exv10w2

TABLE OF CONTENTS


1. DEFINITIONS AND CONSTRUCTION			1
1.1 Definitions			1
1.2 Accounting Terms			40
1.3 Code			40
1.4 Construction			41
1.5 Schedules and Exhibits			41

2. LOAN AND TERMS OF PAYMENT			41
2.1 Revolver Advances			41
2.2 Revolver Increase			42
2.3 Borrowing Procedures and Settlements			43
2.4 Payments			50
2.5 Overadvances			52
2.6 Interest Rates and Letter of Credit Fee: Rates, Payments, and Calculations			52
2.7 Cash Management			54
2.8 Crediting Payments			57
2.9 Designated Account			58
2.10 Maintenance of Loan Account; Statements of Obligations			58
2.11 Fees			58
2.12 Letters of Credit			59
2.13 LIBOR Option			63
2.14 Capital Requirements			65

3. CONDITIONS; TERM OF AGREEMENT			66
3.1 Conditions Precedent to the Initial Extension of Credit			66
3.2 [Intentionally Omitted]			69
3.3 Conditions Precedent to all Extensions of Credit			69
3.4 Term			70
3.5 Effect of Termination			70
3.6 Early Termination by Borrower			70

4. [INTENTIONALLY OMITTED]			71

5. REPRESENTATIONS AND WARRANTIES			71
5.1 No Encumbrances			71
5.2 Eligible Accounts			71
5.3 Eligible Inventory			71
5.4 Location of Inventory			71
5.5 Inventory Records			72
5.6 State of Incorporation; Location of Chief Executive Office; FEIN; Organizational ID Number			72
5.7 Due Organization and Qualification; Subsidiaries			72


TABLE OF CONTENTS
5.8 Due Authorization; No Conflict			73
5.9 Litigation			73
5.10 No Material Adverse Change			74
5.11 Fraudulent Transfer			74
5.12 Employee Benefits			74
5.13 Environmental Condition			74
5.14 Investment Company Act			75
5.15 Intellectual Property			75
5.16 Leases			75
5.17 Deposit Accounts			75
5.18 Complete Disclosure			75
5.19 Indebtedness			75
5.20 Credit Card Receipts			76
5.21 Margin Stock			76
5.22 Senior Debt			76
5.23 Anti-Terrorism Laws			76
5.24 Related Documents			77

6. AFFIRMATIVE COVENANTS			78
6.1 Accounting System			78
6.2 Collateral Reporting			78
6.3 Financial Statements, Reports, Certificates			78
6.4 Returns			81
6.5 Maintenance of Properties			81
6.6 Taxes			81
6.7 Insurance			81
6.8 Location of Inventory/Chief Executive Offices			82
6.9 Compliance with Laws			82
6.10 Leases			82
6.11 Existence			82
6.12 Environmental			82
6.13 Disclosure Updates			83
6.14 Formation of Subsidiaries			83
6.15 Designation of Subsidiaries			84
6.16 Segregation of Collateral			84

7. NEGATIVE COVENANTS			84
7.1 Indebtedness			84
7.2 Liens			87
7.3 Restrictions on Fundamental Changes/Disposal of Assets			87
7.4 Change Name			88
7.5 Nature of Business			88


TABLE OF CONTENTS
7.6 Amendments			89
7.7 Change of Control			89
7.8 Distributions			89
7.9 Accounting Methods; Fiscal Year			89
7.10 Investments			89
7.11 Transactions with Affiliates			91
7.12 Use of Proceeds			91
7.13 Limitations on Restrictions on Subsidiary Distributions; No New Negative Pledge			91
7.14 Modification of Governing Documents			92
7.15 Modification of Related Documents			92
7.16 Sales and Lease-Backs			92
7.17 Minimum Fixed Charge Coverage Ratio			92
7.18 No Speculative Transactions			92

8. EVENTS OF DEFAULT			93

9. THE LENDER GROUP’S RIGHTS AND REMEDIES			95
9.1 Rights and Remedies			95
9.2 Remedies Cumulative			97

10. TAXES AND EXPENSES			97

11. WAIVERS; INDEMNIFICATION			98
11.1 Demand; Protest; etc			98
11.2 The Lender Group’s Liability for Collateral			98
11.3 Indemnification			98

12. NOTICES			99

13. CHOICE OF LAW AND VENUE; JURY TRIAL WAIVER			100

14. ASSIGNMENTS AND PARTICIPATIONS; SUCCESSORS			101
14.1 Assignments and Participations			101
14.2 Successors			104

15. AMENDMENTS; WAIVERS			104
15.1 Amendments and Waivers			104
15.2 Replacement of Holdout Lender			105
15.3 No Waivers; Cumulative Remedies			106

16. AGENT; THE LENDER GROUP			106
16.1 Appointment and Authorization of Agent			106


TABLE OF CONTENTS
16.2 Delegation of Duties			107
16.3 Liability of Agent			107
16.4 Reliance by Agent			108
16.5 Notice of Default or Event of Default			108
16.6 Credit Decision			109
16.7 Costs and Expenses; Indemnification			109
16.8 Agent in Individual Capacity			110
16.9 Successor Agent			110
16.10 Lender in Individual Capacity			111
16.11 Withholding Taxes			111
16.12 Collateral Matters			114
16.13 Restrictions on Actions by Lenders; Sharing of Payments			115
16.14 Agency for Perfection			115
16.15 Payments by Agent to the Lenders			116
16.16 Concerning the Collateral and Related Loan Documents			116
16.17 Field Audits and Examination Reports; Confidentiality; Disclaimers by Lenders; Other Reports and Information			116
16.18 Several Obligations; No Liability			117
16.19 Legal Representation of Agent			118

17. GUARANTY			118
17.1 Guaranty of the Obligations			118
17.2 Contribution by Guarantors			118
17.3 Payment by Guarantors			119
17.4 Liability of Guarantors Absolute			119
17.5 Waivers by Guarantors			121
17.6 Guarantors’ Rights of Subrogation, Contribution, Etc			122
17.7 Subordination Of Other Obligations			123
17.8 Continuing Guaranty			123
17.9 Authority of Guarantors or Borrower			123
17.10 Financial Condition of Borrower			123
17.11 Bankruptcy, Etc			124

18. GENERAL PROVISIONS			125
18.1 Effectiveness			125
18.2 Section Headings			125
18.3 Interpretation			125
18.4 Severability of Provisions			125
18.5 Amendments in Writing			125
18.6 Counterparts; Telefacsimile Execution			125
18.7 Revival and Reinstatement of Obligations			125
18.8 Confidentiality			126

EXHIBITS AND SCHEDULES


Exhibit A-1		Form of Assignment and Acceptance
Exhibit C-1		Form of Compliance Certificate
Exhibit G		Form of Pledge and Security Agreement
Exhibit L-1		Form of LIBOR Notice
Exhibit M		Form of Borrowing Base Certificate

Schedule A-1		Agent’s Account
Schedule A-2		Authorized Persons
Schedule C-1		Commitments
Schedule D-1		Designated Account
Schedule D-2		Group Concentration Account
Schedule E-1		Eligible Inventory Locations
Schedule E-2		Pool Locations
Schedule P-1		Permitted Liens
Schedule 1.1(b)		Qualified Restricted Subsidiary
Schedule 3.1(d)		Real Property
Schedule 5.4		Locations of Inventory
Schedule 5.6(a)		States of Organization
Schedule 5.6(b)		Chief Executive Offices
Schedule 5.6(c)		FEINs
Schedule 5.7(b)		Capitalization of Borrower
Schedule 5.7(c)		Capitalization of Borrower’s Subsidiaries
Schedule 5.9		Litigation
Schedule 5.12		Employee Benefits
Schedule 5.13		Environmental Matters
Schedule 5.15		Intellectual Property
Schedule 5.17		Deposit Accounts
Schedule 5.19		Permitted Indebtedness
Schedule 5.20		Credit Card Processors
Schedule 6.2		Collateral Reporting
Schedule 6.15		Designation of Subsidiaries
Schedule 7.3		Asset Dispositions
Schedule 7.4		Name Change
Schedule 7.9		Accounting Methods; Fiscal Year
Schedule 7.10		Investments
Schedule 7.11		Transactions with Affiliates

AMENDED AND RESTATED LOAN AND GUARANTY AGREEMENT

THIS AMENDED AND RESTATED LOAN AND GUARANTY AGREEMENT (this “Agreement”), is entered into as of August 17, 2007, by and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”) and WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company, as joint lead arranger, joint bookrunner and administrative agent for the Lenders (“Agent”) and CITIGROUP GLOBAL MARKETS INC., as joint lead arranger and joint bookrunner and, on the other hand, COLLECTIVE BRANDS FINANCE, INC., a Nevada corporation (formerly known as Payless ShoeSource Finance, Inc.) (“Borrower”) and the Guarantors identified on the signature pages hereof (together with Borrower, the “Credit Parties” and each individually as a “Credit Party”).

WHEREAS, Borrower (then known as “Payless ShoeSource Finance, Inc.”), Agent and certain financial institutions (such financial institutions, the “Existing Lenders”) are party to a Loan, Guaranty and Security Agreement dated as of January 15, 2004 (as amended through the date hereof, the “Prior Loan Agreement”); and

WHEREAS, Borrower, Agent and the Existing Lenders have agreed to amend and restate the Prior Loan Agreement, subject to the terms and conditions set forth herein, to, among other things, (i) cause the Guarantors to continue to guarantee the Obligations, (ii) finance in part the acquisition on the Closing Date of substantially all of the assets of The Stride Rite Corporation (“Target”) (the “Merger”), and (iii) provide working capital for Borrower and to provide funds for other general corporate purposes of Borrower;

NOW, THEREFORE, in consideration of the premises and the mutual agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree that the Prior Credit Agreement is amended and restated in its entirety as follows:

1. DEFINITIONS AND CONSTRUCTION.

1.1 Definitions. As used in this Agreement, the following terms shall have the following definitions:

“Account” means an account (as that term is defined in the Code), and any and all supporting obligations in respect thereof.

“Account Debtor” means any Person obligated on an Account and any Credit Card Processor.

“Acquisition Subsidiary” means San Jose Acquisition Corp., a Massachusetts corporation and a Wholly-Owned Subsidiary of the Parent.

“Additional Documents” has the meaning set forth in Section 4.3(b).

“Advance Rates” means the percentage rates set forth in the definition of “Borrowing Base”, as such percentage rates may be modified pursuant to Section 2.1(b).

“Advances” has the meaning set forth in Section 2.1(a).

“Affiliate” “ means, with respect to any Person, any other Person directly or indirectly controlling or that is controlled by or is under common control with such Person, each officer, director, general partner or joint-venturer of such Person, and each Person that is the beneficial owner of 15% or more of any class of Voting Stock of such Person; provided, however, “Affiliate” shall not include any holder of a minority interest in any Subsidiary of the Parent. For the purposes of this definition, “control” means the possession of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities, by contract or otherwise.

“Agent” means WFRF, in its capacity as arranger and administrative agent hereunder, and any successor thereto.

“Agent Advances” has the meaning set forth in Section 2.3(e)(i).

“Agent-Related Persons” means Agent, together with its Affiliates, officers, directors, employees, attorneys, and agents.

“Agent’s Account” means the Deposit Account of Agent identified on Schedule A-1.

“Agent’s Liens” means the Liens granted by the Credit Parties to Agent under this Agreement or the other Loan Documents.

“Aggregate Payments” has the meaning set forth in Section 17.2.

“Agreement” has the meaning set forth in the preamble to this Agreement.

“Applicable Amount” shall mean, at any time (the “Reference Time”), an amount equal to (a) the sum, without duplication, of:

(i) an amount equal to the greater of (x) zero and (y) 50% of cumulative Consolidated Net Income for the period from the Closing Date until the last day of the then most recent fiscal quarter for which financial statements have been delivered to the Agent pursuant to Section 6.3; provided that, the amount in this clause (i) shall only be available if the Parent would be in compliance with the Consolidated Coverage Test for the most recently ended Test Period, determined on a

Pro Forma Basis after giving effect to any Investment or Restricted Payment actually made pursuant to Sections 7.10(j)(ii) and 7.8(c)(ii) hereof; and

(ii) the amount of any capital contributions (other than any such contribution consisting of Disqualified Stock) made in cash to the Parent (and contributed as common equity to the Borrower) from and including the Closing Date through and including the Reference Time,

minus (b) the sum, without duplication, of:

(i) the aggregate amount of Investments made pursuant to Sections 7.10(j)(ii) following the Closing Date and prior to the Reference Time; and

(ii) the aggregate amount of Restricted Payments pursuant to Section 7.8(c)(ii) following the Closing Date and prior to the Reference Time.

“Applicable Margin” means initially, the rates for Base Rate Loans and LIBOR Rate Loans set forth in Level I below and thereafter means the rates for Base Rate Loans and LIBOR Rate Loans set forth in the grid below based upon Average Utilization:


									Documentary			Standby
			Base Rate			LIBOR Rate			Letters of			Letters of
Level		Average Utilization	Loans			Loans			Credit			Credit
	I	Up to and including $65,000,000		(0.25	)%		0.875	%		0.375	%		0.875	%

II		Greater than $65,000,000 but less than or equal to $150,000,000		(0.25	)%		1.0	%		0.50	%		1.0	%

III		Greater than $150,000,000 but less than or equal to $250,000,000		0.0	%		1.25	%		0.75	%		1.25	%

IV		Greater than $250,000,000		0.0	%		1.50	%		1.0	%		1.50	%

The Applicable Margin shall be adjusted quarterly as of the first day of each calendar quarter, based upon the Average Utilization for the immediately preceding calendar quarter.

“Anti-Terrorism Laws” has the meaning set forth in Section 5.23.

“Arrangers” means, collectively, WFRF and Citigroup Global Markets Inc., each in its capacity as joint lead arranger and joint bookrunner.

“Asset Sale” means a sale, conveyance, transfer, lease or other disposition of any of its respective assets or any interest therein by the Borrower or any of its Restricted Subsidiaries (including the sale or factoring at maturity or collection of any accounts) to any Person, or a permitting or sufferance of any other Person to acquire any interest in any of the respective assets of the Borrower or any of its Restricted Subsidiaries or, except in the case of the Borrower, the issuance or sale of any shares of Stock or any Stock Equivalent, other than (i) the sale or disposition of Cash Equivalents, Inventory or other assets, in each case in the ordinary course of business, (ii) the sale or disposition of equipment that has become obsolete, damaged, surplus or otherwise no longer used or useful in the ordinary course of business or is replaced in the ordinary course of business, (iii) any Recovery Event (without giving effect to the limitations in the definition thereof), (iv) sales or other dispositions without recourse and in the ordinary course of business of overdue accounts receivable in connection with the compromise or collection thereof, (v) the licensing, sublicensing or other similar ordinary course transfers (but not sales) of intellectual property rights (on an exclusive or non-exclusive basis) to the extent that the foregoing occurs on an arms-length basis, (vi) the settlement, release or surrender of tort or other litigation claims, (vii) asset contributions for no cash consideration (or its equivalent) to the extent constituting an Investment permitted under clause (d) of the definition of “Permitted Investments,” (viii) Assets Sales among Credit Parties, (xi) a true lease or sublease of Real Property not constituting Indebtedness and not constituting a Sale-Leaseback, (x) dispositions of property pursuant to a Permitted Sale-Leaseback, (xi) as long as no Default or Event of Default is continuing or would result therefrom, any other Asset Sale for fair market value, 75% of which shall be payable in cash upon such sale, provided, however, that with respect to any such Asset Sale pursuant to this clause (xi), the total Dollar amount of the aggregate consideration received during any fiscal year for all such Asset Sales shall not exceed 2.0% of the Consolidated Net Tangible Assets of Borrower and the Restricted Subsidiaries taken as a whole at any time outstanding, (xii) any other sale or transfer or series of related sales or transfers that result in cash consideration of less than $1,000,000, (xiii) transfers to insurers as part of insurance settlements for losses to governmental authority for condemned property, (xiv) Store Closings within the Store Closing Basket and (xv) dispositions listed on Schedule 7.3.

“Assignee” has the meaning set forth in Section 14.1(a).

“Assignment and Acceptance” means an Assignment and Acceptance Agreement substantially in the form of Exhibit A-1.

“Authorized Person” means those individuals identified on Schedule A-2, as such schedule may be modified by written notice from Borrower to Agent from time to time.

“Availability” means, as of any date of determination, the amount that Borrower is entitled to borrow as Advances hereunder (after giving effect to all then outstanding Obligations and all sublimits and Reserves then applicable hereunder).

“Average Utilization” means for any calendar quarter an amount equal to the sum of the Daily Balance of Revolver Usage for each day of such calendar quarter divided by the actual number of days in such calendar quarter, as determined by Agent, which determination shall be conclusive absent manifest error.

“Banking Services” means each and any of the following bank services provided to any Credit Party by any Lender: (a) commercial credit cards, (b) stored value cards and (c) treasury management services (including, without limitation, controlled disbursement, automated clearinghouse transactions, returned items, overdrafts and interstate depository network services).

“Banking Services Obligations” means any and all obligations of the Credit Parties, whether absolute or contingent and howsoever and whensoever created, arising, evidenced or acquired (including all renewals, extensions and modifications thereof and substitutions therefore), in connection with Banking Services.

“Bankruptcy Code” means title 11 of the United States Code, as in effect from time to time.

“Base LIBOR Rate” means the rate per annum, determined by Agent in accordance with its customary procedures, and utilizing such electronic or other quotation sources as it considers appropriate (rounded upwards, if necessary, to the next 1/100%), to be the rate at which Dollar deposits (for delivery on the first day of the requested Interest Period) are offered to major banks in the London interbank market at approximately 11 a.m. (London time) 2 Business Days prior to the commencement of the requested Interest Period, for a term and in an amount comparable to the Interest Period and the amount of the LIBOR Rate Loan requested (whether as an initial LIBOR Rate Loan or as a continuation of an extant LIBOR Rate Loan or as a conversion of a Base Rate Loan to a LIBOR Rate Loan) by Borrower in accordance with this Agreement, which determination shall be conclusive in the absence of manifest error.

“Base Rate” means, the rate of interest announced, from time to time, within Wells Fargo at its principal office in San Francisco as its “prime rate”, with the understanding that the “prime rate” is one of Wells Fargo’s base rates (not necessarily the lowest of such rates) and serves as the basis upon which effective rates of interest are calculated for those loans making reference thereto and is evidenced by the recording thereof after its announcement in such internal publications as Wells Fargo may designate.

“Base Rate Loan” means the portion of the Advances that bears interest at a rate determined by reference to the Base Rate.

“Benefit Plan” means a “defined benefit plan” (as defined in Section 3(35) of ERISA) subject to Title IV of ERISA for which any Credit Party or ERISA Affiliate of any Credit Party has been an “employer” (as defined in Section 3(5) of ERISA) within the past six years.

“Board of Directors” means the board of directors (or comparable managers) of Parent or any committee thereof duly authorized to act on behalf of the board of directors (or comparable managers).

“Books” means each Credit Party’s now owned or hereafter acquired books and records (including all of its Records indicating, summarizing, or evidencing its assets (including the Collateral) or liabilities, all of the Records of each Credit Party relating to its business operations or financial condition, and all of its goods related to such information).

“Borrower” has the meaning set forth in the preamble to this Agreement.

“Borrowing” means a borrowing hereunder consisting of Advances made on the same day by the Lenders (or Agent on behalf thereof), or by Swing Lender in the case of a Swing Loan, or by Agent in the case of an Agent Advance.

“Borrowing Base” means, as of any date of determination, the result of:

(a) 85% of Eligible Accounts, plus

(b) 90% of Eligible Credit Card Accounts, plus

(d) the aggregate amount of Permitted Reserves, if any, established by the Agent.

“Borrowing Base Certificate” has the meaning set forth in Schedule 6.2.

“Business Day” means any day that is not a Saturday, Sunday, or other day on which banks are authorized or required to close in the states of California, Kansas, Massachusetts or New York, except that, if a determination of a Business Day shall relate to a LIBOR Rate Loan, the term “Business Day” also shall exclude any day on which banks are closed for dealings in Dollar deposits in the London interbank market.

“Capital Lease” means a lease that is required to be capitalized for financial reporting purposes in accordance with GAAP.

“Capitalized Lease Obligation” means that portion of the obligations under a Capital Lease that is required to be capitalized in accordance with GAAP.

“Cash Equivalents” means, as of any date of determination, (i) marketable securities (a) issued or directly and unconditionally guaranteed as to interest and principal by the United States Government or (b) issued by any agency of the United States in each case maturing within thirteen months after such date; (ii) marketable direct obligations issued by any state of the United States of America or any political subdivision of any such state or any public instrumentality thereof, in each case maturing within thirteen months after such date and having, at the time of the acquisition thereof, a rating of at least A-1 from Standard &Poor’s Rating Group (“S&P”) or at least P-1 from Moody’s Investors Service Inc. (“Moody’s”); (iii) (a) commercial paper maturing no more than thirteen months from the date of creation thereof and having, at the time of the acquisition thereof, a rating of at least A-1 from S&P or at least P-1 from Moody’s and (b) other corporate obligations maturing no more than thirteen months from the acquisition thereof and having, at the time of the acquisition thereof, a rating of at least AA from S&P or at least Aa2 from Moody’s; (iv) variable rate demand notes and auction rate securities maturing no more than thirteen months from the date of creation thereof; (v) certificates of deposit or bankers’ acceptances maturing within thirteen months after such date and issued or accepted by any Lender or by any commercial bank organized under the laws of the United States of America or any state thereof or the District of Columbia that (a) is at least “adequately capitalized” (as defined in the regulations of its primary Federal banking regulator) and (b) has Tier 1 capital (as defined in such regulations) of not less than $100,000,000; and (vi) shares of any money market mutual fund that (a) has substantially all of its assets invested continuously in the types of investments referred to in clauses (i) and (ii) above, (b) has net assets of not less than $500,000,000 and (c) has the highest rating obtainable from either S&P or Moody’s.

“Cash Management Account” has the meaning set forth in Section 2.7(a).

“Cash Management Agreements” means those certain cash management agreements, in form and substance satisfactory to Agent, each of which is among the applicable Credit Party, Agent, and one of the Cash Management Banks.

“Cash Management Bank” has the meaning set forth in Section 2.7(a).

“Change of Control” means any event or circumstance after which (a) any person or group of persons (within the meaning of the Securities Exchange Act of 1934, as amended) shall have acquired beneficial ownership (within the meaning of Rule 13d-3 of the Securities and Exchange Commission under the Securities Act of 1934, as amended) of more than 50% of the voting stock of the Parent, (b) a majority of the board of directors of the Parent shall not be Continuing Directors or (c) Borrower shall cease to be a direct Wholly Owned Domestic Subsidiary of the Parent.

