IPOs/Recent Issues: LIGHTSPAN PARTNERSHIP –

Chicago, IL

Went public 2/11/2000 at $20 apiece

Filing Range: 7.5 mil. shares @ $10 to $12

Shares Outstanding: 43.1 mil. shares

Underwriters: Credit Suisse First Boston

Thomas Weisel Partners/U.S. Bancorp Piper Jaffray

FINANCIALS

(Data except per-share in $ thousands)

Y/E Y/E 9 MOS 9 MOS

1/98 1/99 10/98 10/99

Total Revenue $22,309 $17,246 $8,467 $17,010

Net Loss -27,479 -53,271 -24,295 -45,146

Net Loss Per Share -8.65 -9.91 -7.29 -8.93

The Company:

Lightspan Partnership provides curriculum-based educational software and Internet products and services used both in school and at home. Lightspan Achieve Now, a product for students in kindergarten through eighth grade, is a series of media-rich, interactive software programs that covers the core curriculum Language arts, reading and math. The program has been purchased by more than 400 school districts in 46 states. Lightspan’s Academic Systems products provide a series of curriculum-based software that addresses the math and writing needs of underprepared college students. The company complements these core product offerings through its Lightspan.com Web site.

Proceeds:

Estimated net proceeds of $75.2 million will be used for general corporate purposes, including expansion of sales and marketing activities and continued development of products and services, particularly Internet offerings.

Venture Backers:

Accel Partners, Kleiner Perkins Caufield & Byers, Microsoft Corp., Tribune Co., Comcast Cable Corp., Liberty Digital Inc., JAFCO America Ventures Inc., CINAR Corp., Cox Communications Holdings Inc.

Board Members:

James Breyer, Accel Partners 1993

L. John Doerr, Kleiner Perkins Caufied & Byers 1993

Bradley Dusto, Comcast Cable Corp. 1998

David Hiller, Tribune Co. 1993

Thomas Nagel, Cox Communications Holdings Inc. 2000

Bruce Ravenel, Liberty Digital Inc. 1994

Jeffrey Sanderson, Microsoft Corp. 1998

Barry Schiffman, JAFCO America Ventures Inc. 1997

Ronald Weinberg, CINAR Corp. 1999