KNOWLEDGE ADVENTURE, INC.

$MAN

BUSINESS AND ACCOUNTING COMPUTER PROGRAMS AND RELATED MANUALS SOLD TOGETHER;DOLLARMAN $;

ACCOMPLISH

multimedia computer software for use as an authoring tool in the development of other multimedia and interactive software and instructional manuals sold as a unit therewith;

ADVENTURE

scientific and electrical apparatus and instruments, namely computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;

ADVENTURE

games and playthings, namely interactive and multimedia computer game programs and story-telling software;

ALGE-BLASTER!

MATHEMATICAL EDUCATIONAL COMPUTER PROGRAMS AND INSTRUCTIONAL MANUALS SOLD AS A UNIT;

AMERICA ADVENTURE

games and playthings; namely, interactive computer game software in the fields of history, historical events, and geography, relating to the United States;AMERICA;

ANIMAL ADVENTURE

computer software on the subject of general facts about zoology and animals;ANIMAL;

AVIATION ADVENTURE

games and playthings, namely interactive and multimedia computer games;AVIATION;

AVIATION ADVENTURE

scientific and electrical apparatus and instruments, namely computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;AVIATION;

BLASTER LEARNING

EDUCATIONAL COMPUTER SOFTWARE FOR DEVELOPING READING, MATH, SCIENCE, VOCABULARY, SPELLING AND PROBLEM-SOLVING SKILLS;

BLASTER LEARNING SYSTEM

ELECTRONIC GAME EQUIPMENT WITH AN ELECTRONIC TIMING OR QUIZ FUNCTION, BOARD GAMES AND ACCESSORIES THEREFOR, STAND-ALONE ELECTRONIC EDUCATIONAL VIDEO GAME MACHINES FOR CHILDREN, HANDHELD UNITS FOR PLAYING ELECTRONIC GAMES, HANDHELD UNITS FOR PLAYING VIDEO GAMES, STAND-ALONE VIDEO-OUTPUT GAME MACHINES, PUZZLES, NAMELY, JIGSAW PUZZLES, POP-OUT PUZZLES AND MANIPULATIVE PUZZLES; TOY WATCHES, PARTY FAVORS IN THE NATURE OF SMALL TOYS, DOLLS, NAMELY, BEAN-BAG DOLLS, PAPER DOLLS, PORCELAIN DOLLS, RAG DOLLS AND SOFT SCULPTURE DOLLS, AND ACCESSORIES THEREFOR; TOY ACTION FIGURES AND ACCESSORIES THEREFOR, PLUSH TOYS, STUFFED TOYS;LEARNING SYSTEM;

BLASTER PALS

computer software for children featuring instruction in math, reading, spelling and other academic subjects;

BLASTER'S UNIVERSE

ENTERTAINMENT IN THE NATURE OF ON-GOING ANIMATED CHILDREN'S TELEVISION PROGRAMS; LIVE PERFORMANCES FEATURING CHARACTERS FROM TELEVISION PROGRAMS;BLASTERS UNIVERSE;

BODY ADVENTURE

games and playthings, namely interactive and multimedia computer game programs and storytelling software;

BODY ADVENTURE

scientific and electrical apparatus; namely, computer peripherals, computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;BODY;

BRAIN BLASTER

Motion picture films, television shows recorded on film, tape and disk, prerecorded videotapes and compact disks all on the subject of educational development and all featuring brainteasers and other games designed to develop problem solving skills; computer software for educational purposes in the field of problem solving skills development;

BRAINY BOOK

scientific and electrical apparatus and instruments, namely computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;BOOK;

BRAINY BOOK

games and playthings, namely interactive and multimedia computer game programs encompassing storytelling functions, and instructional manuals sold as a unit;BOOK;

BUG ADVENTURE

scientific and electrical apparatus and instruments; namely, computer software for children and adults featuring educational information on the subject of insects and entomology;BUG;

CD-ROM MEGA SAMPLER

scientific and electrical apparatus, namely computer peripherals, computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;

CD-ROM MEGA SAMPLER

games and playthings, namely interactive and multimedia computer game programs encompassing story telling software, and instructional manuals sold as a unit;

DIGITAL DOLLHOUSE

games and playthings; namely, interactive computer games and story telling software;DOLLHOUSE;

DIRECTOR'S CHAIR

games and playthings, namely, interactive and multimedia computer game programs, and instructional manuals sold as a unit;DIRECTORS CHAIR;

