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Times Publishing Limited Acquires Educational Technologies Limited From Direct Holdings Worldwide
March, 2 2005

Direct Holdings Worldwide L.L.C. and Times Publishing Limited announced the sale today of the Educational Technologies Limited group of companies, exclusive marketer of Time Life educational and language study products throughout Asia.

Educational Technologies will be owned and operated by the Singapore-based Times Publishing Limited. Under the terms of the agreement, Times Publishing has acquired a long-term license to market educational, academic, and language study products under the Time Life brand in Asia. Direct Holdings will continue to sell Time Life entertainment products in the region, including music, video, books and software.

Times Publishing is part of the Fraser and Neave Group, which operates three main businesses- food and beverages, real estate, and publishing, and has a market capitalization of $4.5billion Singapore dollars. Times Publishing has been in business since 1968 and is a market leader in the region in publishing, printing, retailing and distribution and educational services. Its international imprints include Marshall Cavendish reference books directories, magazines and reprints.

Direct Holdings Worldwide is the exclusive global marketer of Time Life-branded entertainment products. The company also sells gift, household, and children’s products under the Lillian Vernon brand. Direct Holdings is owned by affiliates of Ripplewood Holdings and ZelnickMedia Corporation.

Strauss Zelnick, Chief Executive Officer of Direct Holdings Worldwide, stated, “We are delighted to have concluded this agreement. With our desire to focus on the core Time Life music and video entertainment business, it made strategic sense to sell the education business in Asia. For Times Publishing, the business is an excellent fit, providing it with an opportunity to place its direct sales businesses under one management and to leverage its extensive library of intellectual property and its publishing and production capabilities."

Educational Technologies will continue to operate the Time Life Asia educational products business from its Hong Kong headquarters with the current management team. Direct Holdings will continue to market Time Life’s non-education products from its offices throughout the region.

Direct Holdings Worldwide, L.L.C. is the parent company of Lillian Vernon Corporation and Direct Holdings U.S. Corp., which conducts the direct marketing business under the Time Life brand. Direct Holdings Worldwide was formed as a result of the acquisition of Lillian Vernon Corporation and Time Life Inc. by Ripplewood Holdings and Zelnick Media Corporation in 2003. Direct Holdings Worldwide’s revenues exceed $500 million. Direct Holdings U.S. Corp. is a global leader in the sale of music and video products direct to consumers, and Lillian Vernon is a leading catalog and online retailer of gift, household and children’s products.