“Closing Date” means the date of the making of the initial Advance (or other extension of credit) hereunder or the date on which Agent sends Borrower a written notice that each of the conditions precedent set forth in Section 3.1 either have been satisfied or have been waived.

“Closing Date Business Plan” means the set of Projections of Parent and its Subsidiaries and the Target and its subsidiaries (on a combined basis) through the 2014 fiscal year, prepared on a quarterly basis through the end of 2007 (and annually thereafter).

“Code” means the New York Uniform Commercial Code, as in effect from time to time.

“Collateral” means all property and interests in property and proceeds thereof now owned or hereafter acquired by any Credit Party in or upon which a Lien is granted under any Collateral Document.

“Collateral Documents” means the Pledge and Security Agreement, other pledge or security agreements (including those in respect of Intellectual Property), the Mortgages, the Deposit Account Control Agreements, the Securities Account Control Agreements and any other document executed and delivered by a Credit Party granting a Lien on any of its property to secure payment of the Secured Obligations.

“Collateral Access Agreement” means a landlord waiver, bailee letter, or acknowledgement agreement of any lessor, warehouseman, processor, consignee, or other Person in possession of, having a Lien upon, or having rights or interests in any Credit Party’s Inventory or Books relating to the Collateral, in each case, in form and substance satisfactory to Agent.

“Collections” means all cash, checks, notes, instruments, and other items of payment relating to the Collateral.

“Commitment” means, with respect to each Lender, its Revolver Commitment and, with respect to all Lenders, their Revolver Commitments, as such Dollar amounts are set forth beside such Lender’s name under the applicable heading on Schedule C-1 or in the Assignment and Acceptance pursuant to which such Lender became a Lender hereunder in accordance with the provisions of Section 14.1 or pursuant to Section 2.2.

“Compliance Certificate” means a certificate substantially in the form of Exhibit C-1 delivered by the chief financial officer of Borrower to Agent.

“Concentration Accounts” has the meaning set forth in Section 2.7(a).

“Consignee/Bailee Location” means real property owned or leased by a Person constituting a “bailee” or “consignee” for purposes of the Code with respect to Inventory of the Credit Parties, other than in-transit Inventory, in excess of $2,500,000 in the aggregate for all such Consignee/Bailee Locations and $1,000,000 in respect of any particular Person constituting a “bailee” or “consignee”; provided that no Pool Location shall be considered a Consignee/Bailee Location for purposes of this Agreement.

“Consolidated” means, when used to modify a financial term, test, statement, or report of a Person, the application or preparation of such term, test, statement or report (as applicable) based upon the consolidation, in accordance with GAAP, of the financial condition or operating results of such Person and its Subsidiaries.

“Consolidated Coverage Test” means the maintenance by Borrower, on the last day of each fiscal quarter set forth below, of a Total Leverage Ratio of not more than the maximum ratio set forth below opposite such fiscal quarter:


Fiscal Quarter Ending on or about		Maximum Leverage Ratio
October 31, 2007, January 31, 2008, April 30, 2008, July 31, 2008, October 31, 2008 and January 31, 2009		4.7 to 1

April 30, 2009, July 31, 2009, October 31, 2009 and January 31, 2010		4.2 to 1

April 30, 2010 and each fiscal quarter thereafter		4.0 to 1

“Consolidated EBITDA” means Consolidated EBITDAR minus the amount, if any, of rental expense added to Consolidated Net Income in calculating Consolidated EBITDAR.

“Consolidated EBITDAR” means, with respect to any Person for any period, Consolidated Net Income for such Person and its Subsidiaries for such period, plus (a) the sum of the following, without duplication and, in each case, to the extent deducted in determining such Consolidated Net Income: (i) any provision for income taxes, (ii) all interest expense (net of interest income), (iii) depreciation, amortization and rental expense, (iv) extraordinary, unusual or non-recurring charges, expenses or losses (including, whether or not otherwise includable as a separate item in the statement of such Consolidated Net Income for such period, losses on the sales of assets outside of the ordinary course of business), (v) losses or charges resulting from hedging activities, including but not limited to any decrease in the fair value of interest rate swap agreements and any losses on foreign currency contracts not entered into for speculative purposes, (vi) the amount of all non-cash charges for such period (including any impairment or writeoff of goodwill or other intangible assets but excluding any such non-cash charge, expense or loss to the extent that it represents an accrual of or reserve for cash expenses in any future period or an amortization of a prepaid cash expense that was paid in a prior period), (vii) the amortization of any financing costs or fees or original issue discount incurred in connection with any Indebtedness, (viii) any non-cash expenses due to purchase accounting associated with the Transactions and any future Permitted Acquisitions, (ix) any non-cash compensation charge or expense arising from any grant of stock, stock options or other equity based awards and (x) to the extent

non-recurring and not capitalized, costs, fees, charges and expenses (including legal and consulting fees) incurred in connection with or written off as a result of (1) the Loans, the Merger or the other Transactions, (2) Permitted Acquisitions and other investments permitted under the Loan Documents, (3) issuances of Stock or Stock Equivalents, and (4) disposition, incurrence or refinancing of any Indebtedness, including in each case, all deferred financing costs written off and premiums paid or other expenses incurred directly in connection with any early extinguishment of Indebtedness and any net loss from any write-off or forgiveness of Indebtedness; less (b) the sum of the following to the extent included in determining Consolidated Net Income (i) income tax benefits for such period, (ii) any extraordinary, unusual or non-recurring income or gains for such period (including, whether or not otherwise includable as a separate item in the statement of such Consolidated Net Income for such period, gains on the sales of assets outside of the ordinary course of business and any net gain from any write-off or forgiveness of Indebtedness), (iii) other non-cash income or gains (other than the accrual of revenue in the ordinary course), and (iv) gains resulting from hedging activities, including but not limited to any increase in the fair value of interest rate swap agreements and any gains on foreign currency contracts not entered into for speculative purpose.

“Consolidated Fixed Charge Coverage Ratio” means, at any date of determination, the ratio of (a) (i) Consolidated EBITDA for such period minus (ii) Capital Expenditures to (b) the sum of (i) Debt Service Charges plus (ii) the aggregate amount of all Restricted Payments, plus (iii) the aggregate amount of Federal, state, local and foreign income taxes paid in cash, in each case, of or by the Parent and its Restricted Subsidiaries for the most recently completed period, all as determined on a Consolidated basis in accordance with GAAP.

“Consolidated Funded Indebtedness” means, as of any date of determination, the sum (without duplication) of (a) the aggregate principal amount of Indebtedness of the Parent and the Restricted Subsidiaries outstanding as of such date, in the amount that would be reflected on a balance sheet prepared as of such date on a Consolidated basis in accordance with GAAP, and (b) the aggregate principal amount of Indebtedness outstanding as of such date of Persons other than the Parent or a Restricted Subsidiary, in the amount that would be reflected on a balance sheet of any such Person prepared as of such date on a Consolidated basis in accordance with GAAP, to the extent such Indebtedness is guaranteed by the Parent or a Restricted Subsidiary. For purposes of determining the Senior Secured Leverage Ratio and the Total Leverage Ratio for any Test Period, Consolidated Funded Indebtedness in respect of Indebtedness outstanding under this Agreement shall be the average outstanding amount of such Indebtedness during such Test Period.

“Consolidated Interest Charges” means, for any period, the sum of (a) all interest, premium payments, debt discount, fees, charges and related expenses in connection with borrowed money (including capitalized interest) or in connection with the deferred purchase price of assets, in each case to the extent treated as interest in accordance with GAAP, including, without limitation, all commissions, discounts and other fees and charges

owed with respect to letters of credit and bankers’ acceptance financing and net costs under Swap Contracts, but excluding (i) any non-cash or deferred interest financing costs and (ii) interest expenses treated as such pursuant solely to Fin 48, (b) all interest paid or payable with respect to discontinued operations and (c) the portion of rent expense with respect to such period under Capital Lease Obligations that is treated as interest in accordance with GAAP, in each case of or by the Parent and its Restricted Subsidiaries for the most recently completed period, all as determined on a Consolidated basis in accordance with GAAP.

“Consolidated Net Income” means, with respect to any Person and its Subsidiaries, for any period, the net income (or loss) of such Person and its Subsidiaries for such period, determined on a Consolidated basis in accordance with GAAP; provided that there shall be excluded from the calculation of Consolidated Net Income (a) except as otherwise provided in the credit documentation with respect to calculations to be made on a pro forma basis, the net income (or loss) of any other Person accrued prior to the date it became a Subsidiary of, or was merged or consolidated into, such Person or any of such Person’s Subsidiaries, (b) the net income (or loss) of any Person that is an Unrestricted Subsidiary or in which such Person has a minority ownership interest, except to the extent any such income has actually been received by such Person in the form of cash dividends or distributions, and (c) the cumulative effect of a change in accounting principles.

“Consolidated Net Tangible Assets” means, at any date of determination, (i) the consolidated net book value of all assets of Parent and its Subsidiaries, minus (ii) the consolidated total net book value of all assets of Parent and its Subsidiaries which would be treated as intangibles under GAAP, including goodwill and trademarks, all as determined on a consolidated basis in accordance with GAAP.

“Consolidated Store Deposit Accounts” has the meaning set forth in Section 2.7(a).

“Continuing Director” means the directors of the Parent on the Closing Date and each other director of the Parent, if, in each case, such other director’s nomination for election to the board of directors of the Parent is recommended by at least 51% of the then Continuing Directors.

“Contractual Obligation” of any Person means any obligation, agreement, undertaking or similar provision of any security issued by such Person or of any agreement, undertaking, contract, lease, indenture, mortgage, deed of trust or other instrument (excluding a Loan Document) to which such Person is a party or by which it or any of its property is bound or to which any of its property is subject.

“Contributing Guarantors” has the meaning set forth in Section 17.2.

“Control Exercise Notice” has the meaning set forth in Section 2.7(f).

“Credit Card Agreements” means those certain credit card receipts agreements, each in form and substance reasonably satisfactory to Agent, and each of which is among Agent, the applicable Credit Party, and one of such Credit Party’s Credit Card Processors, whereby, among other things, such Credit Card Processor is irrevocably directed and agrees to transfer all proceeds of credit card charges for sales by such Credit Party received by it (or other amounts payable by such Credit Card Processor) into a designated Concentration Account on a daily basis or such other periodic basis as Agent may otherwise direct.

“Credit Card Processor” means any Person (including an issuer of a credit card) that acts as a credit card clearinghouse or remits payments due to any Credit Party with respect to credit card charges accepted by such Credit Party.

“Credit Card Receivables” means, on any date of determination thereof, Accounts consisting of rights of any Credit Party to payment by any Credit Card Processor in connection with consumer retail sales for which such Credit Party has accepted payment by means of charges to debit cards or major credit cards (MasterCard, VISA), American Express, Discover, Japan Credit Bureau, Ahorro A Toda Hora Banco Popular (“ATH”) Card, EBT Cards (so long as Eligible Accounts relating to EBT Cards do not exceed, in the aggregate, $250,000) and such other bank or non-bank credit or debit cards as may be approved by Agent in its Permitted Discretion).

“Credit Party” means the Borrower and each Guarantor.

“Customs Broker” means Expeditors International, or such other Persons as may be selected by Borrower after the date hereof who are reasonably acceptable to Agent in its Permitted Discretion to perform port of entry services to accept and process Inventory imported by any Credit Party and who have executed and delivered a Customs Broker Agreement.

“Customs Broker Agreement” means a customs broker agreement in form and substance satisfactory to Agent in its Permitted Discretion, duly executed and delivered to Agent by a Customs Broker and the applicable Credit Party.

“Daily Balance” means, as of any date of determination and with respect to any Obligation, the amount of such Obligation owed at the end of such day.

“Debt Service Charges” means for any period, the sum of (a) Consolidated Interest Charges paid or required to be paid for such period, plus (b) principal payments required to be made and actually made on account of Indebtedness (excluding the Obligations and the Term Loan Obligations but including, without limitation, Capital Lease Obligations), in each case of or by the Parent and its Restricted Subsidiaries for the most recently completed period, all as determined on a Consolidated basis in accordance with GAAP.

“Default” means an event, condition, or default that, with the giving of notice, the passage of time, or both, would be an Event of Default.

“Defaulting Lender” means any Lender that fails to make any Advance (or other extension of credit) that it is required to make hereunder on the date that it is required to do so hereunder.

“Defaulting Lender Rate” means (a) for the first 3 days from and after the date the relevant payment is due, the Base Rate, and (b) thereafter, the interest rate then applicable to Advances that are Base Rate Loans (inclusive of the Applicable Margin applicable thereto).

“Deposit Account” means any deposit account (as that term is defined in the Code).

“Deposit Account Control Agreement” has the meaning specified in the Pledge and Security Agreement.

“Designated Account” means the Deposit Account of each Credit Party identified on Schedule D-1.

“Designated Account Bank” has the meaning ascribed thereto on Schedule D-1.

“Disbursement Letter” means an instructional letter executed and delivered by Borrower to Agent regarding the extensions of credit to be made on the Closing Date, the form and substance of which is satisfactory to Agent.

“Disqualified Stock” shall mean any Stock or Stock Equivalent which, by its terms (or by the terms of any Security into which it is convertible or for which it is exchangeable), or upon the happening of any event, (a) matures (excluding any maturity as the result of an optional redemption by the issuer thereof) or is mandatorily redeemable, pursuant to a sinking fund obligation or otherwise, or is redeemable at the option of the holder thereof, in whole or in part, on or prior to the first anniversary of the Maturity Date, (b) is convertible into or exchangeable (unless at the sole option of the issuer thereof) for (i) debt securities or (ii) any Stock or Stock Equivalent referred to in clause (a) above, in each case at any time on or prior to the first anniversary of the Maturity Date, or (c) contains any repurchase obligation which may come into effect prior to payment in full of all Obligations; provided, however, that any Stock or Stock Equivalents that would not constitute Disqualified Stock but for provisions thereof giving holders thereof (or the holders of any security into or for which such Stock or Stock Equivalents is convertible, exchangeable or exercisable) the right to require the issuer thereof to redeem such Stock or Stock Equivalents upon the occurrence of a change in control or an asset sale occurring prior to the first anniversary of the Maturity Date shall not constitute Disqualified Stock if such Stock or Stock Equivalents provide that the issuer thereof will not redeem any such Stock or Stock

Equivalents pursuant to such provisions prior to the repayment in full of the Obligations; provided further, however, that any Stock or Stock Equivalents owned by a Group Member in a Joint Venture shall not constitute Disqualified Stock solely due to repurchase obligations triggered upon such Group Member’s failure to make a required capital contribution.

“Dollars” or “$” means United States dollars.

“EBT Cards” means those cards subject to an electronic benefit transfer system that allows the user to authorize the transfer of the user’s government benefits from a Federal account to a retailer account in order to pay for products received.

“Eligible Accounts” means those Accounts (other than Eligible Credit Card Accounts) that are created by any Credit Party in the ordinary course of its business, that arise out of such Credit Party’s sale of goods or rendition of services, that comply with each of the representations and warranties respecting Eligible Accounts made in the Loan Documents, and that are not excluded as ineligible by virtue of one or more of the excluding criteria set forth below; provided, however, that such criteria may be revised from time to time by Agent in its Permitted Discretion to address the results of any audit performed by Agent from time to time after the Closing Date. In determining the amount to be included, Eligible Accounts shall be calculated at face value. Eligible Accounts shall not include the following:

(a) Accounts that the Account Debtor has failed to pay within 90 days of original invoice date (or such longer period not to exceed 120 days in the Agent’s discretion) or Accounts with selling terms of more than 60 days,

(b) Accounts owed by an Account Debtor (or its Affiliates) where 50% or more of all Accounts owed by that Account Debtor (or its Affiliates) are deemed ineligible under clause (a) above,

(c) Accounts with respect to which the Account Debtor is an Affiliate of Borrower or an employee or agent of Borrower or any Affiliate of Borrower,

(d) Accounts arising in a transaction wherein goods are placed on consignment or are sold pursuant to a guaranteed sale, a sale or return, a sale on approval, a bill and hold, or any other terms by reason of which the payment by the Account Debtor may be conditional,

(e) Accounts that are not payable in Dollars,

(f) Accounts with respect to which the Account Debtor either (i) does not maintain its chief executive office in the United States, or (ii) is not organized under the laws of the United States or any state thereof, or (iii) is the government of any foreign country or sovereign state, or of any state, province, municipality, or other political subdivision thereof, or of any department, agency, public corporation, or other

instrumentality thereof, unless (y) the Account is supported by an irrevocable letter of credit satisfactory to Agent in its Permitted Discretion (as to form, substance, and issuer or domestic confirming bank) that has been delivered to Agent and is directly drawable by Agent, or (z) the Account is covered by credit insurance in form, substance, and amount, and by an insurer, satisfactory to Agent in its Permitted Discretion,

(g) Accounts with respect to which the Account Debtor is either (i) the United States or any department, agency, or instrumentality of the United States (exclusive, however, of Accounts with respect to which Borrower has complied, to the reasonable satisfaction of Agent, with the Assignment of Claims Act, 31 USC §3727), or (ii) any state of the United States,

(h) Accounts with respect to which the Account Debtor is subject to an Insolvency Proceeding, is not Solvent, or as to which any Credit Party has received notice of an imminent Insolvency Proceeding or a material impairment of the financial condition of such Account Debtor,

(i) Accounts, the collection of which, Agent, in its Permitted Discretion, believes to be doubtful by reason of the Account Debtor’s financial condition,

(j) Accounts that are not subject to a valid and perfected first priority Agent’s Lien, or

(k) Accounts with respect to which (i) the goods giving rise to such Account have not been shipped and billed to the Account Debtor, or (ii) the services giving rise to such Account have not been performed and billed to the Account Debtor.

“Eligible Credit Card Accounts” means those Eligible Accounts consisting of Credit Card Receivables in each case (for all such Accounts) that are created by any Credit Party in the ordinary course of its business, that arise out of such Credit Party’s sale of goods or rendition of services, that comply with each of the representations and warranties respecting Eligible Accounts made in the Loan Documents, and that are not excluded as ineligible by virtue of one or more of the excluding criteria set forth below; provided, however, that such criteria may be revised from time to time by Agent in its Permitted Discretion to address the results of any audit performed by Agent from time to time after the Closing Date. In determining the amount to be included, Eligible Accounts shall be calculated at face value. Eligible Accounts shall not include the following:

(a) Credit Card Receivables that the applicable Credit Card Processor has failed to pay within 5 Business Days after the applicable sale date;

(b) Accounts owed by an Account Debtor (or its Affiliates) where 50% or more of all Accounts owed by that Account Debtor (or its Affiliates) are deemed ineligible under clause (a) above,

(d) Accounts with respect to which the Account Debtor either (i) does not maintain its chief executive office in the United States, or (ii) is not organized under the laws of the United States or any state thereof, or (iii) is the government of any foreign country or sovereign state, or of any state, province, municipality, or other political subdivision thereof, or of any department, agency, public corporation, or other instrumentality thereof, unless (y) the Account is supported by an irrevocable letter of credit satisfactory to Agent in its Permitted Discretion (as to form, substance, and issuer or domestic confirming bank) that has been delivered to Agent and is directly drawable by Agent, or (z) the Account is covered by credit insurance in form, substance, and amount, and by an insurer, satisfactory to Agent in its Permitted Discretion,

(e) Accounts with respect to which the Account Debtor is subject to an Insolvency Proceeding, is not Solvent, or as to which any Credit Party has received notice of an imminent Insolvency Proceeding or a material impairment of the financial condition of such Account Debtor,

(f) Accounts, the collection of which, Agent, in its Permitted Discretion, believes to be doubtful by reason of the Account Debtor’s financial condition, or

(g) Accounts that are not subject to a valid and perfected first priority Agent’s Lien, and, at any time after the 90^th day following the Closing Date are not subject to a Credit Card Agreement.

“Eligible In-Transit Inventory” means, as of the date of determination thereof, without duplication of other Eligible Inventory, Inventory (a) which has been shipped from a location outside the United States for receipt by a Credit Party to a location listed on Schedule E-1 within 45 days of the date of determination, but which has not yet been delivered to a Credit Party, (b) for which payment has been made by a Credit Party and title has passed to a Credit Party, (c) for which the document of title reflects a Credit Party as consignee (along with delivery to a Credit Party of the documents of title with respect thereto), (d) (x) is being transported pursuant to a nonnegotiable document of title within the meaning of the Code and (y) as to which, at any time after the 90th day following the Closing Date, Agent has control over the documents of title which evidence ownership of the subject Inventory by the delivery of a Customs Broker Agreement, (e) such Inventory is insured against types of loss, damage, hazards, and risks, and in amounts satisfactory to Agent in its Permitted Discretion, and (f) which otherwise would constitute Eligible Landed Inventory.

“Eligible Inventory” means Eligible Landed Inventory, Eligible L/C Inventory, Eligible In-Transit Inventory or Eligible U.S. Territory Inventory, less any Reserves imposed by the Agent.

“Eligible Landed Inventory” means Inventory consisting of finished goods held for sale in the ordinary course of each Credit Party’s business that complies with each of the representations and warranties respecting Eligible Inventory made in the Loan Documents, and that is not excluded as ineligible by virtue of the one or more of the excluding criteria set forth below; provided, however, that such criteria may be revised from time to time by Agent in its Permitted Discretion to address the results of any audit or appraisal performed by Agent from time to time after the Closing Date. In determining the amount to be so included, Inventory shall be valued at the lower of cost (determined on a perpetual basis) or market on a basis consistent with such Credit Party’s historical accounting practices, but excluding, for purposes of any such determination, the value of any capitalized costs unrelated to the acquisition of Inventory. An item of Inventory shall not be included in Eligible Landed Inventory if:

(a) a Credit Party does not have good, valid, and marketable title thereto,

(b) it is not located at one of the locations in the United States set forth on Schedule E-1 or a Pool Location (or in transit from one such location to another such location) as such locations are updated by the Borrower from time to time by written notice to Agent,

(c) it is located on real property leased by any Credit Party or in a contract warehouse, Pool Location, or Consignee/Bailee Location, unless (i) it is segregated or otherwise separately identifiable from goods of others, if any, stored on the premises, (ii) with respect to any Credit Party’s chief executive office, Non-Owned Storage Facilities and any Consignee/Bailee Location, after 90 days from closing, is subject to a Collateral Access Agreement and (iii), in the case of Inventory held by a bailee or consignee at a Consignee/Bailee Location, notice of Agent’s security interest in the Collateral has been sent to each secured creditor having a security interest in inventory of such bailee or consignee provided that, notwithstanding clause (ii) and (iii) above, Inventory located on real property leased by any Credit Party or in a contract warehouse, Pool Location, or Consignee/Bailee Location shall not be ineligible solely due to the inability or failure to obtain a landlord or bailee waiver or other third party consent or document, including a Collateral Access Agreement (provided that the Agent shall be entitled to establish a Reserve against Availability under the Borrowing Base equal to the lesser of the value of such Inventory or up to three (3) months’ rent for such location if such waiver is not received),

(d) it is not subject to a valid and perfected first priority Agent’s Lien,

(e) it consists of goods returned or rejected by any Credit Party’s customers unless such goods are repackaged and ready for sale in the ordinary course of such Credit Party’s business, or

(f) it consists of goods that are obsolete or slow moving (i.e. more than three (3) seasons old (it being understood that the Borrower has only two seasons in each calendar year)), restrictive or custom items, work-in-process, mismatches, goods on display, return to vendor goods, raw materials, or goods that constitute spare parts, packaging and shipping materials, supplies used or consumed in any Credit Party’s business, bill and hold goods, defective goods, “seconds” or Inventory acquired on consignment.