DIRECTOR'S CHAIR

scientific and electrical apparatus and instruments, namely, computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;DIRECTORS CHAIR;

EAT MY DUST

ENTERTAINMENT SERVICES, NAMELY, PROVIDING A WEBSITE FEATURING POSTING OF HIGH SCORES FOR COMPUTER CAR RACING GAMES AND DOWNLOADABLE COMPUTER CAR RACE GAME EDITORS;COMPUTER PROGRAMS PROVIDING SIMULATIONS OF CAR RACES;

EAT MY DUST

Computer game programmes downloadable via the Internet; Computer game programs, cartridges, and cassettes; Computer game software; Computer game software for personal computers and home video game consoles; Computer game software for use on mobile and cellular phones;

FAMILY VISION

PROMOTING THE SALE OF GOODS AND SERVICES OF OTHERS BY PREPARING AND PLACING ADVERTISEMENTS ON MULTIMEDIA WEB PAGES OF AN EDUCATIONAL NATURE DIRECTED TO CHILDREN AND THEIR PARENTS, PROVIDED BY MEANS OF A GLOBAL INFORMATION NETWORK;FAMILY;

FB FIRST BYTE

Prerecorded Computer Programs on Magnetic Disks/Tapes;No claim is made to the exclusive right to use Byte, apart from the mark as shown.;FB 1ST BYTE;The lining in the drawing is a feature of the mark and does not indicate color.;

FIRST GRADE ADVENTURE

computer software on the subject of general facts about historical events, primarily for the use of children at the first grade educational level;FIRST GRADE;

FIRST LETTERS AND WORDS

COMPUTER SOFTWARE PROGRAM IMPLEMENTING UNLIMITED TEXT-TO-SPEECH CAPABILITIES FOR TEACHING LETTERS AND WORDS TO PRESCHOOL CHILDREN AND INSTRUCTION BOOKLETS SUPPLIED THEREWITH;1ST LETTERS AND WORDS;LETTERS AND WORDS;

FUZZY LOGIC

Computer software for use in teaching children in the fields of mathematics and logic;

GENERATIONYOU

PROVIDING ON-LINE INTERACTIVE ENTERTAINMENT IN THE NATURE OF COMPUTER GAMES AND INFORMATION, REVIEWS AND INTERVIEWS IN THE FIELDS OF BOOKS, MUSIC, FILMS AND TELEVISION;GENERATION YOU;PROVIDING ON-LINE INFORMATION FOR CHILDREN REGARDING HIGHER EDUCATION, STUDY SKILLS, TEST TAKING, CURRENT EVENTS, AND THE CONCERNS OF PRE-TEENS AND TEENAGERS;

GROWING MINDS

Children's educational computer software for use on a personal computer, game system or global computer network;

HAUNTED ISLAND

games and playthings, namely, interactive and multimedia computer games;

HAUNTED ISLAND

scientific and electrical apparatus, namely, computer peripherals, computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;

HEADMAN

eyeglasses and goggles for the reception and viewing of three-dimensional images, images transmitted via computer and telecommunications devices, and virtual reality images; computers, computer peripherals, computer operating programs and instructional manuals sold as a unit therewith;

HEADMAN

games and playthings; namely, interactive and multimedia computer games and story telling software;

HOMEWORKER

EDUCATIONAL COMPUTER PROGRAMS AND INSTRUCTIONAL MANUALS SOLD AS A UNIT;HOME WORKER;

HYPERGALLERY

games and playthings, namely interactive and multimedia computer game programs and storytelling software;HYPER GALLERY;

HYPERGALLERY

scientific and electrical apparatus and instruments; namely, computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;HYPER-GALLERY;

INSECT ADVENTURE

computer software for children and adults featuring educational information on the subject of insects and entomology;INSECT;

JUMP START

computer services, namely, providing information in the fields of entertainment and education, exclusive of providing information for training students in playing musical instruments, by means of a global computer network, and providing a computer game that may be accessed network-wide by network users;

JUMP START

travel bags, including but not limited to knapsacks, backpacks and luggage;

JUMP START

men's, women's, children's, toddler's and infants' clothing, namely, shirts, sweatshirts, pants, shorts, bathing suits, pajamas, footwear, outerwear, namely, sweaters, coats and jackets, and underwear;

JUMP START

Game equipment with an electronic timing or quiz function; electronic educational game machines for children; handheld units for playing electronic games;

