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                                              World of Science, Inc. is a
                                              leading specialty retailer of a
                                              variety of traditional and
                                              distinctive science and
                                              nature products. Its
                                              merchandising strategy
                                              emphasizes both the
                                              educational and
                                              entertainment values of its
                                              products, which are offered
                                              at competitive prices in a
                                              stimulating retail
                                              environment. World of
                                              Science has developed a
                                              broad customer base, as it
                                              appeals to customers of all
                 ages for gift-giving, educational
     use and entertainment.


       World of Science was founded in Rochester, New York and incorporated in
       1969, primarily to develop and manufacture science kits for school systems.
       In 1973, the company began selling science and nature products through a
       mail order catalog and, in 1984, opened its first retail store in the Rochester
       Museum and Science Center. Based upon the success of its science and
       nature retail concept locally, World of Science decided in the late 1980ís to
       focus exclusively on the retail store segment of its business and
       discontinued its manufacturing operations. Its catalog operations were
       phased out commencing in fiscal 1991, but its retail store operations have
       flourished and now include well over 140 stores in 28 states throughout the
       east and mid-west, pushing ever westward.


       Distinctive and Traditional Merchandise


       World of Science stores offer a variety of educationally and
       entertainment-oriented, distinctive science and nature products, together
       with a broad assortment of more traditional science and nature products.
       Many of the products offered in World of Science stores are not widely
       available from other retailers within the malls occupied by the companyís
       stores. World of Science continually seeks new and distinctive products
       and, accordingly, updates approximately one-third of its merchandise


       Educational and Entertaining Shopping Experience


       World of Scienceís products are displayed to encourage customers to
       browse, experiment with, and examine the features and quality of the
       products as the store layout guides them through up to 25 different product
       areas. This educational and entertaining shopping experience places
       customers in an environment where experimentation and play are integral
       components of the buying experience.


       Superior Customer Service


       World of Science employs enthusiastic and friendly sales personnel who are
       trained to highlight the benefits of the products offered and encourage
       customers to browse at their leisure.
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