EXCELLIGENCE LEARNING CORP Contracts & Agreements

SECOND AMENDMENT TO LEASE AGREEMENT (Filed With SEC on September 27, 2006)

SECOND AMENDMENT TO LEASE AGREEMENT (Filed With SEC on September 22, 2006)

SECOND LEASE AMENDMENT (Filed With SEC on September 22, 2006)

AGREEMENT AND PLAN OF MERGER (Filed With SEC on July 25, 2006)

GUARANTY (Filed With SEC on July 25, 2006)

SPEAKER ROAD INDUSTRIAL BUILDING MODIFIED INDUSTRIAL GROSS LEASE (Filed With SEC on July 18, 2006)

EMPLOYMENT AGREEMENT (Filed With SEC on December 20, 2005)

FIRST AMENDMENT TO LEASE AGREEMENT (Filed With SEC on December 19, 2005)

AMENDMENT NO. 2 TO BUSINESS LOAN AGREEMENT (Bank of America, N.A. Excelligence Learning Corporation et al.) (Filed With SEC on October 5, 2005)

COMMERCIAL LEASE 1353 Dayton Street, Salinas, California (Filed With SEC on May 26, 2005)

EMPLOYMENT AGREEMENT (Filed With SEC on August 13, 2004)

FIRST AMENDMENT TO LEARNINGSTAR CORP. AMENDED AND RESTATED 2001 STOCK OPTION AND INCENTIVE PLAN (Filed With SEC on May 11, 2004)

ADDENDUM TO LEASE #3 (Filed With SEC on March 5, 2004)

AMENDMENT NO. 1 TO BUSINESS LOAN AGREEMENT (Bank of America, N.A. Excelligence Learning Corporation et al.) (Filed With SEC on November 7, 2003)

BUSINESS LOAN AGREEMENT (Bank ofAmerica, N.A. Excelligence Learning Corporation et al.) (Filed With SEC on September 29, 2003)

LEARNINGSTAR CORP. AMENDED AND RESTATED 2001 STOCK OPTION AND INCENTIVE PLAN (Filed With SEC on August 7, 2003)

AMENDMENT TO SECOND AMENDED AND RESTATED LEARNINGSTAR CORP. 2001 EMPLOYEE STOCK PURCHASE PLAN (Filed With SEC on August 7, 2003)

EMPLOYMENT AGREEMENT (Filed With SEC on March 7, 2003)

SUBLEASE AND CONSENT TO SUBLEASE (Filed With SEC on March 7, 2003)