JUMP START

Athletic sporting goods and equipment for children and adults, namely, basketballs, footballs, soccer balls, volleyballs, playground balls, softballs, baseballs, baseball bats, baseball or softball mitts, action rubber balls, tennis balls, tetherballs and beach balls; dolls, namely, bean-bag dolls, paper dolls, porcelain dolls, rag dolls and soft sculpture dolls, and accessories therefore; and electronic game equipment with a watch function;

JUMP START

travel bags, including but not limited to knapsacks, backpacks and luggage;

JUMP START 3RD GRADE

games and playthings, namely, multimedia computer game and interactive story telling software exclusive of sound recordings providing accompaniment for students learning to play musical instruments;JUMP START THIRD GRADE;3RD GRADE;

JUMP START 4TH GRADE

games and playthings, namely, multimedia computer game and interactive story telling software exclusive of sound recordings providing accompaniment for students learning to play musical instruments;4TH GRADE;

JUMP START 5TH GRADE

games and playthings, namely, multimedia computer game and interactive story telling software exclusive of sound recordings providing accompaniment for students learning to play musical instruments;5TH GRADE;

JUMP START 6TH GRADE

games and playthings, namely, multimedia computer game and interactive story telling software exclusive of sound recordings providing accompaniment for students learning to play musical instruments;SIXTH GRADE;

JUMP START: ELEMENTARY

games and playthings, namely, multimedia computer game and interactive story telling software exclusive of sound recordings providing accompaniment for students learning to play musical instruments;ELEMENTARY;

JUMP START: ELEMENTARY

scientific and electrical apparatus and instruments, namely computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit, exclusive of sound recordings providing accompaniment for students learning to play musical instruments;ELEMENTARY;

JUMP START: SIXTH GRADE

scientific and electrical apparatus and instruments, namely, computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applicaitons and instructional manuals sold as a unit, exclusive of sound recordings providing accompaniment for students learning to play musical instruments;SIXTH GRADE;

JUMP*START

EDUCATIONAL SERVICES, NAMELY PROVIDING ON-LINE LESSONS AND INSTRUCTION IN READING, MATH, VOCABULARY, SPELLING AND PROBLEM-SOLVING DIRECTED TO CHILDREN, AND ONLINE LESSONS AND INSTRUCTION IN HISTORY, SCIENCE, SOCIAL STUDIES, LITERATURE, SPELLING, GRAMMAR, MATHEMATICS, VOCABULARY, FOREIGN LANGUAGES AND GEOGRAPHY DIRECTED TO ADULTS, AND ALL EXCLUSIVE OF MUSIC INSTRUCTION; ENTERTAINMENT IN THE NATURE OF ON-GOING CHILDREN'S EDUCATIONAL TELEVISION SHOWS NOT ON THE SUBJECT OF MUSIC INSTRUCTION;

JUMPSTART PRE-K

games and playthings, namely, multimedia computer games and interactive story telling software exclusive of sound recordings providing accompaniment for students learning to play musical instruments;JUMP START PRE KINDERGARTEN;PRE-K;

JUMPSTART PRE-K

scientific and electrical apparatus, namely, computer peripherals;JUMP START PRE KINDERGARTEN;PRE-K;

JUMPSTART TODDLERS

games and playthings, namely, interactive and multimedia computer games and storytelling software and instructional manuals sold as a unit;TODDLERS;

KID'S TUTOR TECHNOLOGY

EDUCATIONAL AND ENTERTAINMENT COMPUTER SOFTWARE FOR USE INTEACHING A VARIETY OF SUBJECTS INCLUDING BUT NOT LIMITED TO MATHEMATICS, HISTORY, SCIENCE, SOCIAL STUDIES, TYPING, LITERATURE, SPELLING, GRAMMAR, VOCABULARY, FOREIGN LANGUAGES AND READING;

KIDS CLUB

scientific and electrical apparatus and instruments, namely computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;

KIDS CLUB

interactive and multimedia computer game programs encompassing storytelling functions;

KINDERGARTEN ADVENTURE

computer software on the subject of general knowledge and historical events, primarily for use by, for and with young children;KINDERGARTEN;

KNOWLEDGE ADVENTURE

computer software for children and adults featuring educational information about world-wide historical events;KNOWLEDGE;

KNOWLEDGE ADVENTURE

scienfific and electrical apparatus, namely computer peripherals, computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;

