THINKBOX INC.

KINDLE PARK

Toys, games, and sporting goods, namely, action figures and accessories therefore, stuffed toy animals; baby's multiple activity toys; toy bakeware and cookware; balloons; toy banks; bath toys, bathtub toys, inflatable bath toys; ride-on toys; inflatable and buoyant bath, swimming and ride-on toys, card game equipment; toy cars; dolls, beanbag dolls, paper dolls, bag dolls, soft sculpture dolls, dolls' accessories and playsets therefor, including doll cases, doll clothing, doll house furnishings, doll costumes; stuffed toys; checker sets; chess sets; children's play cosmetics; child's multiple activity toys, toy construction blocks; infant's action crib toys; flying discs, hand held unit for playing electronic games; electronic game equipment with a watch function; electronically operated toy motor vehicles; board games and game equipment sold as a unit for playing board games, card games, manipulative games, parlor games, role-playing games and dress up sets, action type target games, game cartridges; video output game machines for use with televisions; rocking horses; jigsaw puzzles; kites; manipulative puzzles; paper face masks; toy model train sets; toy model vehicles and related accessories sold as a unit; electronically operated toy motor vehicles; electrical battery operated action toys; toy trick noisemakers; toy whistles; party favors in the nature of small toys; toy cap pistols; plush toys; soft sculpture plush toys; three dimensional puzzles in the shape of cubes; toy record player for playing tunes and cassettes and discs therefor; bicycles; skateboards; ice skates; toy roller skates; toy in-line skates and accessories, including knee, wrist and elbow pads; water squirting toys; teddy bears; wind up walking toys; wind up toys; non-motorized non-electronic mobile self-propelled riding toys; toy trucks; twirling batons; balls, namely, playground balls, soccer balls, sportballs, baseballs, basketballs, foam balls, baseballs gloves, swimming floats for recreational use; inflatable swimming pools for recreational use; kickboard floatation devices; gymnastic parallel bars; water skis, snow skis; snowboards, skipping ropes, jump ropes, snow sleds for recreational use; surf fins; surfboards; swim boards for recreational use; bodyboards; swin fins; musical toys, latex squeeze toys; Christmas tree ornaments, and pinball machines;

KINDLE PARK

Entertainment services, namely motion picture film and video production; entertainment in the nature of an ongoing television series in the field of animated and live action comedy-drama, action-adventure, and educational programming; motion picture, radio programming and television program distribution for others; production of educational and entertainment video programming intended for on-line distribution by means of a global computer network; production of television broadcast programs and interactive television programs intended for online distribution via a global computer network and for distribution via cable, satellite, wireless and traditional television in the fields of education and entertainment for children;

KINDLE PARK

Publications for children, namely, printed educational and teaching materials in the fields of reading and writing skills, thinking and learning skills, languages, art, music, social studies, science, mathematics and humanities; magazines; newspaper and magazine coloring comic strips; posters;

SMART PLAY, SMART KIDS

; PRODUCTION OF EDUCATIONAL AND ENTERTAINMENT VIDEO PROGRAMMING INTENDED FOR ON-LINE DISTRIBUTION BY MEANS OF A GLOBAL COMPUTER NETWORK;SMART PLAY SMART KIDS;