“Eligible L/C Inventory” means, as of the date of determination thereof, without duplication of other Eligible Inventory, Inventory (a) not yet delivered to a Credit Party, (b) the purchase of which is supported by a Qualified Import Letter of Credit, (c) for which the document of title reflects a Credit Party as consignee (along with delivery to a Credit Party or the Issuing Bank, as applicable, of the documents of title with respect thereto), (d) with respect to which the Underlying Letter of Credit has been drawn upon in full and the Underlying Issuer has honored such drawing and Agent has honored its obligations to the Underlying Issuer under the applicable Qualified Import Letter of Credit, (e) (x) is being transported pursuant to a nonnegotiable document of title within the meaning of the Code and (y) as to which, at any time after the 90th day following the Closing Date, Agent has control over the documents of title which evidence ownership of the subject Inventory by the delivery of a Customs Broker Agreement, (f) such Inventory is insured against types of loss, damage, hazards and risks, and in amounts, satisfactory to Agent in its Permitted Discretion, and (g) which upon completion of manufacture otherwise would constitute Eligible Landed Inventory.

“Eligible Transferee” means (a) a commercial bank organized under the laws of the United States, or any state thereof, and having total assets in excess of $250,000,000, (b) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development or a political subdivision of any such country and which has total assets in excess of $250,000,000, provided that such bank is acting through a branch or agency located in the United States, (c) a finance company, insurance company, or other financial institution or fund that is engaged in making, purchasing, or otherwise investing in commercial loans in the ordinary course of its business and having (together with its Affiliates) total assets in excess of $250,000,000, (d) any Affiliate (other than individuals) of a Lender, (e) any other Person approved by Agent and, so long as no Event of Default has occurred and is continuing, Borrower (which approval of Borrower shall not be unreasonably withheld, delayed, or conditioned).

“Eligible U.S. Territory Inventory” means, as of the date of determination thereof, without duplication of other Eligible Inventory, Inventory consisting of finished goods for which a Credit Party or Subsidiary of a Credit Party has good, valid and marketable title, held for sale in the ordinary course of a Credit Party’s or its Subsidiary’s business and that complies with each of the representations and warranties respecting Eligible Inventory made in the Loan Documents and that is either (a) shipped from a location outside of the U.S. Territories for receipt by a Credit Party or Subsidiary of a Credit Party in a U.S. Territory and for which (i) payment has been made by a Credit Party or Subsidiary of

a Credit Party for such Inventory and (ii) such Inventory is insured against types of loss, damage, hazards, and risks, and in amounts satisfactory to Agent in its Permitted Discretion; or (b) located on real property in a U.S. Territory leased or owned by a Credit Party or Subsidiary of a Credit Party.

“Environmental Actions” means any complaint, summons, citation, notice, directive, order, claim, litigation, investigation, judicial or administrative proceeding, judgment, letter, or other communication, each, by or from any Governmental Authority, or any third party involving (x) violations of Environmental Laws or (y) releases of Hazardous Materials (a) from any assets, properties, or businesses of any Credit Party, or any of their predecessors in interest, (b) from adjoining properties or businesses, or (c) from or onto any facilities which received Hazardous Materials generated by any Credit Party, or any of their predecessors in interest.

“Environmental Law” means any applicable federal, state, provincial, foreign or local statute, law, rule, regulation, ordinance, code, binding and enforceable guideline, binding and enforceable written policy, or rule of common law now or hereafter in effect and in each case as amended, or any judicial or administrative interpretation thereof, including any judicial or administrative order, consent decree or judgment, in each case, to the extent binding on any Credit Party, relating to the environment, employee health and safety, or Hazardous Materials, including CERCLA; RCRA; the Federal Water Pollution Control Act, 33 USC § 1251 et seq; the Toxic Substances Control Act, 15 USC § 2601 et seq; the Clean Air Act, 42 USC § 7401 et seq.; the Safe Drinking Water Act, 42 USC § 3803 et seq.; the Oil Pollution Act of 1990, 33 USC § 2701 et seq.; the Emergency Planning and the Community Right-to-Know Act of 1986, 42 USC § 11001 et seq.; the Hazardous Material Transportation Act, 49 USC § 1801 et seq.; and the Occupational Safety and Health Act, 29 USC §651 et seq. (to the extent it regulates occupational exposure to Hazardous Materials); any state and local or foreign counterparts or equivalents, in each case as amended from time to time.

“Environmental Liabilities and Costs” means all liabilities, monetary obligations, Remedial Actions, losses, damages, punitive damages, consequential damages, treble damages, costs and expenses (including all reasonable fees, disbursements and expenses of counsel, experts, or consultants, and costs of investigation and feasibility studies), fines, penalties, sanctions, and interest incurred as a result of any claim or demand by any Governmental Authority or any third party, and which relate to any Environmental Action.

“Environmental Lien” means any Lien in favor of any Governmental Authority for Environmental Liabilities and Costs.

“Equipment” means equipment (as that term is defined in the Code) and includes machinery, machine tools, motors, furniture, furnishings, fixtures, vehicles (including motor vehicles), computer hardware, tools, parts, and goods (other than consumer goods, farm products, or Inventory), wherever located, including all attachments, accessories, accessions, replacements, substitutions, additions, and improvements to any of the foregoing.

“ERISA” means the Employee Retirement Income Security Act of 1974, as amended, and any successor statute thereto.

“ERISA Affiliate” means (a) any Person subject to ERISA whose employees are treated as employed by the same employer as the employees of any Credit Party under IRC Section 414(b), (b) any trade or business subject to ERISA whose employees are treated as employed by the same employer as the employees of any Credit Party under IRC Section 414(c), (c) solely for purposes of Section 302 of ERISA and Section 412 of the IRC, any organization subject to ERISA that is a member of an affiliated service group of which any Credit Party is a member under IRC Section 414(m), or (d) solely for purposes of Section 302 of ERISA and Section 412 of the IRC, any Person subject to ERISA that is a party to an arrangement with any Credit Party and whose employees are aggregated with the employees of any Credit Party under IRC Section 414(o).

“Event of Default” has the meaning set forth in Section 8.

“Excess Availability” means, as of any date of determination, the amount equal to Availability minus the aggregate amount, if any, of all trade payables of the Credit Parties aged in excess of historical levels with respect thereto and all book overdrafts of the Credit Parties in excess of historical practices with respect thereto, in each case as determined by Agent in its Permitted Discretion.

“Exchange Act” means the Securities Exchange Act of 1934, as in effect from time to time.

“Excluded Assets” means (a) any lease, license, contract, property right or agreement to which any Credit Party is a party or any of its rights or interests thereunder if and to the extent that a security interest is prohibited by or in violation of (i) any law, rule or regulation applicable to such Credit Party, or (ii) a term, provision or condition of or under, any such lease, license, contract, property right or agreement (unless in either clause (i) or (ii) above such law, rule or regulation or such term, provision or condition would be rendered unenforceable against the Loans pursuant to Sections 9-406, 9-407, or 9-408 of the applicable Uniform Commercial Code); (b) any Stock or Stock Equivalents representing more than 66% of the outstanding voting stock issued by any entity organized under the laws of a jurisdiction other than the United States or a state thereof; (c) any assets of an Unrestricted Subsidiary or any assets of or Stock or Stock Equivalents in any of an Unrestricted Subsidiary’s direct or indirect subsidiaries; or (d) any assets of any Immaterial Subsidiary that is not a Credit Party.

“Excluded Subsidiary” means any Subsidiary that is organized under the laws of a jurisdiction other than the United States of America or any state thereof or the District of Columbia.

“Executive Order” has the meaning set forth in Section 5.23.

“Existing Lenders” has the meaning set forth in the Recitals hereto.

“Fair Share” has the meaning set forth in Section 17.2.

“Fair Share Contribution Amount” has the meaning set forth in Section 17.2.

“Fair Share Shortfall” has the meaning set forth in Section 17.2.

“Fee Letter” means that certain fee letter, dated as of even date herewith, between Borrower and Agent, in form and substance satisfactory to Agent.

“FEIN” means Federal Employer Identification Number.

“Fin 48” means the Financial Accounting Standards Board Interpretation No. 48.

“Funding Date” means the date on which a Borrowing occurs.

“Funding Guarantor” has the meaning set forth in Section 17.2.

“Funding Losses” has the meaning set forth in Section 2.13(b)(ii).

“GAAP” means generally accepted accounting principles as in effect from time to time in the United States, consistently applied.

“General Intangibles” means the following general intangibles of any Credit Party: payment intangibles, contract rights, rights to payment, rights arising under common law, statutes, or regulations, choses or things in action, goodwill, patents, trade names, trade secrets, trademarks, servicemarks, copyrights, blueprints, drawings, purchase orders, customer lists, route lists, computer programs, information contained on computer disks or tapes, software, literature, reports and catalogs, and any and all supporting obligations of any Credit Party in respect thereof.

“Governing Documents” means, with respect to any Person, the certificate or articles of incorporation, by-laws, or other organizational documents of such Person.

“Governmental Authority” means any federal, state, local, or other governmental or administrative body, instrumentality, department, or agency or any court, tribunal, administrative hearing body, arbitration panel, commission, or other similar dispute-resolving panel or body.

“Gross Collateral Availability” means, as of any date of determination, the Borrowing Base, less the Letter of Credit Usage, less the then extant amount of outstanding Advances.

“Group Concentration Account” means the Deposit Account over which Agent has control pursuant to a deposit account control agreement that acts as the repository for the disbursement and funding of a subsidiary or group of subsidiaries and described on Schedule D-2.

“Group Members” has the meaning set forth in Section 5.24.

“Guaranteed Obligations” has the meaning set forth in Section 17.1.

“Guarantor” means Parent and any Wholly Owned Domestic Subsidiary of Borrower that is a Restricted Subsidiary or any Restricted Subsidiary of the Parent that guarantees or otherwise provides direct credit support for any Indebtedness of the Parent of the type listed in clause (a) or (b) of the definition of Indebtedness, each party to the Guaranty.

“Guaranty” means the guaranty of each Guarantor set forth in Section 17.

“Hazardous Materials” means (a) substances that are defined or listed in, or otherwise classified pursuant to, any applicable laws or regulations as “hazardous substances,” “hazardous materials,” “hazardous wastes,” “toxic substances,” or any other formulation intended to define, list, or classify substances by reason of deleterious properties such as ignitability, corrosivity, reactivity, carcinogenicity, reproductive toxicity, or “EP toxicity”, (b) oil, petroleum, or petroleum derived substances, natural gas, natural gas liquids, synthetic gas, drilling fluids, produced waters, and other wastes associated with the exploration, development, or production of crude oil, natural gas, or geothermal resources, (c) any flammable substances or explosives or any radioactive materials, and (d) asbestos in any form or electrical equipment that contains any oil or dielectric fluid containing levels of polychlorinated biphenyls in excess of 50 parts per million.

“Hedge Agreement” means any and all agreements or documents now existing or hereafter entered into by any Credit Party that provide for an interest rate, credit, commodity or equity swap, cap, floor, collar, forward foreign exchange transaction, currency swap, cross currency rate swap, currency option, or any combination of, or option with respect to, these or similar transactions, for the purpose of hedging such Credit Party’s exposure to fluctuations in interest or exchange rates, loan, credit exchange, security, or currency valuations or commodity prices.

“Holdout Lender” has the meaning set forth in Section 15.2(a).

“Home Office Account” has the meaning set forth in Section 2.7(a).

“Immaterial Subsidiary” means any Subsidiary of the Parent designated in writing by Borrower to the Agent whose total assets or revenues (in each case on a Consolidated basis with its Subsidiaries) are less than 3% of the total assets or revenues of Parent and the Restricted Subsidiaries, taken as a whole; provided, however, that the

aggregate total assets or revenues of all such subsidiaries designated as “Immaterial Subsidiaries” (on a Consolidated basis with their Subsidiaries), shall not exceed 5% of the total assets or revenue of the Parent and the Restricted Subsidiaries, taken as a whole.

“Indebtedness” means, without duplication, (a) all obligations for borrowed money, (b) all obligations evidenced by bonds, debentures, notes, or other similar instruments and all reimbursement or other obligations in respect of letters of credit, bankers acceptances, interest rate swaps, or other financial products, (c) all obligations as a lessee under Capital Leases, (d) all obligations or liabilities of others secured by a Lien on any asset of a Person or its Subsidiaries, irrespective of whether such obligation or liability is assumed, (e) all obligations to pay the deferred purchase price of assets (other than trade payables incurred in the ordinary course of business), (f) all obligations owing under Hedge Agreements, and (g) any obligation guaranteeing or intended to guarantee (whether directly or indirectly guaranteed, endorsed, co-made, discounted, or sold with recourse) any obligation of any other Person that constitutes Indebtedness under any of clauses (a) through (f) above.

“Indemnified Liabilities” has the meaning set forth in Section 11.3.

“Indemnified Person” has the meaning set forth in Section 11.3.

“Indenture” means that certain Indenture dated as of July 28, 2003 by and among Borrower, the guarantors named therein and Wells Fargo Bank Minnesota, National Association, as trustee, as amended, restated, supplemented or otherwise modified from time to time as permitted hereby.

“Individual Store Accounts” has the meaning set forth in Section 2.7(a).

“Initial Syndication Date” means the date on which the Agent has notified the Borrower that the syndication of the Revolver Commitments has been completed and the Agent has reached its “hold level” as contemplated by the Fee Letter.

“Insolvency Proceeding” means any proceeding commenced by or against any Person under any provision of the Bankruptcy Code or under any other state or federal bankruptcy or insolvency law, assignments for the benefit of creditors, formal or informal moratoria, compositions, extensions generally with creditors, or proceedings seeking reorganization, arrangement, or other similar relief.

“Intangible Assets” means, with respect to any Person, that portion of the book value of all of such Person’s assets that would be treated as intangibles under GAAP.

“Intellectual Property” has the meaning given such term in the Pledge and Security Agreement.

“Intercreditor Agreement” means that certain Intercreditor Agreement, dated as of the date hereof, among Agent, Citicorp North America, Inc. as administrative agent for the lenders under the Term Loan Agreement, Borrower and the Credit Parties.

“Interest Period” means, with respect to each LIBOR Rate Loan, a period commencing on the date of the making of such LIBOR Rate Loan (or the continuation of a LIBOR Rate Loan or the conversion of a Base Rate Loan to a LIBOR Rate Loan) and ending 1, 2, 3, or 6 months thereafter, as elected by the Borrower pursuant to Section 2.13 and subject to Section 2.13(d)(ii)(y); provided, however, that (a) if any Interest Period would end on a day that is not a Business Day, such Interest Period shall be extended (subject to clauses (c)-(e) below) to the next succeeding Business Day, (b) interest shall accrue at the applicable rate based upon the LIBOR Rate from and including the first day of each Interest Period to, but excluding, the day on which any Interest Period expires, (c) any Interest Period that would end on a day that is not a Business Day shall be extended to the next succeeding Business Day unless such Business Day falls in another calendar month, in which case such Interest Period shall end on the next preceding Business Day, (d) with respect to an Interest Period that begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period), the Interest Period shall end on the last Business Day of the calendar month that is 1, 2, 3, or 6 months after the date on which the Interest Period began, as applicable, and (e) Borrower may not elect an Interest Period which will end after the Maturity Date.

“Inventory” means inventory (as that term is defined in the Code).

“Investment” means, with respect to any Person, any investment by such Person in any other Person (including Affiliates) in the form of loans, guarantees, advances, or capital contributions (excluding (a) commission, travel, and similar advances to officers and employees of such Person made in the ordinary course of business, and (b) bona fide Accounts arising in the ordinary course of business consistent with past practice), purchases or other acquisitions of Indebtedness, Stock, or all or substantially all of the assets of such other Person (or of any division or business line of such other Person), and any other items that are or would be classified as investments on a balance sheet prepared in accordance with GAAP.

“Investment Property” means investment property (as that term is defined in the Code), and any and all supporting obligations in respect thereof.

“IRB” means an industrial revenue bond issued by the city of Topeka, Kansas to a Credit Party pursuant to the City of Topeka resolution No. 7102 adopted and approved on November 14, 2000 or any similar resolution authorizing an industrial revenue bond.

“IRC” means the Internal Revenue Code of 1986, as in effect from time to time.

“Issuing Lender” means WFRF or any Affiliate thereof or any other Lender that, at the request of Borrower and with the consent of Agent, agrees, in such Lender’s sole discretion, to become an Issuing Lender for the purpose of issuing L/Cs or L/C Undertakings pursuant to Section 2.12.

“Joint Venture” means a corporation, limited liability company, joint venture or similar limited liability legal entity formed in order to conduct a common venture or enterprise between two or more Persons.

“L/C” has the meaning set forth in Section 2.12(a).

“L/C Disbursement” means a payment made by the Issuing Lender pursuant to a Letter of Credit.

“L/C Undertaking” has the meaning set forth in Section 2.12(a).

“Leased Store Location” means any store for which any Credit Party has a leasehold interest.

“Lender” and “Lenders” have the respective meanings set forth in the preamble to this Agreement, and shall include any other Person made a party to this Agreement in accordance with the provisions of Section 14.1.

“Lender Group” means, individually and collectively, each of the Lenders (including the Issuing Lender) and Agent.

“Lender Group Expenses” means all (a) costs or expenses (including taxes, and insurance premiums) required to be paid by any Credit Party under any of the Loan Documents that are paid, advanced, or incurred by the Lender Group, (b) reasonable fees or charges paid or incurred by Agent in connection with the Lender Group’s transactions with any Credit Party, including, fees or charges for photocopying, notarization, couriers and messengers, telecommunication, public record searches (including tax lien, litigation, and UCC searches), filing, recording, publication, appraisal (including periodic collateral appraisals or business valuations to the extent of the fees and charges (and up to the amount of any limitation) set forth in the Loan Documents), (c) reasonable costs and expenses incurred by Agent in the disbursement of funds to any Credit Party or other members of the Lender Group (by wire transfer or otherwise), (d) reasonable charges paid or incurred by Agent resulting from the dishonor of checks, (e) reasonable costs and expenses paid or incurred by the Lender Group to correct any default or enforce any provision of the Loan Documents, or in gaining possession of, maintaining, handling, preserving, storing, shipping, selling, preparing for sale, or advertising to sell the Collateral, or any portion thereof, irrespective of whether a sale is consummated, (f) audit fees and expenses of Agent related to audit examinations of the Books (provided that, so long as no Default or Event of Default or Triggering Period has occurred and is continuing and so long as the aggregate amount of Advances outstanding does not exceed $100,000,000, Agent shall be limited to

reimbursement for a maximum of two (2) such audit examinations per annum) to the extent of the fees and charges (and up to the amount of any limitation) set forth in the Loan Documents, (g) reasonable costs and expenses of third party claims or any other suit paid or incurred by the Lender Group in enforcing or defending the Loan Documents or in connection with the transactions contemplated by the Loan Documents or the Lender Group’s relationship with any Credit Party, (h) Agent’s reasonable costs and expenses (including attorneys fees) incurred in advising, structuring, drafting, reviewing, administering, syndicating, or amending the Loan Documents, and (i) Agent’s and each Lender’s reasonable costs and expenses (including attorneys, accountants, consultants, and other advisors fees and expenses) incurred in terminating, enforcing (including attorneys, accountants, consultants, and other advisors fees and expenses incurred in connection with a “workout,” a “restructuring,” or an Insolvency Proceeding concerning any Credit Party or in exercising rights or remedies under the Loan Documents), or defending the Loan Documents, irrespective of whether suit is brought, or in taking any Remedial Action concerning the Collateral.

“Lender-Related Person” means, with respect to any Lender, such Lender, together with such Lender’s Affiliates, officers, directors, employees, attorneys, and agents.

“Letter of Credit” means an L/C or an L/C Undertaking, as the context requires.

“Letter of Credit Usage” means, as of any date of determination, the aggregate undrawn amount of all outstanding Letters of Credit.

“LIBOR Deadline” has the meaning set forth in Section 2.13(b)(i).

“LIBOR Notice” means a written notice in the form of Exhibit L-1.

“LIBOR Option” has the meaning set forth in Section 2.13.

“LIBOR Rate” means, for each Interest Period for each LIBOR Rate Loan, the rate per annum determined by Agent (rounded upwards, if necessary, to the next 1/100%) by dividing (a) the Base LIBOR Rate for such Interest Period, by (b) 100% minus the Reserve Percentage. The LIBOR Rate shall be adjusted on and as of the effective day of any change in the Reserve Percentage.

“LIBOR Rate Loan” means each portion of an Advance that bears interest at a rate determined by reference to the LIBOR Rate.

“Lien” means any interest in an asset securing an obligation owed to, or a claim by, any Person other than the owner of the asset, irrespective of whether (a) such interest is based on the common law, statute, or contract, (b) such interest is recorded or perfected, and (c) such interest is contingent upon the occurrence of some future event or events or the existence of some future circumstance or circumstances. Without limiting the

generality of the foregoing, the term “Lien” includes the lien or security interest arising from a mortgage, deed of trust, encumbrance, pledge, hypothecation, assignment, deposit arrangement, security agreement, conditional sale or trust receipt, or from a lease, consignment, or bailment for security purposes and also includes reservations, exceptions, encroachments, easements, rights-of-way, covenants, conditions, restrictions, leases, and other title exceptions and encumbrances affecting Real Property.

“Loans” means Base Rate Loans and LIBOR Rate Loans.

“Loan Account” has the meaning set forth in Section 2.10.

“Loan Documents” means this Agreement, the Intercreditor Agreement, the Collateral Documents, the Cash Management Agreements, the Credit Card Agreements, the Customs Broker Agreements, the Disbursement Letter, the Fee Letter, the Letters of Credit, any note or notes executed by Borrower in connection with this Agreement and payable to a member of the Lender Group, and any other agreement entered into, now or in the future, by any Credit Party and the Lender Group in connection with this Agreement or otherwise relating to the Obligations.