KNOWLEDGE ADVENTURE

publication and republication of interactive and multimedia computer games and storytelling software and computer programs for interactive, multimedia virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;distribution of third parties' interactive and multimedia computer games and storytelling software and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;

KNOWLEDGE ADVENTURE BOOKS BY YOU

educational services, namely, conducting online interactive programs for children in the fields of writing and artwork;children's interactive educational software; electronic game software for wireless devices;Application Service Provider (ASP), namely, hosting computer software applications for use by others;

KNOWLEDGELAND

computer services, namely, providing information in the fields of entertainment and education by means of a global computer network, and providing a computer game that may be accessed network-wide by network users;KNOWLEDGE LAND;

KNOWLEDGELAND

computer software having intranet browser capabilites and the ability to browse a global computer information network in the fields of entertainment and education;KNOWLEDGE LAND;

KNOWLEDGELAND

computer software having browser capabilities to browse a global computer information network in the entertainment and educational fields;KNOWLEDGE LAND;

LANGUAGE CONNECT

on-line instruction services in the field of language;LANGUAGE;

LANGUAGE CONNECT

COMPUTER SOFTWARE FOR LANGUAGE INSTRUCTION;LANGUAGE;

LET'S TALK

computer software for language instruction;LETS TALK;

MEL

sporting goods and equipment for children, namely, basketballs, footballs, soccer balls, volleyballs, playground balls, softballs, baseballs, baseball bats, baseball or softball mitts, action rubber balls, tetherballs and beachballs; game equipment with an electronic timing or quiz function; board games and accessories therefor; puzzles, namely, jigsaw puzzles, pop-out puzzles and manipulative puzzles; dolls, namely, bean-bag dolls, paper dolls, porcelain dolls, rag dolls and soft sculpture dolls, and accessories therefor; plush toys; stuffed toys; electronic educational game machines for children; handheld units for playing electronic games; handheld units for playing video games, and stand-alone video-output game machines;

MIND GOGGLES

scientific and electrical apparatus and instruments, namely eyeglasses and goggles for the reception and/or viewing of images in three dimensions, for the reception and/or viewing of images transmitted by telecommunications devices and computers, for the reception and/or viewing of computer generated and/or virtual reality images, and computers, computer peripherals and computer software for interactive, multimedia, virtual reality and three dimensional simulation applications, and instructional manuals sold as a unit;GOGGLES;

MIND GOGGLING

computer peripherals and computer programs for multimedia interactive virtual reality and three dimensional imagery applications;

MOUSE MOVIE

scientific and electrical apparatus and instruments, namely computers, computer peripherals and computer software for recording, storage, production, reproduction, retrieval, playback and manipulation of audio and/or visual data, and computers, computer software for interactive, multimedia, virtual reality and three dimensional simulation applications and computer peripherals, and instructional manuals sold as a unit;

MOVIE ADVENTURE

computer software about the motion picture industry and motion pictures;MOVIE;

MY FIRST ENCYCLOPEDIA

scientific and electrical apparatus, namely computer peripherals, computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;MY 1ST ENCYCLOPEDIA;ENCYCLOPEDIA;

MY FIRST ENCYCLOPEDIA

games and playthings, namely interactive and multimedia computer game programs and story telling software;ENCYCLOPEDIA;

MYSTERY MOUNTAIN

games and playthings, namely, interactive and multimedia computer games;

MYSTERY MOUNTAIN

scientific and electrical apparatus, namely, computer peripherals, computer programs and interactive, multimedia, virtual reality and three dimensional simulation applications and interactive, multimedia , virtual realty and three dimensional simulation applications and instructional manuals sold as a unit;

NIGHT SCHOOL

PRE-RECORDED AUDIO CASSETTE TAPES, DIGITAL VIDEO DISCS, LASER DISCS OR COMPACT DISCS FEATURING INSTRUCTION IN MATHEMATICS, BIOLOGY, CHEMISTRY, PHYSICS, HISTORY, SOCIAL STUDIES, READING, WRITING, GRAMMAR AND SPELLING; EDUCATIONAL COMPUTER SOFTWARE FEATURING INSTRUCTION IN MATHEMATICS, BIOLOGY, CHEMISTRY, PHYSICS, HISTORY, SOCIAL STUDIES, READING, WRITING, GRAMMAR AND SPELLING;

PRIMOVOX

computer programs providing text to speech conversion functions and speech synthesis;

