ABOUT FRANCHISING VENTURES GROUP

The People and Their Mission

Franchising Ventures Group is comprised of a group of individuals who have extensive experience in business-building, franchising, marketing, and finance. In the course of investigating an array of possible business ventures and market opportunities, they became convinced that many companies had great potential for franchising but that most would never reach that potential.

The reasons were twofold: one, these businesses lacked the capital to mount an effective franchise marketing campaign, and two, they did not have adequate management personnel to both manage the original business and develop, market and manage a franchise program.

To us, the next step was obvious – form a venture to provide the capital and the skilled management needed to create, market and manage franchise programs in a joint effort with companies that had the potential for great success. This approach is summed up in our company motto:

“Franchising Ventures Group takes the risk and the struggle out of franchising your business.”

CONSULTANTS TO FRANCHISING VENTURES GROUP

Steve Bergenholtz, President

Mr. Bergenholtz is a lifelong entrepreneur with extensive successful experience in enterprises requiring innovative thinking and fast-track marketing skills. He has successfully built and sold several businesses.

Mr. Bergenholtz founded Sandbox Studios, Inc., contract developers of video games for major video game publishers, in mid-1998 and was its chief executive until he sold the company in 2001. At the time of the sale, the Company had approximately 65 full time employees and its client list included Disney Interactive, DreamWorks, Mattel, Ubi Soft, Konami, Namco, and others. The company developed major licensed titles including Shrek, Emperor's New Groove, Disney's Dinosaur, ESPN NHL Hockey and many others. Previously, from 1993 to 1998, Mr. Bergenholtz was co-owner of Utopia Technologies, Inc., which developed coin-operated arcade games, home PC games and real-time 3d graphics technology. Upon the retirement of the other principal shareholder, this company sold its assets and Mr. Bergenholtz founded Sandbox Studios shortly thereafter.

Prior to 1993, he managed Super Ads, Inc., an advertising firm that he had founded in 1991. Super Ads gave away cash register tape to supermarkets throughout New Jersey and New York in return for ad space on the back of the tape. In 1993, he sold Super Ads to a New Jersey based media group.

Mr. Bergenholtz graduated from University of Texas at Dallas in 1989, receiving a BA in General Studies with an emphasis in business.

Cole S. Patterson , Chief Operating Officer

Mr. Patterson has a broad background in small business management, finance and administration.

For the past two decades, Mr. Patterson has been a consultant in private practice in Dallas , working with small to medium size high-growth potential companies in the areas of finance and marketing. Earlier in his career, Mr. Patterson was employed for 7 years in the venture capital business, the last four of which were as an officer of Chase Manhattan Capital Corporation, the venture arm of the Chase Manhattan Bank, in New York City . After leaving Chase, Mr. Patterson was employed at Corporate Headquarters of Dun & Bradstreet Corporation, as Manager, Budgets and Forecasts, responsible for the operating budgets of 15 business units of the company as well as analysis of mergers and acquisitions and major capital expenditures. Subsequently, he was employed by Lawrence Systems, Inc. (a subsidiary of INA), initially as a Regional Vice President and later as Division Vice President, where he was in charge of operations and auditing for the Western half of the U.S. and Canada. In 1980, he became Vice President, Administration, of the Business Forms Division of Courier Corporation, in San Francisco , California . He left Courier early in 1983 to return to Dallas, his home town.

Mr. Patterson graduated from Yale University with a BA in Liberal Arts and received his MBA from the University of Texas ( Austin ) Graduate School of Business with a concentration in finance and marketing.

SENIOR ADVISORS AND CONSULTANTS

Nathan Morton

Mr. Morton is a well-know leader in the retailing and technology industries, having spent over 36 years developing several companies from early-stage enterprises to significant national chains. Mr. Morton brings his experience as former Chairman and CEO of both CompUSA and Computer City. He developed CompUSA from two stores and $60 million in sales to a multi-billion-dollar national computer superstore retailing business in less than five years, changing the computer retail world.

Prior to CompUSA, Mr. Morton was the Senior Vice President of Operations at Home Depot, Inc, where he implemented the company's growth plan across the United States. Home Depot had 21 stores and $400 million in sales when Mr. Morton joined the company, and he assisted in creating a company with over 100 stores and $2 billion in sales.

During his first 17 years of business, Mr. Morton worked in discount retailing, progressing through a variety of continually more responsible positions at Two Guys Discount Department Stores and Target Stores. At both companies, he held positions in merchandising and operations management. At Target Mr. Morton opened and operated stores across the nation including leading the company's introduction in the Southern California market.

Recently, Mr. Morton was also the President and CEO of Open Environment Corporation, a client/server enterprise software company, which he developed from a $6 million enterprise to a $30 million company in two years, and took public before it was sold.

Mr. Morton is a graduate of the State University of New York at Buffalo and resides with his wife and family in Dallas, Texas.

Marvin Migdol

Mr. Migdol has been active in franchising for more than three decades and is a nationally and internationally known authority in the field. In 1971, he established Nationwide Franchise Marketing Services which quickly became a leading firm in the industry, providing a full suite of franchise development services.

He has proven expertise in developing and marketing franchise programs “from the ground up,” having worked with both franchisors and franchisees, including such household names as Arby's, Fantastic Sam's, Pizza Inn, Kwik Kopy, Sylvan Learning Centers, Orange Julius, Wendy's, Careington International and many more. Among the many specialties which he has mastered are the process of determining whether a business can be successfully replicated through franchising and the development of viable business plans for businesses wishing to franchise. He has a bachelor's degree in sociology from the University of Buffalo and a Masters degree from Boston University in Public Relations.