“Material Adverse Change” means (a) a material adverse change in the business, operations, results of operations, assets, liabilities or condition (financial or otherwise) of the Borrower, the Parent and the Restricted Subsidiaries taken as a whole, (b) a material impairment of the Credit Parties’ ability to perform their obligations under the Loan Documents to which they are parties or of the Lender Group’s ability to enforce the Obligations or realize upon the Collateral, or (c) a material impairment of the enforceability or priority of the Agent’s Liens with respect to the Collateral as a result of an action or failure to act on the part of any Credit Party.

“Material Adverse Effect” means an effect that results in or causes, or would reasonably be expected to result in or cause, a Material Adverse Change.

“Material Credit Party” means each of Borrower, Parent, Payless Missouri and any other Credit Party other than Immaterial Subsidiaries.

“Maturity Date” has the meaning set forth in Section 3.4.

“Maximum Revolver Amount” means $350,000,000 plus the amount, if any, of any increase permitted by Section 2.2 (after which increase, the Maximum Revolver Amount shall not exceed $400,000,000).

“Merger” means that certain merger of the Acquisition Subsidiary with and into the Target pursuant to the terms of the Merger Agreement.

“Merger Agreement” means that certain Agreement and Plan of Merger, dated as of May 22, 2007, by and between the Target, the Borrower and the Acquisition Subsidiary.

“Merger Funding Date” means the date that the Merger is consummated.

“Mortgages” means the mortgages, deeds of trust or other real estate security documents made or required herein to be made by the Borrower or any other Credit Party, each in form and substance reasonably satisfactory to the Agent.

“Mortgage Supporting Documents” means, with respect to any Mortgage for a parcel of owned Real Property, each document (including title policies or marked-up unconditional insurance binders (in each case, together with copies of all documents referred to therein), maps, ALTA or TLTA, if applicable, as-built surveys, in form and as to date that is sufficiently acceptable to the title insurer issuing title insurance to the Agent for such title insurer to deliver endorsements to such title insurance as reasonably requested by the Agent, environmental assessments and reports and evidence regarding recording and payment of fees, insurance premium and taxes) that the Agent may reasonably request, to create, register, perfect, maintain, evidence the existence, substance, form or validity of or enforce a valid and enforceable first priority Lien on such parcel of owned Real Property in favor of the Agent for the benefit of the Secured Parties (as defined in the Pledge and Security Agreement), subject only to such Liens as the Agent may approve.

“Net Liquidation Percentage” means the percentage of the perpetual value of each Credit Party’s Eligible Inventory that is estimated to be recoverable in an orderly liquidation of such Inventory, such percentage to be calculated as an average of the then current month’s average Net Liquidation Percentage and the average Net Liquidation Percentage for the preceding month as determined from time to time by a qualified appraisal company selected by Agent with Borrower’s consent, which consent shall not be unreasonably withheld.

“Non-Owned Storage Facility” means any distribution center or warehouse facility leased by any Credit Party, together with any other location where Inventory of any Credit Party is stored or held pursuant to a lease, bailment, warehousing or similar arrangement, which location (a) is not owned by a Credit Party, and (b) is not a Leased Store Location or a Pool Location.

“Obligations” means all loans, Advances, debts, principal, interest (including any interest that, but for the commencement of an Insolvency Proceeding, would have accrued), contingent reimbursement obligations with respect to outstanding Letters of Credit, premiums, liabilities (including all amounts charged to Borrower’s Loan Account pursuant hereto), obligations (including indemnification obligations), fees (including the fees provided for in the Fee Letter), charges, costs, Lender Group Expenses (including any fees or expenses that, but for the commencement of an Insolvency Proceeding, would have accrued), Banking Services Obligations, lease payments, guaranties, covenants, and duties of any kind and

description owing by any Credit Party to the Lender Group pursuant to or evidenced by the Loan Documents and irrespective of whether for the payment of money, whether direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, and including all interest not paid when due and all Lender Group Expenses that the Credit Parties are required to pay or reimburse by the Loan Documents, by law, or otherwise. Any reference in this Agreement or in the Loan Documents to the Obligations shall include all extensions, modifications, renewals, or alterations thereof, both prior and subsequent to any Insolvency Proceeding.

“Obligee Guarantor” has the meaning set forth in Section 17.7.

“Originating Lender” has the meaning set forth in Section 14.1(e).

“Overadvance” has the meaning set forth in Section 2.5.

“Parent” means Payless ShoeSource, Inc., a Delaware corporation.

“Participant” has the meaning set forth in Section 14.1(e).

“Patriot Act” means the USA Patriot Act of 2001 (31 U.S.C. 5318 et seq.).

“Payless Missouri” means Payless ShoeSource, Inc., a Missouri corporation.

“Permitted Acquisition” means any Proposed Acquisition subject to the satisfaction of each of the following conditions at or prior to the consummation of the Proposed Acquisition: (a) the Agent shall receive prior written notice of such Proposed Acquisition, which notice shall include, without limitation, a reasonably detailed description of such Proposed Acquisition; (b) the Investment in such Permitted Acquisition is permitted under clause (i) or (j) of Section 7.10; (c) the Borrower (or the Parent or the Subsidiary making such Proposed Acquisition) and the Proposed Acquisition Target shall have executed such documents and taken such actions as may be required under Section 5.14; (d) the Agent shall have received copies of the agreements, related contracts, instruments and all opinions, certificates, lien search results and other documents, in each case to the extent actually received by any Credit Party (and subject to agreement to such additional confidentiality requirements as may be required to permit such Credit Party to deliver such copies), in each case reasonably requested by the Agent; (e) Availability after giving effect to such Proposed Acquisition is at least $50,000,000 both before and as projected by the Borrower on a pro forma basis for the three month period following such Proposed Acquisition or (f) at the time of such Proposed Acquisition and after giving effect thereto, (i) no Default or Event of Default shall have occurred and be continuing and (ii) all representations and warranties contained in Article V and in the other Loan Documents shall be true and correct in all material respects and (iii) the Parent would be in compliance with the Consolidated Coverage Test for the most recently ended Test Period, determined on a pro forma basis after giving effect to such Proposed Acquisition (and the transactions contemplated thereby, including the incurrence or assumption of any Indebtedness in connection therewith).

“Permitted Discretion” means a determination made in good faith and in the exercise of reasonable (from the perspective of a secured, asset-based lender) business judgment based upon a change in circumstances or new information after the Closing Date.

“Permitted Dispositions” means (a) sales or other dispositions of Equipment that is substantially worn, damaged, or obsolete in the ordinary course of business, (b) sales of Inventory to buyers in the ordinary course of business, (c) the use or transfer of money or Cash Equivalents in a manner that is not prohibited by the terms of this Agreement or the other Loan Documents, (d) the licensing, sublicensing or other similar ordinary course transfers (but not sales) of intellectual property rights (on an exclusive or non-exclusive basis) to the extent that the foregoing occurs on an arms-length basis and (e) Store Closings in any fiscal year of the Borrower not in excess of the Store Closing Basket.

“Permitted Investments” means (a) Investments in cash and Cash Equivalents, (b) Investments in negotiable instruments for collection, (c) advances made in connection with purchases of goods or services in the ordinary course of business, (d) Investments made by one Credit Party in another Credit Party, (e) Investments received in settlement of amounts due to any Credit Party effected in the ordinary course of business or owing to any Credit Party as a result of Insolvency Proceedings involving an Account Debtor or upon the foreclosure or enforcement of any Lien in favor of such Credit Party, (f) Subordinated Indebtedness or guaranties of Subsidiaries, in each case to the extent permitted by Section 7.1, and (g) Investments in bonds issued by a Governmental Authority in connection with the lease of property or equipment by any Credit Party from such Governmental Authority, provided that such bonds are secured by the lease payments required to be made by such Credit Party with respect to such leased property and are issued in transactions which are in form and substance substantially similar to those in which the Investments described on Schedule 7.10 were made.

“Permitted Liens” means (a) Liens held by Agent, (b) Liens for unpaid taxes, assessments or governmental charges or levies that either (i) are not yet delinquent, or (ii) do not constitute an Event of Default hereunder and are the subject of Permitted Protests, (c) Liens existing on the date of this Agreement and set forth on Schedule P-1, (d) the interests of lessors under operating leases, (e) purchase money Liens or the interests of lessors under Capital Leases to the extent that such Liens or interests secure Permitted Purchase Money Indebtedness and so long as such Lien attaches only to the asset purchased or acquired and the proceeds thereof, (f) Liens arising by operation of law in favor of warehousemen, landlords, carriers, mechanics, materialmen, laborers, or suppliers, incurred in the ordinary course of business and not in connection with the borrowing of money, and which Liens either (i) are for sums not yet delinquent, or (ii) are the subject of Permitted Protests, (g) Liens arising from deposits or pledges made or letters of credit issues in connection with obtaining worker’s compensation or other unemployment insurance or to comply with any applicable law, rule or regulation regarding social security, unemployment or other employee benefits, (h) Liens, pledges or deposits to secure performance of bids, tenders, leases, licenses, trade contracts, statutory obligations, customs, surety, stay, performance and appeal

bonds, and other obligations incurred in the ordinary course of business and not in connection with the borrowing of money; provided that the Credit Parties may elect to post cash and obtain cash secured letters of credit in lieu of posting cash directly under this clause, (i) Liens resulting from any judgment or award that is not an Event of Default hereunder, (j) with respect to any Real Property, easements, rights of way, and zoning restrictions that do not materially interfere with or impair the use or operation thereof, (k) encumbrances arising under leases or subleases of Real Property that do not, in the aggregate, materially detract from the value of such Real Property or interfere with the ordinary conduct of the business conducted and proposed to be conducted at such Real Property, (l) Liens in favor of customs and revenue authorities arising as a matter of law to secure payment of customs duties in connection with the importation of goods, (m) Liens resulting from the filing of precautionary UCC financing statements relating to operating leases of any Credit Party which are entered into in the ordinary course of business and which are limited solely to the assets subject thereto, (n) Liens incurred in connection with the licensing of patents, trademarks, copyrights, and other intellectual property rights of the Credit Parties and their Subsidiaries in the ordinary course of business to Persons outside the United States or any U.S. Territory for use solely outside of the United States or any U.S. Territory, (o) Liens on assets not consisting of the Collateral that secure Indebtedness under any IRB to which any Credit Party and any Governmental Authority is party and (p) Liens on Collateral held by the Term Loan Agent to secure the Term Loan Obligations to the extent permitted by the Intercreditor Agreement.

“Permitted Protest” means the right of any Credit Party to protest any Lien (other than any Lien that secures the Obligations), taxes (other than payroll taxes or taxes that are the subject of a United States federal tax lien), or rental payment, provided that (a) a reserve with respect to such obligation is established on the Books in such amount as is required under GAAP, (b) any such protest is instituted promptly and prosecuted diligently by such Credit Party, as applicable, in good faith, and (c) Agent is satisfied that, while any such protest is pending, there will be no impairment of the enforceability, validity, or priority of any of the Agent’s Liens.

“Permitted Purchase Money Indebtedness” means, as of any date of determination, Purchase Money Indebtedness incurred after the Closing Date in an aggregate principal amount outstanding at any one time not in excess of $75,000,000.

“Permitted Reserves” means reserves on Availability imposed from time to time by the Agent in its Permitted Discretion based upon the results of appraisals and audits on Collateral.

“Permitted Sale-Leasebacks” has the meaning assigned to that term in Section 7.16.

“Person” means natural persons, corporations, limited liability companies, limited partnerships, general partnerships, limited liability partnerships, joint ventures, trusts,

land trusts, business trusts, or other organizations, irrespective of whether they are legal entities, and governments and agencies and political subdivisions thereof.

“Pledge and Security Agreement” means an agreement, in substantially the form of Exhibit G hereto, executed by the Borrower and each Guarantor.

“Pledged Stock” has the meaning specified in the Pledge and Security Agreement.

“Pool Location” means any of the locations in the United States listed on Schedule E-2, as such schedule is updated pursuant to Section 6.13.

“Post-Closing Agreement” means that certain post-closing agreement, dated as of even date herewith, between Borrower and Agent.

“Prior Loan Agreement” has the meaning set forth in the Recitals hereto.

“Projections” means Parent’s and its Subsidiaries’ forecasted (a) balance sheets, (b) profit and loss statements, and (c) cash flow statements, all prepared on a basis consistent with Parent’s historical financial statements, together with appropriate supporting details and a statement of underlying assumptions.

“Proposed Acquisition” means the proposed acquisition by the Borrower, the Parent or any of the Restricted Subsidiaries of all or substantially all of the assets or Stock of any Proposed Acquisition Target, or the merger of any Proposed Acquisition Target with or into the Borrower, the Parent or any Subsidiary of the Parent (and, in the case of a merger with the Borrower, with the Borrower being the surviving corporation).

“Proposed Acquisition Target” means any Person or group of Persons engaged in a particular line of business or any operating division thereof subject to a Proposed Acquisition.

“Pro Forma Basis” means, as to any Person, for any events as described in clauses (i) and (ii) below that occur subsequent to the commencement of a period for which the financial effect of such events is being calculated, and giving effect to the events for which such calculation is being made, such calculation as will give pro forma effect to such events as if such events occurred on the first day of the applicable Test Period:

(i) in making any determination of Consolidated EBITDA or Consolidated EBITDAR, pro forma effect shall be given to any Asset Sale and to any Permitted Acquisition (or to any similar transaction or transactions that require a waiver or consent of the Required Lenders pursuant to Section 7.3 or Section 7.10), in each case that occurred during the Test Period (or, in the case of determinations made pursuant to the definition of “Permitted Acquisition” occurring during the Test Period

or thereafter and through and including the date upon which the respective Permitted Acquisition is consummated); and

(ii) in making any determination on a Pro Forma Basis, (x) all Indebtedness (including Indebtedness incurred or assumed and for which the financial effect is being calculated, whether incurred under this Agreement or otherwise incurred or permanently repaid during the Test Period (or, in the case of determinations made pursuant to the definition of “Permitted Acquisition”, occurring during the Test Period and through and including the date upon which the respective Permitted Acquisition is consummated) shall be deemed to have been incurred or repaid at the beginning of such period (if such Indebtedness was incurred under this Agreement, such Indebtedness shall be deemed to be outstanding for the entire Test Period for purposes of determining the Senior Secured Leverage Ratio and the Total Leverage Ratio) and (y) interest expense of such Person attributable to interest on any Indebtedness, for which pro forma effect is being given as provided in preceding clause (x), bearing floating interest rates shall be computed on a pro forma basis as if the rates that would have been in effect during the period for which pro forma effect is being given had been actually in effect during such periods.

Pro forma calculations made pursuant to the definition of “Pro Forma Basis” shall be determined in good faith by a Responsible Officer of the Borrower and, for any fiscal period ending on or prior to the first anniversary of a Permitted Acquisition or Asset Sale (or any similar transaction or transactions that require a waiver or consent of the Required Lenders pursuant to Section 7.3 or Section 7.10), may include adjustments to reflect operating expense reductions and other operating improvements or synergies implemented or planned to be implemented and reasonably expected to result from such Permitted Acquisition, Asset Sale or other similar transaction, to the extent that the Borrower delivers to the Agent (i) a certificate of the Borrower signed by a Responsible Officer setting forth such operating expense reductions and other operating improvements or synergies and (ii) information and calculations supporting in reasonable detail such estimated operating expense reductions and other operating improvements or synergies.

“Pro Rata Share” means, as of any date of determination: (i) prior to the Revolver Commitments being terminated or reduced to zero, the percentage obtained by dividing (y) such Lender’s Revolver Commitment, by (z) the aggregate Revolver Commitments of all Lenders, and (ii) from and after the time that the Revolver Commitments have been terminated or reduced to zero, the percentage obtained by dividing (y) the aggregate outstanding principal amount of such Lender’s Advances plus such Lender’s ratable portion of the Risk Participation Liability with respect to outstanding Letters of Credit by (z) the aggregate outstanding principal amount of all Advances plus the aggregate amount of the Risk Participation Liability with respect to outstanding Letters of Credit.

“Purchase Money Indebtedness” means Indebtedness (other than the Obligations, but including Capitalized Lease Obligations), incurred at the time of, or within

20 days after, the acquisition of any fixed assets for the purpose of financing all or any part of the acquisition cost thereof, together with any refinancings under Section 7.1(f).

“Qualified Import Letter of Credit” means a Letter of Credit that (a) is issued to facilitate the purchase by any Credit Party of Eligible Inventory, (b) has an expiry date of less than 90 days and is otherwise in form and substance acceptable to Agent, and (c) is issued to support an Underlying Letter of Credit that only is drawable by the beneficiary thereof by the presentation of, among other documents, such applicable documents satisfactory to Agent as evidencing such Credit Party’s title to the subject Inventory.

“Qualified Capital Stock” of any Person shall mean any Stock or Stock Equivalents of such Person that is not Disqualified Stock.

“Qualified Refinancing Indebtedness” means Indebtedness incurred to refinance, in part, the Term Loan Obligations, on terms and conditions satisfactory to the Administrative Agent and in an aggregate principal amount not to exceed $450,000,000.

“Qualified Restricted Subsidiary” means any Restricted Subsidiary that is not a Credit Party and (a) is set forth on Schedule 1.1(b) and (b) that satisfies each of the following requirements: (i) there are no restrictions, directly or indirectly, on the ability of such Restricted Subsidiary to pay dividends or make distributions to the holders of its Stock and Stock Equivalents; and (ii) the Stock and Stock Equivalents of such Restricted Subsidiary consist of Stock and Stock Equivalents majority owned by the Parent and its Qualified Restricted Subsidiaries.

“Real Property” means any estates or interests in real property now owned or hereafter acquired by any Credit Party and the improvements thereto.

“Record” means information that is inscribed on a tangible medium or which is stored in an electronic or other medium and is retrievable in perceivable form.

“Recovery Event” means any settlement of or payment in respect of any property or casualty insurance claim or any taking under power of eminent domain or by condemnation or similar proceeding of or relating to any property or asset of the Parent or any of its Restricted Subsidiaries other than any settlement, payment, taking or proceeding that results in cash consideration of less than $1,000,000, individually.

“Related Documents” means the Merger Agreement, the Subordinated Notes Indenture, the Term Loan Agreement and each other document and instrument executed with respect to any of the foregoing.

“Remedial Action” means all actions taken to (a) clean up, remove, remediate, contain, treat, monitor, assess, evaluate, or in any way address Hazardous Materials in the indoor or outdoor environment, (b) prevent or minimize a release or threatened release of Hazardous Materials so they do not migrate or endanger or threaten to endanger public health

or welfare or the indoor or outdoor environment, (c) perform any pre-remedial studies, investigations, or post-remedial operation and maintenance activities, or (d) conduct any other actions authorized by 42 USC § 9601.

“Replacement Lender” has the meaning set forth in Section 15.2(a).

“Report” has the meaning set forth in Section 16.17.

“Required Closing Availability” means that Excess Availability is equal to or exceeds $100,000,000.

“Required Lenders” means, at any time, Lenders whose aggregate Pro Rata Shares equal or exceed 50.1%.

“Requirement of Law” means, with respect to any Person, the common law and all federal, state, local and foreign laws, treaties, rules and regulations, orders, judgments, decrees and other determinations of, concessions, grants, franchises, licenses and other contractual obligations with, any Governmental Authority or arbitrator, applicable to or binding upon such Person or any of its property or to which such Person or any of its property is subject.

“Reserve Percentage” means, on any day, for any Lender, the maximum percentage prescribed by the Board of Governors of the Federal Reserve System (or any successor Governmental Authority) for determining the reserve requirements (including any basic, supplemental, marginal, or emergency reserves) that are in effect on such date with respect to eurocurrency funding (currently referred to as “eurocurrency liabilities”) of that Lender, but so long as such Lender is not required or directed under applicable regulations to maintain such reserves, the Reserve Percentage shall be zero.

“Reserves” has the meaning set forth in Section 2.1(b).

“Responsible Officer” means, with respect to any Person, any of the principal executive officers, managing members or general partners of such Person but, in any event, with respect to financial matters, the chief financial officer, treasurer or controller of such Person.

“Restricted Payment” means (a) any dividend or other distribution, direct or indirect, on account of any shares of any Stock of any Credit Party now or hereafter outstanding, except a dividend payable solely in shares of that class of Stock to the holders of that class; (b) any redemption, retirement, sinking fund or similar payment, purchase or other acquisition for value, direct or indirect, of any shares of any class of Stock of a Credit Party now or hereafter outstanding; (c) any payment made to retire, or to obtain the surrender of, any outstanding warrants, options or other rights to acquire any Stock of any Credit Party now or hereafter outstanding; and (d) any payment or prepayment of principal of, premium,

if any, or redemption, purchase, retirement, defeasance (including in-substance or legal defeasance), sinking fund or similar payment with respect to, any Subordinated Indebtedness.

“Restricted Subsidiary” means any Subsidiary of the Borrower that is not an Unrestricted Subsidiary.

“Revolver Commitment” means, with respect to each Lender, its Revolver Commitment, and, with respect to all Lenders, their Revolver Commitments, in each case as such Dollar amounts are set forth beside such Lender’s name under the applicable heading on Schedule C-1 or in the Assignment and Acceptance pursuant to which such Lender became a Lender hereunder in accordance with the provisions of Section 14.1 and as such amounts may be increased pursuant to Section 2.2.

“Revolver Increase” has the meaning assigned to that term in Section 2.2.

“Revolver Increase Notice” has the meaning assigned to that term in Section 2.2.

“Revolver Usage” means, as of any date of determination, the sum of (a) the then extant amount of outstanding Advances, plus (b) the then extant amount of the Letter of Credit Usage.

“Risk Participation Liability” means, as to each Letter of Credit, all reimbursement obligations of Borrower to the Issuing Lender with respect to an L/C Undertaking, consisting of (a) the amount available to be drawn or which may become available to be drawn, (b) all amounts that have been paid by the Issuing Lender to the Underlying Issuer to the extent not reimbursed by Borrower, whether by the making of an Advance or otherwise, and (c) all accrued and unpaid interest, fees, and expenses payable with respect thereto.

“Sale-Leasebacks” has the meaning assigned to that term in Section 7.16.

“SEC” means the United States Securities and Exchange Commission and any successor thereto.

“Secured Obligations” has the meaning specified in the Pledge and Security Agreement.

“Securities Account Control Agreement” has the meaning specified in the Pledge and Security Agreement.

“Senior Secured Leverage Ratio” means, as of any date of determination, the ratio of (a) Consolidated Funded Indebtedness of the Parent and the Restricted Subsidiaries that is secured by Liens outstanding as of such date (minus the cash and Cash Equivalents of the Credit Parties that are not subject to any Lien securing Indebtedness other than the Obligations or Term Loan Obligations) to (b) the aggregate amount of Consolidated

EBITDA of the Parent and the Restricted Subsidiaries for the most recently ended Test Period.