SAY IT IN SPANISH

Computer software for language instruction, featuring voice recording and playback and providing feedback on the user's pronunciation, and printed instructional materials, namely, user manuals, packaged as a unit;

SCIENCE ADVENTURE

computer software for children and adults featuring educational information about science;SCIENCE;

SINGING BOOKS

scientific and electrical apparatus and instruments; namely computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and for the recording and playback of spoken words, music, musical performances and other sounds, and instructional manuals sold as a unit;

SINGING BOOKS

games and playthings, namely interactive and multimedia computer game programs encompassing storytelling functions and prerecorded spoken words, music, musical performances and other sounds, and instructional manuals sold as a unit;

SMART STYLES

CHILDREN'S EDUCATIONAL SOFTWARE;

SMARTWORKS

educational computer programs and instructional manuals sold as a unit for teaching various educational subjects and improving classroom and learning skills;smart works;

SMOOTH TALKER

COMPUTER PROGRAMS IMPLEMENTING SYNTHETIC SPEECH FOR PRODUCT ORIENTATION, DEMONSTRATION, DOCUMENTATION, INFORMATION STORAGE AND EDUCATION;

SPACE ADVENTURE

computer software for children at the secondary education level and above and for adults featuring educational information on the subject of astronomy and aeronautics;SPACE;

SPELL IT!

EDUCATIONAL COMPUTER PROGRAMS AND INSTRUCTIONAL MANUALS SOLD AS A UNIT;

SPELLER BEE

COMPUTER PROGRAMS FOR USE IN SPELLING SKILLS AND TUTORING APPLICATIONS; COMPUTER PROGRAMS AND PROGRAM MANUALS ALL SOLD AS A UNIT FOR USE IN SPELLING SKILLS AND TUTORING APPLICATIONS;COMPUTER PROGRAM MANUALS FOR USE IN SPELLING SKILLS AND TUTORING APPLICATIONS;SPELLER;

SPELLING BLASTER

Motion picture films, television shows recorded on film, tape and disk, prerecorded videotapes and compact disks, and entertainment computer programs, all on the subject of spelling instruction;SPELLING;

SPORTS ADVENTURE

computer software for use by children and adults featuring information on sports and sporting events;SPORTS;

STEREO MOTION

scientific and electrical apparatus and instruments, namely eyeglasses and goggles for the reception and/or viewing of images in three dimensions, for the reception and/or viewing of images transmitted by telecommunications devices and computers, for the reception and/or viewing of computer generated and/or virtual reality images, and computers, computer peripherals and computer software for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;

THE ADVENTURERS

scientific and electrical apparatus and instruments, namely computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;

THE ADVENTURERS

games and playthings, namely interactive and multimedia computer games and story telling software;

TODDLERWARE

scientific and electrical apparatus and instruments, namely computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;

TODDLERWARE

games and playthings, namely interactive and multimedia computer game programs encompassing storytelling functions, and instructional manuals sold as a unit;

TOOLSTUDIO

Computer software and computer program for authoring and running hypermedia and multimedia applications and for producing spreadsheets;TOOL STUDIO;

TRIPLE PLAY

computer software for use in teaching and translating multiple languages;

UNDERSEA ADVENTURE

computer software on the subject of general facts about aquatic plant and animal life;UNDERSEA;

VIRTUAL REALITY HOW THINGS WORK

games and playthings, namely interactive and multimedia computer games and story telling software;

VIRTUAL REALITY HOW THINGS WORK

scientific and electrical apparatus and instruments, namely computer peripherals and computer programs for interactive, multimedia, virtual reality and three dimensional simulation applications and instructional manuals sold as a unit;

WORD ATTACK!

EDUCATIONAL COMPUTER PROGRAMS AND INSTRUCTIONAL MANUALS SOLD AS A UNIT;

WORLDS

books, periodicals and other publications; namely, magazines and newsletters relating to computers, operating system programs and computer programs;

WORLDS FAIR

books, periodicals and other publications; namely, magazines and newsletters relating to computers, operating system programs and computer programs;

WRITING BLASTER

motion picture films, television shows recorded on film, tape and disks, prerecorded videotapes and compact disks, and entertainment computer programs, all on the subject of writing instruction;WRITING;

YOUR WAY

EDUCATIONAL SERVICES, NAMELY, PROVIDING COURSES OF INSTRUCTION IN THE FIELD OF LANGUAGE OVER A GLOBAL NETWORK;computer software for language instruction;