Fat Rock's distribution strategy capitalizes on utilizing historically underused theatrical time -- early morning to midday -- precisely when parents most want family-friendly destinations available. Fat Rock will distribute the films directly to an affiliated group of theatres for a pre-determined number of weeks for Saturday and Sunday mornings and on extended weekday runs during the summer, ideal times for reaching this family audience.

Fat Rock has licensed multiple marquee properties from Hasbro, including MY LITTLE PONY and SUPER SOAKERS, on which it will build its first slate of films. The first of the films is expected to debut in theatres in July 2003. The films will be in the $5-10 million budget range and will be a combination of live action and digital animation.

Fat Rock has already achieved strong market access across the country with some of the nation's largest theatre circuits through affiliations with Loews Cineplex (1534 screens), Cinemark USA, Inc. (3037 screens) and Carmike Cinemas, Inc. (2260 screens), all of whom recognize the potential in creating localized film destinations where parents can rest assured that the film content will be both G-rated and fun for kids. Fat Rock is in the process of finalizing agreements with other exhibitor affiliates.

Stated Fat Rock CEO David Pritchard, "Fat Rock is committed to making the family film experience both a national and a neighborhood event. With only G-rated content, a relative rarity in today's feature film environment, based on some of the most recognizable properties in the children's business, Fat Rock is creating a safe haven for family film-going that kids will enjoy and parents will embrace. Not only is it a big win for the audience, but a unique way for our theatrical and licensing partners to extend their brands beyond business as usual."

"Fat Rock's innovative concept works in tandem with Hasbro's overall strategy to grow our core intellectual properties," said Jane Ritson-Parsons, President of the Hasbro Properties Group. "Together with Fat Rock, we are able to transform key Hasbro brands such as MY LITTLE PONY into a rich world on the 'big screen' that will be truly engaging for families."

Fat Rock was formed by a seasoned entertainment executive lineup bringing together a wealth of knowledge and experience from practically every segment of the entertainment industry. Fat Rock's CEO Pritchard, formerly an executive at HBO who then launched several of his own companies, was most recently CEO and President of Film Roman, the television and animation studio that produced The Simpsons, King of the Hill, Garfield, Bobby's World, and Felix the Cat.

Charlie Weber, Chairman of Fat Rock's Board of Directors, is the former CEO of Lucasfilm, Ltd. and Embassy Communications. Harvey Finkel is Fat Rock's COO and CFO, bringing with him his experience as CFO of 20th Century Fox Studios, New World Entertainment and Intertainer. Greg Rutkowski, former SVP of West Operations for AMC, will head Exhibitor Relations at Fat Rock. Susan White, former marketing and operations executive at Calvin Klein, Donna Karan and Warnaco, will lead Fat Rock's marketing and advertising division.

Fat Rock plans to expand their production slate in the future as they form new strategic licensing relationships and more theatres enter the fold providing ground-breaking promotional and marketing opportunities for other targeted age groups.

SD Entertainment, formed by Paul Sabella and Jonathan Dern, SD Entertainment, is a content creator and property builder designed to develop, enhance and re-brand global intellectual properties. Founded by former heads of MGM Animation, Paul Sabella and Jonathan Dern, SD creates franchise engineered properties across a variety of platforms including television, home video, games, Internet, publishing, film and merchandising.

Hasbro is a worldwide leader in children's and family leisure time entertainment products and services, including the design, manufacture and marketing of games and toys ranging from traditional to high-tech. Both internationally and in the U.S., its PLAYSKOOL, TONKA, MILTON BRADLEY, PARKER BROTHERS, TIGER, and WIZARDS OF THE COAST brands and products provide the highest quality and most recognizable play experiences in the world.

Loews Cineplex Entertainment Corporation is one of the world's largest theatre exhibition companies in terms of revenues and operating cash flow, with 2,448 screens in 262 locations primarily in major cities throughout the United States, Canada and Europe. Loews Cineplex operates theatres under the Loews, Cineplex Odeon and Star Theatres names. In addition, the Company is a partner in Magic Johnson Theatres, Yelmo Cineplex de Espana and Megabox Cineplex of Korea. Loews Cineplex is privately owned by Onex Corporation, Canada's fourth largest company with global operations in service, manufacturing and technology industries, and Oaktree Capital Management, a premier institutional money management firm with over $20 billion in assets.

Cinemark USA, Inc., headquartered in Plano, Texas, is a major theatre exhibitor with 281 theatres and 3037 screens in 33 states and fourteen countries. The majority of Cinemark's screens are stadium-seated. Cinemark offers up-to-date Internet showtime information for all US theatres; online advanced ticket sales for 1135 screens; and print-at-home tickets for 188 screens. For more information please visit www.cinemark.com.

Carmike Cinemas, Inc. is a premiere theatre exhibitor in the United States with 307 theatres and 2,256 screens in 35 states. Carmike Cinemas focus is on small to mid-size communities. More information can be found at Carmike Cinemas' website, www.carmike.com.