“Senior Subordinated Notes” means (i) those certain 8.25% Series A Senior Subordinated Notes due 2013 and (ii) those certain 8.25% Series B Senior Subordinated Notes due 2013, each issued by Borrower pursuant to the Indenture, in each case as amended, restated, supplemented or otherwise modified from time to time as permitted hereby.

“Settlement” has the meaning set forth in Section 2.3(f)(i).

“Settlement Date” has the meaning set forth in Section 2.3(f)(i).

“Solvent” means, with respect to any Person on a particular date, that, at fair valuations, the sum of such Person’s assets is greater than all of such Person’s debts.

“Stock” means all shares, options, warrants, interests, participations, or other equivalents (regardless of how designated) of or in a Person, whether voting or nonvoting, including common stock, preferred stock, or any other “equity security” (as such term is defined in Rule 3a11-1 of the General Rules and Regulations promulgated by the SEC under the Exchange Act).

“Stock Equivalents” means all securities convertible into or exchangeable for Stock and all warrants, options or other rights to purchase or subscribe for any Stock, whether or not presently convertible, exchangeable or exercisable.

“Store Closing Basket” means, with respect to any fiscal year of the Borrower, Store Closings, net of Store Openings, in an amount up to 500 Store Closings in such fiscal year, provided that in the event that the Credit Parties are closing more than 100 stores at any one time, the Borrower shall, at Agent’s request, hire a qualified inventory liquidation company reasonably satisfactory to the Agent to conduct such Store Closings on terms satisfactory to Agent in its Permitted Discretion; provided, that at no time will the total number of stores owned or franchised by the Group Members be lower than 3,500.

“Store Closings” means the closing, sale, sublease or franchise or other disposition of stores operated by Borrower or any Restricted Subsidiary in a manner consistent with the past business practices of the Borrower and the Restricted Subsidiaries or the Closing Date Business Plan (involving store closing sales and liquidations of store inventory on site).

“Store Openings” means the opening of stores, including the purchase of a franchise, operated by Borrower or any Restricted Subsidiary in a manner consistent with the past business practices of the Borrower and the Restricted Subsidiaries or the Closing Date Business Plan (involving store openings).

“Subordinated Indebtedness” means (a) all Indebtedness under the Indenture and (b) (i) any other public Indebtedness of the Credit Parties subordinated in right of payment to the Obligations pursuant to documentation containing material terms, including subordination provisions substantially similar to those set forth in the Indenture and (ii) all private Indebtedness of the Credit Parties subordinated in right of payment to the Obligations pursuant to documentation containing market terms and conditions consistent with private subordinated indebtedness of such type, in each case pursuant to this clause (b), satisfactory to Agent in its Permitted Discretion.

“Subordinated Notes Indenture” means the Indenture, dated as of July 28, 2003, between Borrower and Wells Fargo Bank Minnesota, National Association, as trustee.

“Subsidiary” of a Person means a corporation, partnership, limited liability company, or other entity in which that Person directly or indirectly owns or controls the shares of Stock having ordinary voting power to elect a majority of the board of directors (or appoint other comparable managers) of such corporation, partnership, limited liability company, or other entity.

“Swing Lender” means WFRF or any other Lender that, at the request of Borrower and with the consent of Agent agrees, in such Lender’s sole discretion, to become the Swing Lender under Section 2.3(d).

“Swing Loan” has the meaning set forth in Section 2.3(d)(i).

“Target” means The Stride Rite Corporation.

“Target Shares” means 100% of the shares of Target’s publicly traded common stock.

“Taxes” has the meaning set forth in Section 16.11.

“Term Agent” means Citicorp North America, Inc., in its capacity as administrative agent under the Term Loan Agreement.

“Term Loan Agreement” means that certain Term Loan Agreement, dated as of the date hereof, among the Borrower, the Credit Parties, the Term Agent as administrative agent and lender thereunder and the other lenders party thereto.

“Term Loan Documents” means, collectively, the Term Loan Agreement, all guaranties, pledges, security agreements and similar agreements entered into in connection therewith to guaranty or secure any Term Loan Obligations and each other certificate, agreement and other document entered into in connection therewith (other than the Intercreditor Agreement)

“Term Loan Obligations” has the meaning set forth in Section 7.1(b).

“Term Loans” means those loans outstanding under the Term Loan Agreement, as amended, modified or supplemented from time to time to the extent permitted pursuant to Section 7.14 hereof and pursuant to the Intercreditor Agreement, and any refinancing permitted pursuant to Section 7.1(f) hereof.

“Term Priority Collateral” has the meaning set forth in the Intercreditor Agreement.

“Test Period” shall mean, for any determination under this Agreement, the period of the most recently ended four consecutive fiscal quarters of the Parent for which financial statements have been delivered to the Agent pursuant to Section 6.3.

“Total Assets” means the total amount of all assets of the Borrower, the Parent and the Restricted Subsidiaries, determined on a Consolidated basis as shown on the most recent balance sheet of the Parent.

“Total Leverage Ratio” means, as of any date of determination, the ratio of (a) Consolidated Funded Indebtedness of the Parent and the Restricted Subsidiaries outstanding as of such date (minus the cash and Cash Equivalents of the Loan Parties that are not subject to any Lien securing Indebtedness other than the Obligations or Term Loan Obligations) to (b) the aggregate amount of Consolidated EBITDA of the Parent and the Restricted Subsidiaries for the most recently ended Test Period.

“Transactions” means, collectively, the Tender Offer, the Merger, entry into the Term Loan Agreement and the transactions contemplated thereby and the transactions contemplated hereby.

“Triggering Period” means a period (a) commencing on the earliest to occur of (i) the occurrence and continuation of an Event of Default, or (ii) the date on which Availability shall be less than $35,000,000 and (b) continuing until such time as, for a period of fifteen (15) consecutive days, both (x) Availability shall be equal to or in excess of $40,000,000 and (y) there shall not have occurred and be continuing any Event of Default.

“United States” and “U.S.” mean the United States of America.

“Underlying Issuer” means a third Person which is the beneficiary of an L/C Undertaking or Qualified Import Letter of Credit and which has issued a letter of credit at the request of the Issuing Lender for the benefit of any Credit Party.

“Underlying Letter of Credit” means a letter of credit that has been issued by an Underlying Issuer.

“Unrestricted Subsidiary” shall mean any Subsidiary of the Parent that is acquired or created after the Closing Date and designated by the board of directors of the Parent as an “Unrestricted Subsidiary” hereunder by written notice to the Agent and listed on

Schedule 6.15 hereto, any Subsidiary of such Unrestricted Subsidiary and any Subsidiary designated as an “Unrestricted Subsidiary” under the Term Loan Agreement.

“U.S. Territory” means each of the U.S. Virgin Islands, Guam and Saipan.

“Voidable Transfer” has the meaning set forth in Section 18.7.

“Wells Fargo” means Wells Fargo Bank, National Association, a national banking association.

“WFRF” means Wells Fargo Retail Finance, LLC, a Delaware limited liability company.

“Wholly Owned Domestic Subsidiary” means each Subsidiary of the Borrower or any Guarantor, all of the Stock of which (other than director’s qualifying shares, as may be required by law) is owned by such Person, either directly or indirectly through one or more Subsidiaries of such Person, that is organized under the laws of the United States of America or any State or political subdivision thereof.

“Winston” has the meaning set forth in Section 16.19.

1.2 Accounting TermsAll accounting terms not specifically defined herein shall be construed in accordance with GAAP. When used herein, the term “financial statements” shall include the notes and schedules thereto. Whenever the term “Borrower” is used in respect of a financial covenant or a related definition, it shall be understood to mean Borrower and its Subsidiaries on a consolidated basis unless the context clearly requires otherwise.

(b) If any change in the accounting principles used in the preparation of the most recent financial statements referred to in Section 6.3 is hereafter required or permitted by the rules, regulations, pronouncements and opinions of the Financial Accounting Standards Board or the American Institute of Certified Public Accountants (or any successors thereto) and such change is adopted by the Borrower with the agreement of the Borrower’s accountants and results in a change in any of the calculations required by Article VII that would not have resulted had such accounting change not occurred, the parties hereto agree to enter into negotiations in order to amend such provisions so as to equitably reflect such change such that the criteria for evaluating compliance with such covenants by the Borrower shall be the same after such change as if such change had not been made; provided, however, that no change in GAAP that would affect a calculation that measures compliance with any covenant contained in Article VII shall be given effect until such provisions are amended to reflect such changes in GAAP.

1.3 Code. Any terms used in this Agreement that are defined in the Code shall be construed and defined as set forth in the Code unless otherwise defined herein.

1.4 Construction. Unless the context of this Agreement or any other Loan Document clearly requires otherwise, references to the plural include the singular, references to the singular include the plural, the term “including” is not limiting, and the term “or” has, except where otherwise indicated, the inclusive meaning represented by the phrase “and/or.” The words “hereof,” “herein,” “hereby,” “hereunder,” and similar terms in this Agreement or any other Loan Document refer to this Agreement or such other Loan Document, as the case may be, as a whole and not to any particular provision of this Agreement or such other Loan Document, as the case may be. Section, subsection, clause, schedule, and exhibit references herein are to this Agreement unless otherwise specified. Any reference in this Agreement or in the other Loan Documents to any agreement, instrument, or document shall include all alterations, amendments, changes, extensions, modifications, renewals, replacements, substitutions, joinders, and supplements, thereto and thereof, as applicable (subject to any restrictions on such alterations, amendments, changes, extensions, modifications, renewals, replacements, substitutions, joinders, and supplements set forth herein). Any reference herein to the repayment in full or satisfaction in full of the Obligations shall mean the repayment in full in cash (or cash collateralized in accordance with the terms hereof) of all Obligations other than contingent indemnification Obligations that, at such time, are allowed by the applicable member of the Lender Group to remain outstanding and are not required to be repaid or cash collateralized pursuant to the provisions of this Agreement. Any reference herein to any Person shall be construed to include such Person’s successors and assigns. Any requirement of a writing contained herein or in the other Loan Documents shall be satisfied by the transmission of a Record and any Record transmitted shall constitute a representation and warranty as to the accuracy and completeness of the information contained therein.

1.5 Schedules and Exhibits. All of the schedules and exhibits attached to this Agreement shall be deemed incorporated herein by reference.

2. LOAN AND TERMS OF PAYMENT.

2.1 Revolver Advances. (a) Subject to the terms and conditions of this Agreement, and during the term of this Agreement, each Lender agrees (severally, not jointly or jointly and severally) to make advances (“Advances”) to Borrower in an amount at any one time outstanding not to exceed such Lender’s Pro Rata Share of an amount equal to the lesser of (i) the Maximum Revolver Amount less the Letter of Credit Usage, or (ii) the Borrowing Base less the Letter of Credit Usage.

(b) Anything to the contrary in this Section 2.1 notwithstanding, Agent shall have the right to establish and modify Permitted Reserves against Availability in such amounts, and with respect to such matters, as Agent in its Permitted Discretion shall deem necessary or appropriate, including with respect to (i) shrinkage (so as to bring perpetual records in line with historical levels), (ii) potential liabilities to customers, including without limitation, in connection with merchandise deposits, returns, merchandise credits, gift certificates, and frequent shopper programs, (iii) bad debt write-downs, discounts, advertising allowances, credits, or increases in other

dilutive items with respect to Accounts, (iv) unpaid freight charges, warehousing or storage charges, taxes, duties, and other similar unpaid costs associated with the acquisition of Inventory, (v) sums that any Credit Party is required to pay (such as taxes, assessments, insurance premiums, or, in the case of leased assets, rents or other amounts payable under such leases) and has failed to pay under any Section of this Agreement or any other Loan Document, (vi) damaged goods, refurbished goods, goods returned for resale and similar goods, (vii) Eligible U.S. Territory Inventory, and (viii) amounts owing by any Credit Party to any Person to the extent secured by a Lien on, or trust over, any of the Collateral (other than any existing Permitted Lien set forth on Schedule P-1 which is specifically identified thereon as entitled to have priority over the Agent’s Liens), which Lien or trust, in the Permitted Discretion of Agent likely would have a priority superior to the Agent’s Liens (such as Liens or trusts in favor of landlords, warehousemen, carriers, mechanics, materialmen, laborers, or suppliers, or Liens or trusts for ad valorem, excise, sales, or other taxes where given priority under applicable law) in and to such item of the Collateral. In addition to the foregoing, Agent shall have the right at any time Revolver Usage is in excess of $100,000,000, subject to the any other limitations contained herein or in the Loan Documents, to have the Collateral reappraised by a qualified company selected by Agent from time to time after the Closing Date for the purpose of re-determining the value of Eligible Accounts or Eligible Inventory and modifying Advance Rates and, as a result, re-determining the Borrowing Base; provided that unless an Event of Default is continuing or a Triggering Period has occurred and is continuing, the Borrower shall only be responsible for the expenses incurred for two such appraisals or audits in any 12 month period.

(c) The Lenders shall have no obligation to make additional Advances hereunder to the extent such additional Advances would cause the Revolver Usage to exceed the Maximum Revolver Amount.

(d) Amounts borrowed pursuant to this Section 2.1 may be repaid and, subject to the terms and conditions of this Agreement, reborrowed at any time during the term of this Agreement.

2.2 Revolver Increase. On and after the Initial Syndication Date and until (but not including) the Maturity Date, Borrower may, at its option at any time on a single occasion, seek to increase (the “Revolver Increase”) the Maximum Revolver Amount by up to $50,000,000 (after giving effect to which the Maximum Revolver Amount shall not exceed $400,000,000 less the aggregate amount of reductions to the Revolver Commitments effected on or prior to the date of the Revolver Increase) upon at least 30 days (but not more than 45 days) written notice (“Revolver Increase Notice”) to the Agent (which notice Agent shall promptly deliver to the Lenders). The Revolver Increase Notice shall (a) specify the date upon which the Revolver Increase is requested to occur, (b) be delivered at a time when no Default or Event of Default has occurred and is continuing (and the effectiveness of the Revolver Increase shall be subject to no Default or Event of Default existing of the time of the Revolver Increase) and (c) certify that the Revolver Increase will not violate or conflict

with the terms of any Indebtedness or any other contract, agreement, instrument or obligation of any Credit Party (and which notice will be accompanied by an opinion of counsel to Credit Parties on terms satisfactory to Agent in its Permitted Discretion to the effect that, among other matters, the Revolver Increase constitutes a “Senior Claim” under and as defined in the Intercreditor Agreement and that there is no conflict with the Credit Parties’ other Indebtedness or any such contract, agreement, instrument or obligation). Borrower shall, after giving a Revolver Increase Notice, offer the Revolver Increase (i) first on a pro-rata basis to the Lenders, which each Lender may in its sole and absolute discretion accept or decline (it being understood that any Lender not affirmatively committing in writing to its pro-rata portion shall be deemed to have declined), (ii) second, if any Lender has declined its pro rata share or any part thereof, such remaining amounts on a non pro-rata basis to the Lenders accepting their pro rata share of the Revolver Increase and (iii) third, to other Eligible Transferees. Agent agrees to use its reasonable efforts to syndicate any remaining portion of the Revolver Increase to other Eligible Transferees; provided, however, that the minimum final allocated Revolver Commitment of each Eligible Transferee that is not a Lender shall be equal to or in excess of $5,000,000. No increase in the Maximum Revolver Amount shall become effective until all existing and new Lenders committing to the Revolver Increase have delivered to the Agent a writing in form reasonably satisfactory to the Agent pursuant to which such existing Lenders state the amount of their Revolver Increase and any such new Lenders state the amount of their Revolver Commitment and agree to assume and accept the obligations and rights of a Lender hereunder and any such new and increasing Lenders agree to make an Advance such that the outstanding Advances of such new Lender or increasing Lender constitute a proportional amount of the aggregate outstanding Advances based on the Revolver Commitment of such new Lender. Any Advance as a result of an increase to the Revolver Commitment pursuant to this Section 2.2 shall be subject to the terms and conditions contained in this Agreement. Upon the increase of the Revolver Commitment pursuant to this Section 2.2, Schedule C-1 shall be deemed amended and replaced with a new Schedule C-1 reflecting the new Revolver Commitments hereunder.

2.3 Borrowing Procedures and Settlements.

(a) Procedure for Borrowing. Each Borrowing shall be made by an irrevocable written request by an Authorized Person delivered to Agent (which notice must be received by Agent no later than 1:00 p.m. (New York time) on the Business Day prior to the date that is the requested Funding Date (subject to Section 2.13(b)(i) in the case of any LIBOR Rate Loan) specifying (i) the amount of such Borrowing, and (ii) the requested Funding Date, which shall be a Business Day; provided, however, that in the case of a request for Swing Loan in an amount of $35,000,000, or less, such notice will be timely received if it is received by Agent no later than 1:00 p.m. (New York time) on the Business Day that is the requested Funding Date) specifying (i) the amount of such Borrowing, and (ii) the requested Funding Date, which shall be a Business Day. At Agent’s election, in lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrower agrees that any such electronic notice will be confirmed in writing within 24 hours of the giving of such notice

and the failure to provide such written confirmation shall not affect the validity of the request.

(b) Agent’s Election. Promptly after receipt of a request for a Borrowing pursuant to Section 2.3(a), Agent shall elect, in its discretion, (i) to have the terms of Section 2.3(c) apply to such requested Borrowing, or (ii) if the Borrowing is for an Advance, to request Swing Lender to make a Swing Loan pursuant to the terms of Section 2.3(d) in the amount of the requested Borrowing; provided, however, that (i) if Swing Lender declines in its sole discretion to make a Swing Loan pursuant to Section 2.3(d), Agent shall elect to have the terms of Section 2.3(c) apply to such requested Borrowing; and (ii) if a notice requesting a LIBOR Rate Loan has been timely delivered per Section 2.13(b)(i), Agent shall not have the option to request Swing Lender to make such Borrowing as a Swing Loan.

(i) In the event that Agent shall elect to have the terms of this Section 2.3(c) apply to a requested Borrowing as described in Section 2.3(b), then promptly after receipt of a request for a Borrowing pursuant to Section 2.3(a), Agent shall notify the Lenders, not later than 4:00 p.m. (New York time) on the Business Day immediately preceding the Funding Date applicable thereto, by telecopy, telephone, or other similar form of transmission, of the requested Borrowing. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Borrowing available to Agent in immediately available funds, to Agent’s Account, not later than 1:00 p.m. (New York time) on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Advances, Agent shall make the proceeds thereof available to Borrower on the applicable Funding Date by transferring immediately available funds equal to such proceeds received by Agent to Borrower’s Designated Account; provided, however, that, subject to the provisions of Section 2.3(i), Agent shall not request any Lender to make, and no Lender shall have the obligation to make, any Advance if Agent shall have actual knowledge that (1) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Borrowing unless such condition has been waived, or (2) the requested Borrowing would exceed the Availability on such Funding Date.

(ii) Unless Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Borrowing after the Closing Date, prior to noon (New York time) on the date of such Borrowing, that such Lender will not make available as and when required hereunder to Agent for the account of Borrower the amount of that Lender’s Pro Rata Share of the Borrowing, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may

(but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to Borrower such amount, that such Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Advance on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify Borrower of such failure to fund and, upon demand by Agent, Borrower shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Advances composing such Borrowing. The failure of any Lender to make any Advance on any Funding Date shall not relieve any other Lender of any obligation hereunder to make an Advance on such Funding Date, but no Lender shall be responsible for the failure of any other Lender to make the Advance to be made by such other Lender on any Funding Date.

(iii) Agent shall not be obligated to transfer to a Defaulting Lender any payments made by any Credit Party to Agent for the Defaulting Lender’s benefit, and, in the absence of such transfer to the Defaulting Lender, Agent shall transfer any such payments to each other non-Defaulting Lender member of the Lender Group ratably in accordance with their Commitments (but only to the extent that such Defaulting Lender’s Advance was funded by the other members of the Lender Group) or, if so directed by Borrower and if no Default or Event of Default had occurred and is continuing (and to the extent such Defaulting Lender’s Advance was not funded by the Lender Group), retain same to be re-advanced to Borrower as if such Defaulting Lender had made Advances to Borrower. Subject to the foregoing, Agent may hold and, in its Permitted Discretion, re-lend to Borrower for the account of such Defaulting Lender the amount of all such payments received and retained by Agent for the account of such Defaulting Lender. Solely for the purposes of voting or consenting to matters with respect to the Loan Documents, such Defaulting Lender shall be deemed not to be a “Lender” and such Lender’s Commitment shall be deemed to be zero. This Section shall remain effective with respect to such Lender until (x) the Obligations under this Agreement shall have been declared or shall have become immediately due and payable, (y) the non-Defaulting Lenders, Agent, and the Credit Parties shall have waived such Defaulting Lender’s default in writing, or (z) the Defaulting Lender makes its

Pro Rata Share of the applicable Advance and pays to Agent all amounts owing by Defaulting Lender in respect thereof. The operation of this Section shall not be construed to increase or otherwise affect the Commitment of any Lender, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and obligations hereunder, or to relieve or excuse the performance by any Credit Party of its duties and obligations hereunder to Agent or to the Lenders other than such Defaulting Lender. Any such failure to fund by any Defaulting Lender shall constitute a material breach by such Defaulting Lender of this Agreement and shall entitle Borrower at its option, upon written notice to Agent, to arrange for a substitute Lender to assume the Commitment of such Defaulting Lender, such substitute Lender to be acceptable to Agent. In connection with the arrangement of such a substitute Lender, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in favor of the substitute Lender (and agrees that it shall be deemed to have executed and delivered such document if it fails to do so) subject only to being repaid its share of the outstanding Obligations (including an assumption of its Pro Rata Share of the Risk Participation Liability) without any premium or penalty of any kind whatsoever; provided, however, that any such assumption of the Commitment of such Defaulting Lender shall not be deemed to constitute a waiver of any of the Lender Groups’ or any Credit Party’s rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund.

(d) Making of Swing Loans.

