services and mail order catalog services, all in the field of trophies, plaques, awards, certificates and prize ribbons;

REDLINE

RED LINE;Mail order services, telephone shop-at-home services via 800, 888 and 900 numbers retail store services and mail order catalog services, all featuring goods related to automobiles, motorized vehicles and racing, namely, clothing, hats, t-shirts, promotional items, pre-recorded electronic media, stationery, posters, cards, trading cards, collectibles, toys, games, car parts and accessories, model cars and motorized carts;

ROMANCE BOUTIQUE

Mail order catalog services, electronic retailing services via computer, on-line retail store services, telephone shop at home services via 800, 888 and 900 numbers, retail store services, all featuring clothing, lingerie and sleepwear, bed sheets and linens, home furnishings, table linens, napkins, napkin rings, drinking vessels and beverageware, flatware and eating utensils made of precious or non-precious metals, specialty and gourmet foods, baked goods, candy, alcoholic and non-alcoholic beverages, jewelry, cosmetics, body lotions and gels, bath accessories, room fragrances, candles, gifts, novelties, books, magazines, computer software, pre-recorded electronic media, calendars, stationery, adult games, and bath oils, beads, salts and crystals;

S.K.U.S.A.

SKUSA;Mail order services, retail store services available through computer communications and interactive television, on-line retail store services, telephone shop-at-home services via 800, 888, and 900 numbers, retail store services and mail order catalog services, all in the field of children's clothing; children's personal development products; children's headwear and accessories; sporting goods; athletic and sports club memberships; pre-recorded electronic media; children's art and collectibles; toys; children's gifts; children's educational and entertainment books, magazines, publications, games, posters, cards, school supplies, stationery and learning aids; action dolls and collectible dolls; health foods, vitamins, health supplements and personal care products;

SPORTS DIRECT

Mail order services, electronic retailing via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services, distributorship services, and mail order catalog services, all featuring sporting goods, sports equipment, sports apparel and hats, sports figures, sports-related memorabilia and souvenirs, books, pre-recorded electronic media, sports magazines and posters, and sports collectibles;Direct;

SPORTS KIDS USA

Mail order services, retail store services available through computer communications and interactive television, on-line retail store services, telephone shop-at-home services via 800, 88 and 900 numbers, retail store services and mail order catalog services, all in the field of children's clothing; children's personal development products; children's headwear and accessories; sporting goods; retail sale of athletic and sports club memberships; pre-recorded electronic media; children's art and collectibles; toys; children's gifts; children's educational and entertainment books, magazines, publications, games, posters, cards, school supplies, stationery and learning aids; action dolls and collectible dolls; health foods, vitamins, health supplements and personal care products;

SPORTSDIRECT

SPORT DIRECT;mail order services, electronic retailing via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services, distributorship services, and mail order catalog services, all featuring sporting goods, sports equipment, sports apparel and hats, sports figures, sports-related memorabilia and souvenirs, books, pre-recorded electronic media, sports magazines and posters, and sports collectibles;

STRAIGHT FROM THE DOMES

mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800 and 900 numbers, retail store services and mail order catalog services, all featuring sporting goods; clothing; dolls; club memberships for others; printed publications; art; collectibles; and general merchandise;

SUPER-BOWL-IN-A-BOX

Mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services, and mail order catalog services, all featuring sporting goods, clothing, hats, sports figures, memorabilia and souvenirs, printed publications, pre-recorded electronic media, posters, stationery and related products, sports collectibles and general merchandise;

THE LION'S DEN

mail order catalog services, electronic retailing services via computer, on-line retail store services, telephone shop at home services via 800, 888 and 900 numbers, retail store services, all featuring sporting goods, memorabilia, souvenirs, clothing, hats, stationery and related products, club memberships for others, printed publications, art, collectibles, and general merchandise;

THE NUMBER TO KNOW TO LOOK LIKE A PRO

retail store and mail order services for sporting goods, including apparel and equipment, and sports related souvenirs;

THE OFFICIAL SPONSOR OF CUPID

Mail order catalog services, electronic retailing services via computer, on-line retail store services, telephone shop at home services via 800, 888 and 900 numbers, retail store services, all featuring clothing, lingerie and sleepwear, bed sheets and linens, home furnishings, table linens, napkins, napkin rings, drinking vessels and beverageware, flatware and eating utensils made of precious or non-precious metals, specialty and gourmet foods, baked goods, candy, alcoholic and non-alcoholic beverages, jewelry, cosmetics, body lotions and gels, bath accessories, room fragrances, candles, gifts, novelties, books, magazines, computer software, pre-recorded electronic media, calendars, stationery, adult games, and bath oils, beads, salts and crystals;

THE PAINTED CANNON

mail order catalog services, electronic retailing services via computer, on-line retail store services, telephone shop at home services via 800, 888 and 900 numbers, retail store services, all featuring sporting goods, memorabilia, souvenirs, clothing, hats, stationery and related products, club memberships for others, printed publications, art, collectibles, and general merchandise not including toy or miniature cannons;

THE TRAINING CAMP TC

television and radio programming, excluding television and radio programming that have as their subject matter training camps;TC THE TRAINING CAMP;clothing, namely, shirts and caps;mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800 numbers, retail store services and mail order catalog services, all in the field of children's clothing; children's personal development products; children's head wear and accessories; sporting goods, pre-recorded electronic media, children's art and collectibles, toys, children's gifts, children's educational and entertainment books, games, posters, cards, school supplies, stationery and learning aids, action dolls and collectible dolls, health foods, vitamins, health supplements, personal care products, and magazines and publications, excluding magazines and publications that have as their subject matter training camps;

TOGETHER WE GROW

Pre-recorded electronic media for children, namely, pre-recorded records, cassettes, compact discs, video discs, audio and video tapes, computer diskettes and CD-ROMs, all featuring children's music, stories, games and education; interactive video games of virtual reality comprised of computer hardware and software; baseball batting helmets, catcher's helmets, football helmets, bicycle helmets, hockey helmets;Children's games, namely, board games, card games, trading card games, hand-held units for playing video games, role playing games and rules for playing fantasy games; and children's toys and sporting goods, namely, stuffed animals, toy vehicles, toy ships, toy planes, building blocks, plush toys, toy figures, wind-up toys, dolls, jigsaw, manipulative, and cube puzzles; balls used in sports; tennis, racquetball, and squash rackets; baseball bats; baseball gloves; basketball nets; volleyball and badminton nets, golf equipment, namely, non-motorized golf carts, tees, clubs, golf bags, and balls; flying disks; knee pads for athletic use; ice hockey goalie pads; football shoulder pads; skateboards;Printed materials, namely, magazines, books, brochures, pamphlets, learning aids, cards and posters, all in the field of mental health needs of children, adolescents and their families; children's books and magazines; catalogs featuring children's products, namely, clothing, dolls, collectibles, general merchandise, games and toys, stationery; and crossword puzzles;Mail order services, electronic retailing services via computer, on-line retail store services, telephone shop-at-home services via 800, 888 and 900 numbers, retail store services and mail order catalog services, all featuring children's pre-recorded electronic media, children's books and publications, and children's games and toys;

ULYSSES

golf clubs;

VARIANTO

Toy vehicles and boats;