ERNEST Z. FRAUSTO President As President of NEST, Ernie Frausto continues to build on his twenty-five year track record of helping companies build enterprise value through increased revenues and more efficient operations. NEST is a leading creator and distributor of educational, inspirational, and entertainment consumer products and learning materials for schools, churches, libraries, families and home educators. With Ernie's leadership the Company is accelerating its focus on using the Internet and digital delivery as a key component of its multi-channel international distribution strategy. Mr. Frausto began his career with Arthur Andersen serving clients in a wide variety of industries, ranging in size from Fortune 100 international public companies to privately funded entrepreneurial start-ups. His assignments included business planning, public and private financings, valuations, mergers & acquisitions, business process and profit improvement initiatives, systems design and installation, and attest engagements. While a Senior Manager in Andersen's Business Consulting Group, he was recruited to join client FilmDallas as a founding partner and CFO where he built and oversaw finance, legal, sales and marketing operations for this production and distribution company. When FilmDallas and Apogee Productions formed a joint venture, Mr. Frausto was enlisted to serve as COO of the combined organization. The company created award-winning high tech special visual effects for the Universal Studios Florida and Disneyland Paris theme parks, Showscan ride simulators, traditional and IMAX motion pictures, television programs and commercials. Ernie and his partners successfully refocused the company's marketing and sales efforts while improving operational processes and efficiencies. After overseeing the turnaround and sale of Apogee to Sony Pictures Imageworks, Ernie was recruited to serve as Corporate COO & CFO of the Lyrick Organization, a group that owned and operated divisions in the consumer products, commercial printing, and education publishing markets. He was soon promoted to President of Lyrick's educational and entertainment consumer products division. Prior to its eventual sale to HIT PLC, he led the division to increased sales and profitability by developing a strategic marketing and sales plan, reinvigorating its consumer products and IP licensing program, broadening its product offerings, expanding internationally, and adding several new recurring and scalable revenue opportunities. Also prior to joining NEST, Frausto served as President for a group of service industry companies owned by a previous client, successfully turning them around and positioning them for eventual sale. Mr. Frausto received his BA in Economics from UCLA and his MBA from the Anderson School at UCLA. He is active in the Dallas Chapter of the Association for Corporate Growth, the National Association of Corporate Directors, Vistage International, and serves on the Board of Trustees of Probe Ministries and the Advisory Board of KD Studio Actors Conservatory of Dallas. While no longer in public practice, he continues to hold CPA licenses in both California and Texas. CHARLES A. LEA CFO Charles Lea brings 25 years of retail experience to the company as CFO. Charles has served as Controller, CFO, and Director of Operations for several retailers both national chains and large regional chains. Most recently Charles served six years as CFO and Director of Operations with an international web-based retailer. Charles brings his background in Finance and Operations to NEST Family Entertainment™ to oversee the Finance, Distribution, IT, Human Resources and Sales Support of the company. Charles has a BBA in Accounting and a MBA from Texas A & M Commerce. He has been a CPA for 25 years. He resides with his family in suburban Dallas/Fort Worth.