(i) In the event Agent shall elect, with the consent of Swing Lender, as a Lender, to have the terms of this Section 2.3(d) apply to a requested Borrowing as described in Section 2.3(b), Swing Lender as a Lender shall make such Advance in the amount of such Borrowing (any such Advance made solely by Swing Lender as a Lender pursuant to this Section 2.3(d) being referred to as a “Swing Loan” and such Advances being referred to collectively as “Swing Loans”) available to Borrower on the Funding Date applicable thereto by transferring immediately available funds to Borrower’s Designated Account; provided, however, the aggregate amount of the Swing Loans at any one time outstanding shall not exceed $35,000,000. Each Swing Loan shall be deemed to be an Advance hereunder and shall be subject to all the terms and conditions applicable to other Advances, except that no such Swing Loan shall be eligible to be a LIBOR Rate Loan and all payments on any Swing Loan shall be payable to Swing Lender as a Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Swing Loan). Subject to the provisions of Section 2.3(i), Agent shall not request Swing Lender as a Lender to make, and Swing Lender as a Lender shall not make, any Swing Loan if Agent has actual knowledge

that (i) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Borrowing unless such condition has been waived, or (ii) the requested Borrowing would exceed the Availability on such Funding Date. Swing Lender as a Lender shall not otherwise be required to determine whether the applicable conditions precedent set forth in Section 3 have been satisfied on the Funding Date applicable thereto prior to making, in its sole discretion, any Swing Loan.

(ii) The Swing Loans shall be secured by the Agent’s Liens, constitute Obligations hereunder, and bear interest at the rate applicable from time to time to Advances that are Base Rate Loans.

(e) Agent Advances.

(i) Agent hereby is authorized by Borrower and the Lenders, from time to time in Agent’s sole discretion, (1) after the occurrence and during the continuance of a Default or an Event of Default, or (2) at any time that any of the other applicable conditions precedent set forth in Section 3 have not been satisfied, to make Advances to Borrower on behalf of the Lenders in an amount not exceeding the lesser of (x) 5% of Gross Collateral Availability and (y) $10,000,000 that Agent, in its Permitted Discretion deems necessary or desirable (A) to preserve or protect the Collateral, or any portion thereof, (B) to enhance the likelihood of repayment of the Obligations, or (C) to pay any other amount chargeable to any Credit Party pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances described in this Section 2.3(e) shall be referred to as “Agent Advances”); provided, however, that (i) no Agent Advances shall be outstanding for a period exceeding thirty (30) consecutive days and (ii) there shall be no more than two separate Agent Advances during any twelve month period. Each Agent Advance shall be deemed to be an Advance hereunder, except that no such Agent Advance shall be eligible to be a LIBOR Rate Loan and all payments thereon shall be payable to Agent solely for its own account.

(ii) The Agent Advances shall be repayable on demand, secured by the Agent’s Liens granted to Agent under the Loan Documents, constitute Obligations hereunder, and bear interest at the rate applicable from time to time to Advances that are Base Rate Loans.

(f) Settlement. It is agreed that each Lender’s funded portion of the Advances is intended by the Lenders to equal, at all times, such Lender’s Pro Rata Share of the outstanding Advances. Such agreement notwithstanding, Agent, Swing Lender, and the other Lenders agree (which agreement shall not be for the benefit of or enforceable by Borrower) that in order to facilitate the administration of this Agreement

and the other Loan Documents, settlement among them as to the Advances, the Swing Loans, and the Agent Advances shall take place on a periodic basis in accordance with the following provisions:

(i) Agent shall request settlement (“Settlement”) with the Lenders on a weekly basis, or on a more frequent basis if so determined by Agent, (1) on behalf of Swing Lender, with respect to each outstanding Swing Loan, (2) for itself, with respect to each Agent Advance, and (3) with respect to any Credit Party’s Collections received by Agent, as to each by notifying the Lenders by telecopy, telephone, or other similar form of transmission, of such requested Settlement, no later than 2:00 p.m. (New York time) on the Business Day immediately prior to the date of such requested Settlement (the date of such requested Settlement being the “Settlement Date”). Such notice of a Settlement Date shall include a summary statement of the amount of outstanding Advances, Swing Loans, and Agent Advances for the period since the prior Settlement Date. Subject to the terms and conditions contained herein (including Section 2.3(c)(iii)): (y) if a Lender’s balance of the Advances (including Swing Loans and Agent Advances) exceeds such Lender’s Pro Rata Share of the Advances (including Swing Loans and Agent Advances) as of a Settlement Date, then Agent shall, by no later than 3:00 p.m. (New York time) on the Settlement Date, transfer in immediately available funds to a Deposit Account of such Lender (as such Lender may designate), an amount such that each such Lender shall, upon receipt of such amount, have as of the Settlement Date, its Pro Rata Share of the Advances (including Swing Loans and Agent Advances), and (z) if a Lender’s balance of the Advances (including Swing Loans and Agent Advances) is less than such Lender’s Pro Rata Share of the Advances (including Swing Loans and Agent Advances) as of a Settlement Date, such Lender shall no later than 2:00 p.m. (New York time) on the Settlement Date transfer in immediately available funds to the Agent’s Account, an amount such that each such Lender shall, upon transfer of such amount, have as of the Settlement Date, its Pro Rata Share of the Advances (including Swing Loans and Agent Advances). Such amounts made available to Agent under clause (z) of the immediately preceding sentence shall be applied against the amounts of the applicable Swing Loans or Agent Advances and, together with the portion of such Swing Loans or Agent Advances representing Swing Lender’s Pro Rata Share thereof, shall constitute Advances of such Lenders. If any such amount is not made available to Agent by any Lender on the Settlement Date applicable thereto to the extent required by the terms hereof, Agent shall be entitled to recover for its account such amount on demand from such Lender together with interest thereon at the Defaulting Lender Rate.

(ii) In determining whether a Lender’s balance of the Advances, Swing Loans, and Agent Advances is less than, equal to, or greater than such

Lender’s Pro Rata Share of the Advances, Swing Loans, and Agent Advances as of a Settlement Date, Agent shall, as part of the relevant Settlement, apply to such balance the portion of payments actually received in good funds by Agent with respect to principal, interest, fees payable any Credit Party and allocable to the Lenders hereunder, and proceeds of the Collateral. To the extent that a net amount is owed to any such Lender after such application, such net amount shall be distributed by Agent to that Lender as part of such next Settlement.

(iii) Between Settlement Dates, Agent, to the extent no Agent Advances or Swing Loans are outstanding, may pay over to Swing Lender any payments received by Agent, that in accordance with the terms of this Agreement would be applied to the reduction of the Advances, for application to Swing Lender’s Pro Rata Share of the Advances. If, as of any Settlement Date, Collections of any Credit Party received since the then immediately preceding Settlement Date have been applied to Swing Lender’s Pro Rata Share of the Advances other than to Swing Loans, as provided for in the previous sentence, Swing Lender shall pay to Agent for the accounts of the Lenders, and Agent shall pay to the Lenders, to be applied to the outstanding Advances of such Lenders, an amount such that each Lender shall, upon receipt of such amount, have, as of such Settlement Date, its Pro Rata Share of the Advances. During the period between Settlement Dates, Swing Lender with respect to Swing Loans, Agent with respect to Agent Advances, and each Lender (subject to the effect of letter agreements between Agent and individual Lenders) with respect to the Advances other than Swing Loans and Agent Advances, shall be entitled to interest at the applicable rate or rates payable under this Agreement on the daily amount of funds employed by Swing Lender, Agent, or the Lenders, as applicable.

(g) Notation. Agent shall record on its books the principal amount of the Advances owing to each Lender, including the Swing Loans owing to Swing Lender, and Agent Advances owing to Agent, and the interests therein of each Lender, from time to time and such records shall, absent manifest error, conclusively be presumed to be correct and accurate. In addition, each Lender is authorized, at such Lender’s option, to note the date and amount of each payment or prepayment of principal of such Lender’s Advances in its books and records, including computer records.

(h) Lenders’ Failure to Perform. All Advances (other than Swing Loans and Agent Advances) shall be made by the Lenders contemporaneously and in accordance with their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to

perform its obligation to make any Advance (or other extension of credit) hereunder, nor shall any Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder, and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.

2.4 Payments.

(a) Payments by Borrower.

(i) Except as otherwise expressly provided herein, all payments by Borrower shall be made to Agent’s Account for the account of the Lender Group and shall be made in immediately available funds, no later than 2:00 p.m. (New York time) on the date specified herein. Any payment received by Agent later than 2:00 p.m. (New York time) shall be deemed to have been received on the following Business Day and any applicable interest or fee shall continue to accrue until such following Business Day.

(ii) Unless Agent receives notice from Borrower prior to the date on which any payment is due to the Lenders that Borrower will not make such payment in full as and when required, Agent may assume that Borrower has made (or will make) such payment in full to Agent on such date in immediately available funds and Agent may (but shall not be so required), in reliance upon such assumption, distribute to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent Borrower does not make such payment in full to Agent on the date when due, each Lender severally shall repay to Agent on demand such amount distributed to such Lender, together with interest thereon at the Defaulting Lender Rate for each day from the date such amount is distributed to such Lender until the date repaid.

(b) Apportionment and Application of Payments.

(i) Except as otherwise provided with respect to Defaulting Lenders and except as otherwise provided in the Loan Documents (including letter agreements between Agent, individual Lenders and Borrower), aggregate principal and interest payments shall be apportioned ratably among the Lenders (according to the unpaid principal balance of the Obligations to which such payments relate held by each Lender) and payments of fees and expenses (other than fees or expenses that are for Agent’s separate account, after giving effect to any letter agreements between Agent and individual Lenders) shall be apportioned ratably among the Lenders having a Pro Rata Share of the type of Commitment or Obligation to which a particular fee relates. All payments shall be remitted to Agent and all such payments, and all proceeds of the Collateral received by Agent, shall be applied as follows:

(A) first, to pay any Lender Group Expenses then due to Agent under the Loan Documents, until paid in full,

(B) second, to pay any Lender Group Expenses then due to the Lenders under the Loan Documents, on a ratable basis, until paid in full,

(C) third, to pay any fees then due to Agent (for its separate account, after giving effect to any letter agreements between Agent and individual Lenders) under the Loan Documents until paid in full,

(D) fourth, to pay any fees then due to any or all of the Lenders (after giving effect to any letter agreements between Agent and individual Lenders) under the Loan Documents, on a ratable basis, until paid in full,

(E) fifth, to pay interest due in respect of all Agent Advances until paid in full,

(F) sixth, ratably to pay interest due in respect of the Advances (other than Agent Advances) and the Swing Loans, until paid in full,

(G) seventh, to pay the principal of all Agent Advances until paid in full,

(H) eighth, to pay the principal of all Swing Loans until paid in full,

(I) ninth, so long as no Event of Default has occurred and is continuing, to pay the principal of all Advances until paid in full,

(J) tenth, if an Event of Default has occurred and is continuing, ratably (i) to pay the principal of all Advances until paid in full and (ii)to Agent, to be held by Agent, for the ratable benefit of Issuing Lender and those Lenders having a Revolver Commitment, as cash collateral an amount up to 105% of the then extant Letter of Credit Usage until paid in full,

(K) eleventh, if an Event of Default has occurred and is continuing, to pay any other Obligations (including, without limitation, Banking Services Obligations), and

(L) twelfth, to Borrower (to be wired to the Designated Account) or such other Person entitled thereto under applicable law.

(ii) Agent promptly shall distribute to each Lender, pursuant to the applicable wire instructions received from each Lender in writing, such funds as it may be entitled to receive, subject to a Settlement delay as provided in Section 2.3(f).

(iii) In each instance, so long as no Event of Default has occurred and is continuing, this Section 2.4(b) shall not be deemed to apply to any payment by Borrower specified by Borrower to be for the payment of specific Obligations then due and payable (or prepayable) under any provision of this Agreement.

(iv) For purposes of the foregoing, “paid in full” means payment of all amounts owing under the Loan Documents according to the terms thereof, including loan fees, service fees, professional fees, interest (and specifically including interest accrued after the commencement of any Insolvency Proceeding), default interest, interest on interest, and expense reimbursements, whether or not any of the foregoing would be or is allowed or disallowed in whole or in part in any Insolvency Proceeding.

(v) In the event of a direct conflict between the priority provisions of this Section 2.4 and other provisions contained in any other Loan Document, it is the intention of the parties hereto that such priority provisions in such documents shall be read together and construed, to the fullest extent possible, to be in concert with each other. In the event of any actual, irreconcilable conflict that cannot be resolved as aforesaid, the terms and provisions of this Section 2.4 shall control and govern.

(c) Mandatory Prepayment. At any time that a Default shall have occurred and be continuing hereunder, the Borrower shall promptly prepay the Loans with all proceeds arising from the sale or other realization upon the ABL Facility Primary Collateral (as such term is defined in the Intercreditor Agreement).

2.5 Overadvances. If, at any time or for any reason, the amount of Obligations owed by the Credit Parties to the Lender Group pursuant to Section 2.1 or Section 2.12 is greater than either the Dollar or percentage limitations set forth in Section 2.1 or Section 2.12, as applicable (an “Overadvance”), Borrower shall within three (3) Business Days pay to Agent, in cash, the amount of such excess, which amount shall be used by Agent to reduce the Obligations in accordance with the priorities set forth in Section 2.4(b). In addition, Borrower hereby promises to pay the Obligations (including principal, interest, fees, costs, and expenses) in Dollars in full as and when due and payable under the terms of this Agreement and the other Loan Documents.

2.6 Interest Rates and Letter of Credit Fee: Rates, Payments, and Calculations.

(a) Interest Rates. Except as provided in clause (c) below, all Obligations (except for undrawn Letters of Credit) that have been charged to the Loan Account pursuant to the terms hereof shall bear interest on the Daily Balance thereof as follows (i) if the relevant Obligation is an Advance that is a LIBOR Rate Loan, at a per annum rate equal to the LIBOR Rate plus the Applicable Margin for LIBOR Rate

Loans and (ii) otherwise, at a per annum rate equal to the Base Rate plus the Applicable Margin for Base Rate Loans.

(b) Letter of Credit Fees. Borrower shall pay Agent (for the ratable benefit of the Lenders), Letter of Credit fees (in addition to the charges,

commissions, fees, and costs set forth in Section 2.12(e)) (i) with respect to standby Letters of Credit, which shall accrue at a rate equal to the Applicable Margin then in effect for standby Letters of Credit times the Daily Balance of the undrawn amount of all such outstanding standby Letters of Credit, and (ii) with respect to documentary Letters of Credit, which shall accrue at a rate equal to the Applicable Margin then in effect for documentary Letters of Credit times the Daily Balance of the undrawn amount of all such outstanding documentary Letters of Credit.

(c) Default Rate. Upon the occurrence and during the continuation of an Event of Default (and at the election of Agent or the Required Lenders),

(i) all Obligations (except for undrawn Letters of Credit) that have been charged to the Loan Account pursuant to the terms hereof shall bear interest on the Daily Balance thereof at a per annum rate equal to 2 percentage points above the per annum rate otherwise applicable hereunder, and

(ii) the Letter of Credit fee provided for above shall be increased to 2 percentage points above the per annum rate otherwise applicable hereunder.

(d) Payment. Except as provided to the contrary in Section 2.13(a), interest, Letter of Credit fees, and all other fees payable hereunder shall be due and payable, in arrears, on the first day of each month at any time that Obligations or Commitments are outstanding. Borrower hereby authorizes Agent, from time to time without prior notice to Borrower, to charge such interest and fees, all Lender Group Expenses (as and when incurred), the charges, commissions, fees, and costs provided for in Section 2.12(e) (as and when accrued or incurred), the fees and costs provided for in Section 2.11 (as and when accrued or incurred), and all other payments as and when due and payable with respect to the Obligations to Borrower’s Loan Account, which amounts thereafter shall constitute Advances hereunder and shall accrue interest at the rate then applicable to Advances hereunder. Any interest not paid when due shall be compounded by being charged to Borrower’s Loan Account and shall thereafter constitute Advances hereunder and shall accrue interest at the rate then applicable to Advances that are Base Rate Loans hereunder.

(e) Computation. All interest and fees chargeable under the Loan Documents shall be computed on the basis of a 360 day year for the actual number of days elapsed. In the event the Base Rate is changed from time to time

hereafter, the rates of interest hereunder based upon the Base Rate automatically and immediately shall be increased or decreased by an amount equal to such change in the Base Rate.

(f) Intent to Limit Charges to Maximum Lawful Rate. In no event shall the interest rate or rates payable under this Agreement, plus any other amounts paid in connection herewith, exceed the highest rate permissible under any law that a court of competent jurisdiction shall, in a final determination, deem applicable. Borrower and the Lender Group, in executing and delivering this Agreement, intend legally to agree upon the rate or rates of interest and manner of payment stated within it; provided, however, that, anything contained herein to the contrary notwithstanding, if said rate or rates of interest or manner of payment exceeds the maximum allowable under applicable law, then, ipso facto, as of the date of this Agreement, Borrower is and shall be liable only for the payment of such maximum as allowed by law, and payment received from Borrower in excess of such legal maximum, whenever received, shall be applied to reduce the principal balance of the Obligations to the extent of such excess.

2.7 Cash Management.

(a) Each Credit Party shall establish and maintain cash management services of a type and on terms satisfactory to Agent at one or more of the banks set forth on Schedule 5.17 (each, a “Cash Management Bank”), and, in connection therewith, establish and maintain at such Cash Management Banks pursuant to the terms hereof one or more accounts designated (either in Schedule 5.17 or pursuant to Section 2.7(h)) as concentration accounts (the “Concentration Accounts”) and additional accounts designated (either in Schedule 5.17 or pursuant to Section 2.7(h)) as (i) consolidated store deposit accounts (the “Consolidated Store Deposit Accounts”), (ii) individual store deposit accounts (the “Individual Store Accounts”) and (iii) the home office deposit account (the “Home Office Account” and together with the Concentration Accounts, the Consolidated Store Deposit Accounts and the Individual Store Accounts, the “Cash Management Accounts”).

(b) Except as otherwise specifically permitted in this Section 2.7, each Credit Party shall (1) request in writing and otherwise take such reasonable steps to ensure that all of its Account Debtors forward payment of the amounts owed by them directly to a Cash Management Bank for deposit into a Concentration Account, (2) deposit or cause to be deposited promptly, and in any event no later than the first Business Day after the date of receipt thereof (and subject to Section 2.7(g) with respect to payments from Credit Card Processors), all such available Collections from Account Debtors (including those sent directly to a Cash Management Bank) into a Concentration Account, and (3) deposit or cause to be deposited promptly, and in any event no later than the first Business Day after the date of receipt thereof, all other available Collections (including cash, checks, drafts and all other forms of daily store receipts or other similar items of payment) received by or otherwise under its control into a Cash Management Account provided, so long as no Triggering Period shall have occurred and be continuing, (i) the Credit Parties may maintain Collections in

other Deposit Accounts as permitted under this Section 2.7, and (ii) the Agent shall permit all funds in any Concentration Account to be forwarded, by daily sweeps, to the Designated Account. For purposes of clarification, funds that need not be swept to the extent specifically provided in this Section 2.7 and after funds are swept pursuant to any provision of this Section 2.7 to the Designated Account, they may be used by the Borrower for its general corporate purposes.

(c) Each Credit Party further agrees to cause each of its stores which utilize a Consolidated Store Deposit Account to cause all Collections for such store to be deposited into a Consolidated Store Deposit Account and each Credit Party agrees that with respect to each Consolidated Store Deposit Account, it shall, at all times require each applicable Cash Management Bank to forward, by automatic periodic transfers on a daily basis, if practicable, and otherwise, once every three (3) Business Days, all available amounts in each such Consolidated Store Deposit Account into a Concentration Account; provided, (i) immediately after giving effect to each such transfer from any Consolidated Store Deposit Account into a Concentration Account, each Credit Party may maintain an amount not to exceed (x) $50,000 of available funds in any such Consolidated Store Deposit Account and (y) $5,000,000 in available funds in the aggregate in all such Consolidated Store Deposit Accounts, (ii) so long as no Triggering Period shall have occurred and be continuing, Agent shall permit all funds in any Concentration Account to be forwarded, by daily sweeps, to the Designated Account.

(d) Each Credit Party further agrees that with respect to each store which utilizes an Individual Store Account, such store shall cause all Collections for such store to be deposited into such Individual Store Account and each Credit Party agrees that with respect to each Individual Store Account it shall, at all times require each applicable Cash Management Bank to forward, by automatic periodic transfers on a regular basis, but in no event less frequently than once in any ten (10) day period, all available amounts in each such Individual Store Account into a Concentration Account; provided, however, that (i) such automatic transfers of funds therein shall be required only at any time the available balance thereof should exceed $5,000, (ii) immediately after giving effect to each such transfer from such Individual Store Account into a Concentration Account, the Credit Parties may maintain an available amount not to exceed $5,000 in such Individual Store Account, and (iii) so long as no Triggering Period shall have occurred and be continuing, Agent shall permit all funds in any Concentration Account to be forwarded, by daily sweeps, to the Designated Account.

(e) Each Credit Party further agrees that with respect to the Home Office Account, it shall, at all times require the applicable Cash Management Bank to forward, by automatic periodic transfers on a regular basis, but in no event less frequently than once in any ten (10) day period, all available amounts in the Home Office Account into (either directly or indirectly) a Concentration Account or another account under the control of WFRF or any of its Affiliates; provided, however, that (x) such automatic transfers of funds therein shall be required only at any time the available balance thereof should exceed $100,000, (y) immediately after giving effect to each such transfer from the Home Office

Account into a Concentration Account or such other account under the control of WFRF or any of its Affiliates, the Credit Parties may maintain an available amount not to exceed $100,000 in such Home Office Account, and (z) so long as no Triggering Period shall have occurred and be continuing, Agent shall permit all funds in any Concentration Account to be forwarded, by daily sweeps, to the Designated Account.

(f) Each Credit Party further agrees that with respect to the Group Concentration Account, it shall, at all times require the applicable Cash Management Bank to forward, by automatic periodic transfers on a daily basis, all available amounts in the Group Concentration Account into (either directly or indirectly) a Concentration Account; provided, however, that (x) such automatic transfers of funds therein shall be required only at any time the available balance thereof should exceed $5,000,000, (y) immediately after giving effect to each such transfer from the Group Concentration Account into a Concentration Account, the Credit Parties may maintain an available amount not to exceed $5,000,000 in such Group Concentration Account, and (z) so long as no Triggering Period shall have occurred and be continuing, Agent shall permit all funds in any Concentration Account to be forwarded, by daily sweeps, to the Designated Account.

