BRIEF HISTORY OF TOON CITY ANIMATION, INC.

• Founded in April 1993, Toon City was originally a family business comprising 10 animators to produce Walt Disney Television’s animated TV series “Bonkers”. The animation team gradually grows to about 20.

• 1994 In addition to “Bonkers”, Toon City takes on other Disney TV projects including “Aladdin” and “Quack Pack”.

• 1995 Toon City adds “Mighty Ducks” to the growing list of animated Disney TV series work.

• 1996 This year sees commencement of the TV series “Timon and Pumbaa” and “101 Dalmatians”.

• 1997 Toon City begins work on the TV series “Hercules” and “Winnie the Pooh”.

• 1998 Toon City produces it’s first direct to video “Belle’s Magical World” based on the animation feature film “Beauty And the Beast”. Toon City also starts work on “Mickey Mouseworks”, “Recess” and “Buzz Lightyear”. This year also marks the introduction of the Digital Ink and Paint department. Toon City incorporates and becomes Toon City Animation Incorporated.

• 2000 Toon City commences work on a new Mickey Mouse series, “House of Mouse” and the first season series of “Teacher’s Pet”.

• 2001 In an expansion year Toon City continues production on “House of Mouse” and the second season series of “Teacher’s Pet” in addition to episodes of “Kim Possible”, “Teamo Supremo”, “Tarzan & Jane” and “Atlantis”.

• 2002 Toon City commences work on “Lilo and Stitch” and Toon City ’s first theatrical release “Teacher’s Pet – The Movie”. During 2002, Toon City also consolidates all of its units into one new facility.

• 2003 The first season of “Lilo and Stitch” begins along with the completion of the home video “Springtime with Roo”. For Disney’s Special Projects group, Toon City completes portions of “Lion King 1.5” home video. Moreover, its first non-Disney projects begin including two animated TV commercials for Warner Bros and the home video “Bratz” (based on the popular doll brand) for Canada’s Cinegroupe. Toon City assists DisneyToon Studios Australia in CU/IB and DIP in “The Three Musketeers”, and commences work on “Tarzan II” in conjunction with DisneyToon Studios Australia.

• 2004 Work for DisneyToon Studios continues on “Tarzan II” and “Groove II” while “Brandy and Mr. Whiskers” and the second season of “Lilo and Stitch” starts for Walt Disney TV Animation. “Tom & Jerry – Blast Off to Mars” is completed for Warner Bros. and Toon City completes two episodes of “Fatherhood” for Nickelodeon.

• 2005 Series work for Disney TV includes The Emperor’s New School and the second season of Brandy & Mr. Whiskers. Toon City also provided TV Series production services for Warner Bros Tom & Jerry Tales, and for Nickelodeon’s second season of Fatherhood. In addition, Toon City provided digital ink and paint service on Universal's feature film Curious George.