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cods <br />TM <br />ater' Gently used and new hunting. fishing and camping equipment <br />once again* <br />COMPANY INTRODUCTION <br />Woods —N-Water Once Again, Inc. is a retail company organized to operate in a niche <br />market of the outdoor sports and recreation industry. The Company buys, sells, trades and rents, <br />new and previously owned hunting, fishing, camping and related outdoor equipment. A <br />Minnesota corporation formed in June of 1998, the company opened it's first of eight retail stores <br />planned for the Twin Cities market on January 20t. Initial capitalization consisted of $200,000 <br />equity and a $2,000,000 private placement. <br />The Company's business strategy is to develop an innovative, value — oriented <br />merchandising strategy for hunting, fishing, camping and related outdoor equipment that is based <br />on offering a broad mix of used and new merchandise to its customers. The Company's retail <br />concept is to provide value to consumers by purchasing and reselling used merchandise that <br />consumers have outgrown or no longer use at substantial savings from the price of new <br />merchandise. By offering a combination of high quality used and value -priced new merchandise, <br />the Company believes that it will benefit from the consumer demand for value- oriented retailing. <br />The market for "other than new" retail merchandise has expanded significantly in recent <br />years. Companies such as Grow Biz International, a publicly held company, operates over 900 <br />stores in its Play It Again Sports, Once Upon a Child, Computer Renaissance, Disc Go Round, <br />Music Go Round, It's About Games and Re Tool concepts. Funco, Inc., a publicly held <br />company, operates 312 retail stores in its concept, selling used and new video games. 2nd Wind <br />Exercise Equipment Company, the upper Midwest largest retailer of used and new exercise <br />equipment operates seven locations in the Minneapolis /St. Paul market and a "super store" in Des <br />Moines, Iowa are a few examples of this direction in all aspects of retailing. <br />The senior management of Woods —N- Water Once Again have previously served in those <br />apacities with 2nd Wind Exercise Equipment Company and Grow Biz International. <br />1345 Colorado Ave So. • S' <br />Page 87 <br />16 • (612) 544 -6110 • Fax (612) 544 -5053 <br />