(g) With respect to each Concentration Account, each Cash Management Bank shall establish and maintain Cash Management Agreements with Agent and the applicable Credit Party, in form and substance acceptable to Agent in its Permitted Discretion; provided; however, that, with respect to Consolidated Store Deposit Accounts, Individual Store Accounts and the Home Office Account no Credit Party shall be obligated to establish a Cash Management Agreement. Each Cash Management Agreement shall provide, among other things, that (i) all items of payment deposited in such Concentration Account and proceeds thereof are subject to the control of Agent, (ii) the Cash Management Bank has no rights of setoff or recoupment or any other claim against the applicable Concentration Account other than for payment of its service fees and other charges directly related to the administration of such Concentration Account and for returned checks or other items of payment, and (iii) from and after the date that it receives written notification from Agent (a “Control Exercise Notice”), it immediately will forward by daily sweep all amounts in the applicable Concentration Account to the Agent’s Account or as otherwise directed by Agent to prepay the Obligations in such order as set forth in Section 2.4(b); provided, that any such prepayments of the Loans pursuant to this Section 2.7(f) may be reborrowed subject to Section 3.3. Anything contained herein or in any other Loan Document to the contrary notwithstanding, Agent agrees that it shall not provide a Control Exercise Notice to the Cash Management Banks except during a Triggering Period. At any time during a Triggering Period but only during a Triggering Period, Agent shall be free to exercise its right to issue a Control Exercise Notice. Agent shall deliver to Borrower and the applicable Credit Party a copy of any such Control Exercise Notice promptly after delivery thereof to the applicable Cash Management Bank; provided, however that a non-willful failure to so do shall not affect the validity of any such Control Exercise Notice or otherwise limit Agent’s right to send any other Control Exercise Notice. Upon the subsequent termination of such Triggering Period, Agent shall withdraw such Control Exercise Notice and permit funds to be

transferred as set forth above, including permitting each Credit Party access to funds in any Concentration Account (and daily sweeps thereof into any Designated Account), but subject in all events to the right of Agent to deliver a Control Exercise Notice during any subsequent Triggering Period.

(h) Each Credit Party may establish and maintain Credit Card Agreements with Agent and each Credit Card Processor. Each such Credit Card Agreement shall provide, among other things, that each such Credit Card Processor shall transfer all proceeds of credit card charges for sales by each Credit Party received by it (or other amounts payable by such Credit Card Processor) into a designated Concentration Account on a daily basis or such other periodic basis as Agent may otherwise direct. No Credit Party shall change any direction or designation set forth in the Credit Card Agreements regarding payment of charges without the prior written consent of Agent.

(i) So long as no Event of Default has occurred and is continuing, Borrower may amend Schedule 5.17 to add or replace a Cash Management Bank or Cash Management Account; provided, however, that in the case of any Concentration Account, (i) such prospective Cash Management Bank shall be reasonably satisfactory to Agent and Agent shall have consented in writing in advance to the opening of such Concentration Account with the prospective Cash Management Bank (which consent shall not be required with respect to any additional Concentration Account at an existing Cash Management Bank and otherwise shall not be unreasonably withheld), and (ii) prior to the time of the opening of any Concentration Account, the applicable Credit Party and such prospective Cash Management Bank shall have executed and delivered to Agent a Cash Management Agreement. Each Credit Party shall close any of its Concentration Accounts (and establish replacement cash management accounts in accordance with the foregoing sentence) promptly and in any event within 45 days of notice from Agent (or such longer period as such Credit Party and Agent may agree) that the creditworthiness of any Cash Management Bank is no longer acceptable in Agent’s reasonable judgment, or as promptly as practicable and in any event within 60 days of notice from Agent (or such longer period as such Credit Party and Agent may agree) that the operating performance, funds transfer, or availability procedures or performance of the Cash Management Bank with respect to Concentration Accounts or Agent’s liability under any Cash Management Agreement with such Cash Management Bank is no longer acceptable in Agent’s reasonable judgment.

The Cash Management Accounts shall be cash collateral accounts, with all cash, checks and similar items of payment in such accounts securing payment of the Obligations, and in which each Credit Party hereby grants a Lien to Agent.

2.8 Crediting Payments. The receipt of any payment item by Agent (whether from transfers to Agent by the Cash Management Banks pursuant to the Cash Management Agreements or otherwise) shall not be considered a payment on account unless such payment item is a wire transfer of immediately available funds made to the Agent’s Account or unless and until such payment item is honored when presented for payment. Should any payment

item not be honored when presented for payment, then the applicable Credit Party shall be deemed not to have made such payment and interest shall be calculated accordingly. Anything to the contrary contained herein notwithstanding, any payment item shall be deemed received by Agent only if it is received into the Agent’s Account on a Business Day on or before 2:00 p.m. (New York time). If any payment item is received into the Agent’s Account on a non-Business Day or after 2:00 p.m. (New York time) on a Business Day, it shall be deemed to have been received by Agent as of the opening of business on the immediately following Business Day.

2.9 Designated Account. Agent is authorized to make the Advances, and Issuing Lender is authorized to issue the Letters of Credit, under this Agreement based upon telephonic or other instructions received from anyone purporting to be an Authorized Person or, without instructions, if pursuant to Section 2.6(d). Borrower agrees to establish and maintain the Designated Account with the Designated Account Bank for the purpose of receiving the proceeds of the Advances requested by Borrower and made by Agent or the Lenders hereunder. Unless otherwise agreed by Agent and Borrower, any Advance, Agent Advance, or Swing Loan requested by Borrower and made by Agent or the Lenders hereunder shall be made to the Designated Account.

2.10 Maintenance of Loan Account; Statements of Obligations. Agent shall maintain an account on its books in the name of Borrower (the “Loan Account”) on which Borrower will be charged with all Advances (including Agent Advances and Swing Loans) made by Agent, Swing Lender, or the Lenders to Borrower or for Borrower’s account, the Letters of Credit issued by Issuing Lender for Borrower’s account, and with all other payment Obligations hereunder or under the other Loan Documents, including, accrued interest, fees and expenses, and Lender Group Expenses. In accordance with Section 2.8, the Loan Account will be credited with all payments received by Agent from Borrower or for Borrower’s account, including all amounts received in the Agent’s Account from any Cash Management Bank. Agent shall render statements regarding the Loan Account to Borrower, including principal, interest, fees, and including an itemization of all charges and expenses constituting Lender Group Expenses owing, and such statements, absent manifest error, shall be conclusively presumed to be correct and accurate and constitute an account stated between Borrower and the Lender Group unless, within 30 days after receipt thereof by Borrower, Borrower shall deliver to Agent written objection thereto describing the error or errors contained in any such statements.

2.11 Fees. Borrower shall pay to Agent the following fees and charges, which fees and charges shall be non-refundable when paid (irrespective of whether this Agreement is terminated thereafter) and shall be apportioned among the Lenders in accordance with the terms of letter agreements between Agent and individual Lenders:

(a) Unused Line Fee. On the first day of each month during the term of this Agreement, an unused line fee in an amount equal to 0.25% per annum times the result of (i) the Maximum Revolver Amount, less (ii) the sum of (A) the

average Daily Balance of Advances that were outstanding during the immediately preceding month, plus (B) the average Daily Balance of the Letter of Credit Usage during the immediately preceding month,

(b) Fee Letter Fees. As and when due and payable under the terms of the Fee Letter, the fees set forth in the Fee Letter.

2.12 Letters of Credit.

(a) Subject to the terms and conditions of this Agreement, the Issuing Lender agrees to issue letters of credit for the account of Borrower (each, an “L/C”) or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an “L/C Undertaking”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Wells Fargo) for the account of Borrower. To request the issuance of an L/C or an L/C Undertaking (or the amendment, renewal, or extension of an outstanding L/C or L/C Undertaking), Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Lender) to the Issuing Lender and Agent (reasonably in advance of the requested date of issuance, amendment, renewal, or extension) a notice requesting the issuance of an L/C or L/C Undertaking, or identifying the L/C or L/C Undertaking to be amended, renewed, or extended, specifying the date of issuance, amendment, renewal, or extension (which shall be a Business Day), the date on which such L/C or L/C Undertaking is to expire, the amount of such L/C or L/C Undertaking, the name and address of the beneficiary thereof (or the beneficiary of the Underlying Letter of Credit, as applicable), and such other information as shall be necessary to prepare, amend, renew, or extend such L/C or L/C Undertaking. If requested by the Issuing Lender, Borrower also shall be an applicant under the application with respect to any Underlying Letter of Credit that is to be the subject of an L/C Undertaking. The Issuing Lender shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the issuance of such requested Letter of Credit:

(i) the Letter of Credit Usage would exceed the Borrowing Base less the then extant amount of outstanding Advances, or

(ii) the Letter of Credit Usage would exceed $200,000,000, or

(iii) the Letter of Credit Usage would exceed the Maximum Revolver Amount less the then extant amount of outstanding Advances.

Borrower and the Lender Group acknowledge and agree that certain Underlying Letters of Credit may be issued to support letters of credit that already are outstanding as of the Closing Date. Each Letter of Credit (and corresponding Underlying Letter of Credit) shall be in form and substance acceptable to the Issuing Lender (in the exercise of its Permitted Discretion), including the requirement that the amounts payable

thereunder must be payable in Dollars. If Issuing Lender is obligated to advance funds under a Letter of Credit, Borrower immediately shall reimburse such L/C Disbursement to Issuing Lender by paying to Agent an amount equal to such L/C Disbursement not later than 2:00 p.m., New York time, on the date that such L/C Disbursement is made, if Borrower shall have received written or telephonic notice of such L/C Disbursement prior to 1:00 p.m., New York time, on such date, or, if such notice has not been received by Borrower prior to such time on such date, then not later than 2:00 p.m., New York time, on the Business Day that Borrower receives such notice, if such notice is received prior to 1:00 p.m., New York time, on the date of receipt, and, in the absence of such reimbursement, the L/C Disbursement immediately and automatically shall be deemed to be an Advance hereunder and, thereafter, shall bear interest at the rate then applicable to Advances that are Base Rate Loans under Section 2.6. To the extent an L/C Disbursement is deemed to be an Advance hereunder, Borrower’s obligation to reimburse such L/C Disbursement shall be discharged and replaced by the resulting Advance. Promptly following receipt by Agent of any payment from Borrower pursuant to this paragraph, Agent shall distribute such payment to the Issuing Lender or, to the extent that Lenders have made payments pursuant to Section 2.12(c) to reimburse the Issuing Lender, then to such Lenders and the Issuing Lender as their interests may appear.

(b) Promptly following receipt of a notice of L/C Disbursement pursuant to Section 2.12(a), each Lender with a Revolver Commitment agrees to fund its Pro Rata Share of any Advance deemed made pursuant to the foregoing subsection on the same terms and conditions as if Borrower had requested such Advance and Agent shall promptly pay to Issuing Lender the amounts so received by it from the Lenders. By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of the Issuing Lender or the Lenders with Revolver Commitments, the Issuing Lender shall be deemed to have granted to each Lender with a Revolver Commitment, and each Lender with a Revolver Commitment shall be deemed to have purchased, a participation in each Letter of Credit, in an amount equal to its Pro Rata Share of the Risk Participation Liability of such Letter of Credit, and each such Lender agrees to pay to Agent, for the account of the Issuing Lender, such Lender’s Pro Rata Share of any payments made by the Issuing Lender under such Letter of Credit. In consideration and in furtherance of the foregoing, each Lender with a Revolver Commitment hereby absolutely and unconditionally agrees to pay to Agent, for the account of the Issuing Lender, such Lender’s Pro Rata Share of each L/C Disbursement made by the Issuing Lender and not reimbursed by Borrower on the date due as provided in clause (a) of this Section, or of any reimbursement payment required to be refunded to Borrower for any reason. Each Lender with a Revolver Commitment acknowledges and agrees that its obligation to deliver to Agent, for the account of the Issuing Lender, an amount equal to its respective Pro Rata Share of each L/C Disbursement made by the Issuing Lender pursuant to this Section 2.12(b) shall be absolute and unconditional and such remittance shall be made notwithstanding the occurrence or continuation of an Event of Default or Default or the failure to satisfy any condition set forth in Section 3 hereof. If any such

Lender fails to make available to Agent the amount of such Lender’s Pro Rata Share of each L/C Disbursement made by the Issuing Lender in respect of such Letter of Credit as provided in this Section, such Lender shall be deemed to be a Defaulting Lender and Agent (for the account of the Issuing Lender) shall be entitled to recover such amount on demand from such Lender together with interest thereon at the Defaulting Lender Rate until paid in full.

(c) Borrower hereby agrees to indemnify, save, defend, and hold the Lender Group harmless from any loss, cost, expense, or liability, and reasonable attorneys fees incurred by the Lender Group arising out of or in connection with any Letter of Credit; provided, however, that Borrower shall not be obligated hereunder to indemnify for any loss, cost, expense, or liability to the extent that it is caused by the gross negligence or willful misconduct of the Issuing Lender or any other member of the Lender Group. Borrower agrees to be bound by the Underlying Issuer’s regulations and interpretations of any Underlying Letter of Credit or by Issuing Lender’s interpretations of any L/C issued by Issuing Lender to or for Borrower’s account, even though this interpretation may be different from Borrower’s own, and Borrower understands and agrees that no member of the Lender Group shall be liable for any error, negligence, or mistake, whether of omission or commission (except, as to any member of the Lender Group, to the extent caused by its gross negligence or willful misconduct), in following Borrower’s instructions or those contained in the Letter of Credit or any modifications, amendments, or supplements thereto. Borrower understands that the L/C Undertakings may require Issuing Lender to indemnify the Underlying Issuer for certain costs or liabilities arising out of claims by Borrower against such Underlying Issuer. Borrower hereby agrees to indemnify, save, defend, and hold the Lender Group harmless with respect to any loss, cost, expense (including reasonable attorneys fees), or liability incurred by the Lender Group under any L/C Undertaking as a result of the Lender Group’s indemnification of any Underlying Issuer; provided, however, that Borrower shall not be obligated hereunder to indemnify for any loss, cost, expense, or liability to the extent that it is caused by the gross negligence or willful misconduct of the Issuing Lender or any other member of the Lender Group.

(d) Borrower hereby authorizes and directs any Underlying Issuer to deliver to the Issuing Lender all instruments, documents, and other writings and property received by such Underlying Issuer pursuant to such Underlying Letter of Credit and to accept and rely upon the Issuing Lender’s instructions with respect to all matters arising in connection with such Underlying Letter of Credit and the related application.

(e) Any and all charges, commissions, fees, and costs incurred by the Issuing Lender relating to Underlying Letters of Credit shall be Lender Group Expenses for purposes of this Agreement and immediately shall be reimbursable by Borrower to Agent for the account of the Issuing Lender; it being acknowledged and

agreed by Borrower that the Underlying Issuer also imposes a schedule of charges for amendments, extensions, drawings, and renewals.

(f) If by reason of (i) any change after the Closing Date in any applicable law, treaty, rule, or regulation or any change in the interpretation or application thereof by any Governmental Authority, or (ii) compliance by the Underlying Issuer or the Lender Group with any direction, request, or requirement (irrespective of whether having the force of law) of any Governmental Authority or monetary authority including, Regulation D of the Federal Reserve Board as from time to time in effect (and any successor thereto):

(i) any reserve, deposit, or similar requirement is or shall be imposed or modified in respect of any Letter of Credit issued hereunder, or

(ii) there shall be imposed on the Underlying Issuer or the Lender Group any other condition regarding any Underlying Letter of Credit or any Letter of Credit issued pursuant hereto,

and the result of the foregoing is to increase, directly or indirectly, the cost to the Lender Group of issuing, making, guaranteeing, or maintaining any Letter of Credit or to reduce the amount receivable in respect thereof by the Lender Group, then, and in any such case, Agent may, at any time within a reasonable period after the additional cost is incurred or the amount received is reduced, notify Borrower, and Borrower shall pay on demand such amounts as Agent may specify to be necessary to compensate the Lender Group for such additional cost or reduced receipt, together with interest on such amount from the date of such demand until payment in full thereof at the rate then applicable to Base Rate Loans hereunder. The determination by Agent of any amount due pursuant to this Section, as set forth in a certificate setting forth the calculation thereof in reasonable detail, shall, in the absence of manifest or demonstrable error, be final and conclusive and binding on all of the parties hereto.

(g) Borrower acknowledges and agrees that certain of the Qualified Import Letters of Credit may provide for the presentation of time drafts to the Underlying Issuer. If an Underlying Issuer accepts such a time draft that is presented under an Underlying Letter of Credit, it is acknowledged and agreed that (i) the Letter of Credit will require the Issuing Lender to reimburse the Underlying Issuer for amounts paid on account of such time draft on or after the maturity date thereof, (ii) the pricing provisions hereof (including Sections 2.6(b) and 2.12(e)) shall continue to apply, until payment of such time draft on or after the maturity date thereof, as if the Underlying Letter of Credit were still outstanding, and (iii) on the date on which Issuing Lender makes payment to the Underlying Issuer of the amounts paid on account of such time draft, Borrower immediately shall reimburse such amount to Issuing Lender and such amount shall constitute an L/C Disbursement hereunder.

2.13 LIBOR Option.

(a) Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto, (ii) the date that is one month after the commencement of the applicable Interest Period, (iii) the occurrence of an Event of Default in consequence of which the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iv) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period in respect of a LIBOR Rate Loan, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at the LIBOR Rate and Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

(b) LIBOR Election.

(i) Borrower may, at any time and from time to time, so long as no Event of Default has occurred and is continuing, elect to exercise the LIBOR Option by notifying Agent prior to 2:00 p.m. (New York time) at least 3 Business Days prior to the commencement of the proposed Interest Period (the “LIBOR Deadline”). Notice of Borrower’s election of the LIBOR Option for a permitted portion of the Advances and an Interest Period pursuant to this Section shall be made by delivery to Agent of a LIBOR Notice received by Agent before the LIBOR Deadline, or by telephonic notice received by Agent before the LIBOR Deadline (to be confirmed by delivery to Agent of a LIBOR Notice received by Agent prior to 5:00 p.m. (New York time) on the same day). Promptly upon its receipt of each such LIBOR Notice, Agent shall provide a copy thereof to each of the Lenders having a Revolver Commitment.

(ii) Each LIBOR Notice shall be irrevocable and binding on Borrower. In connection with each LIBOR Rate Loan, Borrower shall indemnify, defend, and hold Agent and the Lenders harmless against any loss, cost, or expense incurred by Agent or any Lender as a result of (a) the payment of any principal of any LIBOR Rate Loan other than on the last day of an Interest Period applicable thereto (including as a result of an Event of Default), (b) the conversion of any LIBOR Rate Loan other than on the last day of the Interest Period applicable thereto, or (c) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any LIBOR

Notice delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”). Funding Losses shall, with respect to Agent or any Lender, be deemed to equal the amount determined by Agent or such Lender to be the excess, if any, of (i) the amount of interest that would have accrued on the principal amount of such LIBOR Rate Loan had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (ii) the amount of interest that would accrue on such principal amount for such period at the interest rate which Agent or such Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Agent or a Lender delivered to Borrower setting forth any amount or amounts that Agent or such Lender is entitled to receive pursuant to this Section 2.13 shall be conclusive absent manifest error.

(iii) Borrower shall have not more than 15 LIBOR Rate Loans in effect at any given time. Borrower only may exercise the LIBOR Option for LIBOR Rate Loans of at least $1,000,000 and integral multiples of $500,000 in excess thereof.

(c) Prepayments. Borrower may prepay LIBOR Rate Loans at any time; provided, however, that in the event that LIBOR Rate Loans are prepaid on any date that is not the last day of the Interest Period applicable thereto, including as a result of any automatic prepayment through the required application by Agent of proceeds of each Credit Party’s Collections in accordance with Section 2.4(b) or for any other reason, including early termination of the term of this Agreement or acceleration of all or any portion of the Obligations pursuant to the terms hereof, Borrower shall indemnify, defend, and hold Agent and the Lenders and their Participants harmless against any and all Funding Losses in accordance with clause (b)(ii) above.

(d) Special Provisions Applicable to LIBOR Rate.

(i) The LIBOR Rate may be adjusted by Agent with respect to any Lender on a prospective basis to take into account any additional or increased costs to such Lender of maintaining or obtaining any eurodollar deposits or increased costs due to changes in applicable law occurring subsequent to the commencement of the then applicable Interest Period, including changes in tax laws (except changes of general applicability in corporate income tax laws) and changes in the reserve requirements imposed by the Board of Governors of the Federal Reserve System (or any successor), excluding the Reserve Percentage, which additional or increased costs would increase the cost of funding loans bearing interest at the LIBOR Rate. In any such event, the

affected Lender shall give Borrower and Agent notice of such a determination and adjustment and Agent promptly shall transmit the notice to each other Lender and, upon its receipt of the notice from the affected Lender, Borrower may, by notice to such affected Lender (y) require such Lender to furnish to Borrower a statement setting forth the basis for adjusting such LIBOR Rate and the method for determining the amount of such adjustment, or (z) repay the LIBOR Rate Loans with respect to which such adjustment is made (together with any amounts due under clause (b)(ii) above).

(ii) In the event that any change in market conditions or any law, regulation, treaty, or directive, or any change therein or in the interpretation of application thereof, shall at any time after the date hereof, in the reasonable opinion of any Lender, make it unlawful or impractical for such Lender to fund or maintain LIBOR Advances or to continue such funding or maintaining, or to determine or charge interest rates at the LIBOR Rate, such Lender shall give notice of such changed circumstances to Agent and Borrower and Agent promptly shall transmit the notice to each other Lender and (y) in the case of any LIBOR Rate Loans of such Lender that are outstanding, the date specified in such Lender’s notice shall be deemed to be the last day of the Interest Period of such LIBOR Rate Loans, and interest upon the LIBOR Rate Loans of such Lender thereafter shall accrue interest at the rate then applicable to Base Rate Loans, and (z) Borrower shall not be entitled to elect the LIBOR Option until such Lender determines that it would no longer be unlawful or impractical to do so. Each Lender at such time having as its lending office an office outside the United States agrees to use reasonable efforts to designate a different lending office if such designation will avoid the need for such a notice of changed circumstances and would not, in the good faith judgment of such Lender, otherwise be disadvantageous to such Lender.

(e) No Requirement of Matched Funding. Anything to the contrary contained herein notwithstanding, neither Agent, nor any Lender, nor any of their Participants, is required actually to acquire eurodollar deposits to fund or otherwise match fund any Obligation as to which interest accrues at the LIBOR Rate. The provisions of this Section shall apply as if each Lender or its Participants had match funded any Obligation as to which interest is accruing at the LIBOR Rate by acquiring eurodollar deposits for each Interest Period in the amount of the LIBOR Rate Loans.

2.14 Capital Requirements. If, after the date hereof, any Lender determines that (i) the adoption of or change in any law, rule, regulation or guideline regarding capital requirements for banks or bank holding companies, or any change in the interpretation or application thereof by any Governmental Authority charged with the administration thereof, or (ii) compliance by such Lender or its parent bank holding company with any guideline,

request, or directive of any such entity regarding capital adequacy (whether or not having the force of law), has the effect of reducing the return on such Lender’s or such holding company’s capital as a consequence of such Lender’s Commitments hereunder to a level below that which such Lender or such holding company could have achieved but for such adoption, change, or compliance (taking into consideration such Lender’s or such holding company’s then existing policies with respect to capital adequacy and assuming the full utilization of such entity’s capital) by any amount deemed by such Lender to be material, then such Lender may notify Borrower and Agent thereof. Following receipt of such notice, Borrower agrees to pay such Lender on demand the amount of such reduction of return of capital as and when such reduction is determined, payable within 90 days after presentation by such Lender of a statement in the amount and setting forth in reasonable detail such Lender’s calculation thereof and the assumptions upon which such calculation was based (which statement shall be deemed true and correct absent manifest error). Notwithstanding anything to the contrary in this Section, Borrower will not be required to compensate any Lender pursuant to this Section for any reduction incurred more than 270 days before such Lender notified Borrower of the change in law (or other circumstance) giving rise to such reduction. In determining such amount, such Lender may use any reasonable averaging and attribution methods.

3. CONDITIONS; TERM OF AGREEMENT.

3.1 Conditions Precedent to the Initial Extension of Credit The obligation of the Lender Group (or any member thereof) to make the initial Advance (or otherwise to extend any credit provided for hereunder), is subject to the fulfillment, to the satisfaction of Agent in its Permitted Discretion, of each of the conditions precedent set forth below: (a) the Closing Date shall occur on or before August 17, 2007;

(b) Agent shall have received appropriate financing statements on Form UCC-1 duly filed in such office or offices as may be necessary or, in the opinion of Agent, desirable to perfect the Agent’s Liens in and to the Collateral, and Agent shall have received searches reflecting the filing of all such financing statements;

(c) Agent shall have received each of the following documents, in form and substance satisfactory to Agent in its Permitted Discretion, duly executed, and each such document shall be in full force and effect:

(i) the Disbursement Letter;

(ii) the Compliance Certificate;

(iii) the Fee Letter; (iv) the Post-Closing Agreement;

(v) the Intercreditor Agreement; and

(i) the Pledge and Security Agreement, together with each of the following, except in each case as set forth in the Post Closing Agreement:

(A) evidence reasonably satisfactory to the Agent that, upon the filing and recording of instruments delivered on or before the Closing Date, the Agent, for the benefit of the Secured Parties (as defined in the Pledge and Security Agreement) shall have a valid and perfected security interest (having the priority set forth in the Intercreditor Agreement) in the Collateral, including (x) the filing of financing statements under the Code (y) copies of search reports as of a recent date listing all effective financing statements that name any Credit Party as debtor, together with copies of such financing statements, none of which shall cover the Collateral except for those that shall be terminated on the Closing Date or are otherwise permitted hereunder and (z) such other such documents duly executed by each Credit Party as the Agent may reasonably request with respect to the perfection of its security interests in the Collateral (including patent, trademark and copyright security agreements suitable for filing with the Patent and Trademark Office or the Copyright Office, as the case may be, and other applicable documents under the laws of any jurisdiction with respect to the perfection of Liens created by the Pledge and Security Agreement);

(B) to the extent delivered to the Term Agent in connection with the Term Loan Agreement on the Closing Date or within such other time period as provided therein, copies of all certificates, instruments and other documents representing all Pledged Stock being pledged to the Term Agent and copies stock powers for such certificates, instruments and other documents executed in blank;

(C) all Deposit Account Control Agreements, duly executed by the corresponding Deposit Account Bank and the applicable Credit Party; and

(D) all Securities Account Control Agreements, duly executed by the applicable Credit Party and (1) all “securities intermediaries” (as defined in the Code) with respect to all Securities Accounts (as defined in the Code) and securities entitlements of the Borrower and each Guarantor and (2) all “commodities intermediaries” (as defined in the UCC) with respect to all commodities contracts and commodities accounts held by the Borrower and each Guarantor;

(d) Mortgages for all of the Real Property of the Credit Parties (except as may be agreed to by the Agent) identified on Schedule 3.1(d), together with all Mortgage Supporting Documents relating thereto;

(e) Agent shall have received a certificate from the Secretary of each Credit Party attesting to the resolutions of such Credit Party’s Board of Directors

(after giving effect to the Merger) authorizing its execution, delivery, and performance of this Agreement and the other Loan Documents to which such Credit Party is a party and authorizing specific officers of such Credit Party to execute the same;

(f) Agent shall have received a certificate of insurance, together with the endorsements thereto, as are required by Section 6.7, the form and substance of which shall be satisfactory to Agent in its Permitted Discretion;

(g) Agent shall have received opinions of counsel, including certain local counsel in such jurisdictions as required by Agent, for the Credit Parties, each in form and substance satisfactory to Agent in its Permitted Discretion;

(h) Borrower shall have delivered a Borrowing Base Certificate, dated as of the Closing Date based on the most recent completed fiscal month, and Borrower shall have the Required Closing Availability after giving effect to the initial extensions of credit hereunder and the payment of all fees and expenses required to be paid by Borrower on the Closing Date under this Agreement or the other Loan Documents;

(i) Borrower shall have paid all documented Lender Group Expenses incurred in connection with the transactions evidenced by this Agreement; provided that Agent shall have given notice to Borrower at least two days prior to the Closing Date with respect thereto;

(j) each Credit Party shall have received all licenses, approvals or evidence of other actions required by any material Governmental Authority in connection with the execution and delivery by each such Credit Party of the Loan Documents or with the consummation of the transactions contemplated thereby, and all applicable governmental filings have been made and all applicable waiting periods shall have expired without, in either case, any action being taken by any competent authority, all applicable appeal periods shall have expired and there shall be no action by any Governmental Authority that would reasonably be expected to restrain, prevent or impose burdensome conditions on such Transactions;

(k) all other documents and legal matters required in connection with the transactions contemplated by this Agreement shall have been delivered, executed, or recorded and shall be in form and substance satisfactory to Agent in its Permitted Discretion;

(l) Agent shall have received the Borrower’s Closing Date Business Plan;

(m) the representations and warranties contained in Article V shall be true and complete in all material respects;

(n) there shall not have occurred any Material Adverse Effect, as such term is defined in the Merger Agreement, since May 22, 2007;

(o) The Merger and related Transactions shall have been consummated or shall be consummated simultaneously with or immediately following the Closing Date without any waiver, amendment or modification of, or condition set forth in, the Transaction Documents except (i) with the prior written consent, not to be unreasonably withheld, of the Agent or (ii) for waivers, amendments or modifications that do not, individually or in the aggregate, materially and adversely affect the interests of the Lenders;

(p) The Lenders shall have received from each of the Borrower and the Target (for purposes of this subparagraph (o), each an “Applicable Party”) a consolidated balance sheet as of the end of the most recently ended fiscal quarter (for which quarter such Applicable Party has publicly filed financial information with the Securities and Exchange Commission) and related statements of income and cash flows of such Applicable Party and its subsidiaries for the most recently ended fiscal year and the interim period thereafter (for which year and interim period such Applicable Party has publicly filed financial information with the Securities and Exchange Commission) and the trailing four quarters ended on the last day of such interim period (such statements to present, (x) in the case of the Target and its subsidiaries, their actual financial position and (y) in the case of the Borrower and its Subsidiaries, their pro forma financial position after giving effect to each of the Transactions), together with a certificate of the chief financial officer of such Applicable Party to the effect that such statements accurately present such actual or pro forma financial position, as applicable, of such Applicable Party and its subsidiaries in accordance with GAAP and Regulation S-X.

3.2 [Intentionally Omitted]

3.3 Conditions Precedent to all Extensions of Credit. The obligation of the Lender Group (or any member thereof) to make any Advances hereunder at any time (or to extend any other credit hereunder) shall be subject to the following conditions precedent:

(a) the representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the date of such extension of credit, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date or as otherwise specified therein);

(b) no Event of Default shall have occurred and be continuing on the date of such extension of credit, nor shall either result from the making thereof;

(c) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the extending of such credit shall have been issued and remain in force by any Governmental Authority against any Credit Party, Agent, any Lender, or any of their Affiliates; and

(d) no Material Adverse Change shall have occurred.

3.4 Term. This Agreement shall continue in full force and effect for a term ending on August 17, 2012 (the “Maturity Date”). The foregoing notwithstanding, the Lender Group, upon the election of the Required Lenders, shall have the right to terminate its obligations under this Agreement immediately and without notice upon the occurrence and during the continuation of an Event of Default.

3.5 Effect of Termination. On the date of termination of this Agreement, all Obligations (including contingent reimbursement obligations of Borrower with respect to outstanding Letters of Credit and including all other Obligations) immediately shall become due and payable without notice or demand (including either (i) providing cash collateral to be held by Agent for the benefit of those Lenders with a Revolver Commitment in an amount equal to 105% of the then extant Letter of Credit Usage, or (ii) causing the original Letters of Credit to be returned to the Issuing Lender. No termination of this Agreement, however, shall relieve or discharge any Credit Party of its duties, Obligations, or covenants hereunder and the Agent’s Liens in the Collateral shall remain in effect until all Obligations have been paid in full (including by the provision of cash collateral set forth above) and the Lender Group’s obligations to provide additional credit hereunder have been terminated. When this Agreement has been terminated and all of the Obligations have been paid in full (including by the provision of cash collateral set forth above) and the Lender Group’s obligations to provide additional credit under the Loan Documents have been terminated irrevocably, Agent will, at Borrower’s sole expense, execute and deliver any pay-off letter, UCC termination statements, lien releases, mortgage releases, re-assignments of trademarks, discharges of security interests, and other similar discharge or release documents (and, if applicable, in recordable form) as are reasonably necessary to release, as of record, the Agent’s Liens and all notices of security interests and liens previously filed by Agent with respect to the Obligations.

3.6 Early Termination by Borrower. Borrower has the option, at any time upon 5 Business Days prior written notice to Agent, to (A) permanently reduce the Revolver Commitment in the minimum amount of $1,000,000 and integral multiples of $500,000 in excess thereof and (B) terminate this Agreement in its entirety by paying to Agent, in cash, the Obligations (including either (i) providing cash collateral to be held by Agent for

the benefit of those Lenders with a Revolver Commitment in an amount equal to 105% of the then extant Letter of Credit Usage, or (ii) causing the original Letters of Credit to be returned to the Issuing Lender. If Borrower has sent a notice of termination pursuant to the provisions of this Section, then the Commitments shall terminate and Borrower shall be obligated to repay the Obligations (including either (i) providing cash collateral to be held by Agent for the benefit of those Lenders with a Revolver Commitment in an amount equal to 105% of the then extant Letter of Credit Usage, or (ii) causing the original Letters of Credit to be returned to the Issuing Lender, on the date set forth as the date of termination of this Agreement in such notice.

[INTENTIONALLY OMITTED].

REPRESENTATIONS AND WARRANTIES.

In order to induce the Lender Group to enter into this Agreement, each Credit Party jointly and severally makes the following representations and warranties to the Lender Group which shall be true, correct, and complete, in all material respects, as of the date hereof, and shall be true, correct, and complete, in all material respects, as of the Closing Date, and at and as of the date of the making of each Advance (or other extension of credit) made thereafter, as though made on and as of the date of such Advance (or other extension of credit) (except to the extent that such representations and warranties relate solely to an earlier date) and such representations and warranties shall survive the execution and delivery of this Agreement:

5.1 No Encumbrances. Except as disclosed on Schedule P-1 hereto, each Credit Party has good and indefeasible title to its personal property assets and good and marketable title to its owned Real Property (subject to exceptions that do not, in the aggregate, materially impair the use of the personal property and Real Property of the Credit Parties taken as a whole), and in the case of the Collateral, free and clear of Liens except for Permitted Liens.

5.2 Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services in the ordinary course of each Credit Party’s business, owed to such Credit Party without any known defenses, disputes, offsets, counterclaims, or rights of return or cancellation, except where the existence of such defenses, disputes, offsets, counterclaims, or rights of return or cancellation would not cause a Material Adverse Change. As to each Account that is identified by Borrower as an Eligible Account in a borrowing base report submitted to Agent, to the knowledge of Borrower, each such Account is not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Accounts.

5.3 Eligible Inventory. All Eligible Inventory is of good and merchantable quality, free from known defects, except where the existence of such defects would not cause a Material Adverse Change. As to each item of Inventory that is identified by Borrower as Eligible Inventory in a Borrowing Base Certificate submitted to Agent, to the knowledge of Borrower, such Inventory is not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Inventory.

5.4 Location of Inventory. All Eligible Inventory of each Credit Party is located only at, or in-transit between (or with respect to Eligible In-Transit Inventory which has been

shipped from a location outside of the United States, in transit to), the locations identified on Schedule 5.4 (as such Schedule may be updated pursuant to Sections 6.8 and 6.13) other than Inventory located at any Pool Location and Inventory, the value of which, in the aggregate, does not exceed $1,000,000. Schedule 5.4 separately identifies each Leased Store Location and each Non-Owned Storage Facility.

5.5 Inventory Records. Borrower keeps materially correct and accurate records itemizing and describing the type, quality, and quantity of its consolidated Inventory and the book value thereof.

5.6 State of Incorporation; Location of Chief Executive Office; FEIN; Organizational ID Number. (a) The jurisdiction of organization of each Credit Party is set forth on Schedule 5.6(a).

(b) The chief executive office of each Credit Party is located at the address indicated on Schedule 5.6(b) (as such Schedule may be updated pursuant to Section 6.7).

5.7 Due Organization and Qualification; Subsidiaries.

(a) Except as described in the Post-Closing Agreement, each Credit Party is duly organized and existing and in good standing under the laws of the jurisdiction of its organization and qualified to do business in any state where the failure to be so qualified reasonably could be expected to have a Material Adverse Change.

(b) As of the Closing Date, other than as described on Schedule 5.7(b), and except for employee stock options, there are no subscriptions, options, warrants, or calls relating to any shares of any Credit Party’s capital Stock, including any right of conversion or exchange under any outstanding security or other instrument. Except as set forth on Schedule 5.7(b), as of the Closing Date, no Credit Party is subject to any obligation (contingent or otherwise) to repurchase or otherwise acquire or retire any shares of its capital Stock or any security convertible into or exchangeable for any of its capital Stock.

(c) Set forth on Schedule 5.7(c), is a complete and accurate list of each Credit Party’s direct and indirect Subsidiaries, as of the Closing Date, showing: (i) with respect to all Subsidiaries other than Excluded Subsidiaries and Unrestricted Subsidiaries, (A) the jurisdiction of their organization, (B) the number of shares of each class of common and preferred Stock authorized for each Credit Party, and (C) the percentage of the outstanding shares of each such class owned directly or indirectly by such Credit Party and (ii) with respect to all Excluded Subsidiaries and Unrestricted Subsidiaries, (x) the jurisdiction of their organization and (y) the percentage of Stock owned directly or indirectly by any Credit Party in such Excluded Subsidiaries. All of

the outstanding capital Stock of each such Restricted Subsidiary has been validly issued and is fully paid and non-assessable.

5.8 Due Authorization; No Conflict. (a) The execution, delivery, and performance by each Credit Party of this Agreement and the Loan Documents to which it is a party have been duly authorized by all necessary action on the part of such Credit Party.

(b) The execution, delivery, and performance by each Credit Party of this Agreement and the other Loan Documents to which it is a party do not and will not (i) violate any provision of federal, state, or local law or regulation applicable to such Credit Party, the Governing Documents of such Credit Party, or any order, judgment, or decree of any court or other Governmental Authority binding on such Credit Party, (ii) conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under any material contractual obligation of such Credit Party, including, without limitation, the Indenture or Senior Subordinated Notes, (iii) result in or require the creation or imposition of any Lien of any nature whatsoever upon any properties or assets of such Credit Party, other than Permitted Liens, or (iv) require any approval of such Credit Party’s equity holders or any approval or consent of any Person under any material contractual obligation of such Credit Party, other than consents or approvals that have been obtained and that are still in force and effect, unless such violation, imposition of Lien or failure to obtain approval or consent would not reasonably be expected to result in a Material Adverse Change.

(c) Other than the filing of financing statements, the execution, delivery, and performance by each Credit Party of this Agreement and the other Loan Documents to which each such Credit Party is a party do not and will not require any registration with, consent, or approval of, or notice to, or other action with or by, any Governmental Authority, other than consents or approvals that have been obtained and that are still in force and effect.

(d) This Agreement and the other Loan Documents to which each Credit Party is a party, and all other documents contemplated hereby and thereby, when executed and delivered by such Credit Party will be the legally valid and binding obligations of such Credit Party, enforceable against such Credit Party in accordance with their respective terms, except as may be limited by equitable principles or by bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or limiting creditors’ rights generally.

(e) The Agent’s Liens are validly created, perfected, and first priority Liens, subject only to Permitted Liens.

5.9 Litigation. Other than those matters disclosed on Schedule 5.9, there are no actions, suits, or proceedings pending or, to the best knowledge of each Credit Party, threatened against any Credit Party, except for (a) matters that are fully covered by insurance (subject to customary deductibles), and (b) matters arising after the Closing Date that are not

reasonably likely to be decided adversely to any Credit Party or, if decided adversely to any Credit Party, reasonably could not be expected to result in a Material Adverse Change.

5.10 No Material Adverse Change. All financial statements relating to the Credit Parties that have been delivered by Borrower to the Lender Group have been prepared in accordance with GAAP (except, in the case of unaudited financial statements, for the lack of footnotes and being subject to year-end audit adjustments) and present fairly in all material respects, the financial condition of Parent and its Subsidiaries as of the date thereof and results of operations for the period then ended. There has not been a Material Adverse Change since the date of the latest financial statements submitted to the Lender Group on or before the Closing Date.

5.11 Fraudulent Transfer

(a) The Credit Parties taken as a whole are Solvent and each Material Credit Party is Solvent.

(b) No transfer of property is being made by any Credit Party and no obligation is being incurred by any Credit Party in connection with the transactions contemplated by this Agreement or the other Loan Documents with the intent to hinder, delay, or defraud either present or future creditors of any Credit Party.

5.12 Employee Benefits. As of the date hereof, no Credit Party or any of their ERISA Affiliates maintains or contributes to any Benefit Plan other than as listed on Schedule 5.12 hereto.

5.13 Environmental Condition. Except for matters described on Schedule 5.13 hereto and except for other matters that would not reasonably be expected to result in a Material Adverse Change, (a) to each Credit Party’s knowledge, no owned Real Property of any Credit Party has ever been used by any Credit Party or by previous owners or operators in the disposal of, or to produce, store, handle, treat, release, or transport, any Hazardous Materials, where such production, storage, handling, treatment, release or transport was in violation of applicable Environmental Law, (b) to each Credit Party’s knowledge, no Credit Party’s owned Real Property has ever been designated or identified in any manner pursuant to any environmental protection statute as a Hazardous Materials disposal site, (c) no Credit Party has received notice that a Lien arising under any Environmental Law has attached to any revenues or to any Real Property owned or operated by any Credit Party, and (d) no Credit Party has received a summons, citation, notice, or directive from the U.S. Environmental Protection Agency or any other federal or state governmental agency concerning any action or omission by any Credit Party resulting in the releasing or disposing of Hazardous Materials into the environment in violation of any applicable Environmental Law.

5.14 Investment Company Act. No Group Member is an “investment company” or an “affiliated person” of, or “promoter” or “principal underwriter” for, an “investment company,” as such terms are defined in the Investment Company Act of 1940, as amended.

5.15 Intellectual Property. Except as disclosed on Schedule 5.15 hereto, each Credit Party owns, or holds licenses in, all trademarks, trade names, copyrights, patents, patent rights, and licenses that are necessary to the conduct of the business of the Credit Parties, taken as a whole, as currently conducted, except where the failure to do so, in the aggregate, would not result in a Material Adverse Change.

5.16 Leases. Except where the failure to do so would not cause a Material Adverse Change, each Credit Party enjoys peaceful and undisturbed possession under all leases material to its business and to which it is a party or under which it is operating. Except to the extent that such default would not cause a Material Adverse Change, all of such leases are valid and subsisting and no material default by any Credit Party exists under any of them.

5.17 Deposit Accounts. Set forth on Schedule 5.17 are all of each Credit Party’s Deposit Accounts at which the Collateral is or may be held, including, with respect to each bank (i) the name and address of such Person, and (ii) the account numbers of the Deposit Accounts maintained with such Person. Schedule 5.17 separately identifies each Concentration Account, Consolidated Store Deposit Account, Individual Store Account and the Home Office Account.

5.18 Complete Disclosure. All factual information (taken as a whole) furnished by or on behalf of any Credit Party in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information (taken as a whole) hereafter furnished by or on behalf of any Credit Party in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. On the Closing Date, the Closing Date Business Plan represents, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent each Credit Party’s good faith best estimate of its future performance for the periods covered thereby, it being understood that such projections as to future events are not to be viewed as facts and that actual results during the period or periods covered by any projections may differ from the projected results and no assurance can be given that the Projections will be realized.

5.19 Indebtedness. Set forth on Schedule 5.19 is a true and complete list of all Indebtedness of each Credit Party outstanding immediately prior to the Closing Date that is to remain outstanding after the Closing Date and such Schedule accurately reflects the aggregate principal amount of such Indebtedness (other than Indebtedness of any Credit Party owing to any other Credit Party).

5.20 Credit Card Receipts. Schedule 5.20 sets forth each Credit Party’s Credit Card Processors and all material arrangements to which any Credit Party is a party with respect to the payment to any Credit Party of the proceeds of credit card charges for sales by such Credit Party.

5.21 Margin Stock. No Credit Party is engaged in the business of extending credit for the purpose of purchasing or carrying margin stock (as defined in Regulation U of the Board of Governors of the Federal Reserve System), and no proceeds of any Advance or drawings under any Letter of Credit will be used to purchase or carry any margin stock or to extend credit to others for the purpose of purchasing or carrying any margin stock.

5.22 Senior Debt. All Obligations hereunder constitute “Senior Debt” (as such term is defined in the Indenture) permitted under the Indenture and each of the Credit Parties acknowledge that Agent and each Lender are entering into this Agreement and are extending the Commitments in reliance on this Section 5.22.

5.23 Anti-Terrorism Laws.

(i) None of the Credit Parties or, to the knowledge of any of the Credit Parties, any of their Affiliates, is in violation of any laws relating to terrorism or money laundering (“Anti-Terrorism Laws”), including Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001 (the “Executive Order”), and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, Public Law 107-56.

(ii) No Credit Party or, to the knowledge of any of the Credit Parties, any of their Affiliates or their respective brokers or other agents acting or benefiting in any capacity in connection with the Obligations, is any of the following:

(A) a Person or entity that is listed in the annex to, or is otherwise subject to the provisions of, the Executive Order;

(B) a Person or entity owned or controlled by, or acting for or on behalf of, any Person or entity that is listed in the annex to, or is otherwise subject to the provisions of, the Executive Order;

(C) a Person or entity with which any Lender is prohibited from dealing or otherwise engaging in any transaction by any Anti-Terrorism Law;

(D) a Person or entity that commits, threatens or conspires to commit or supports “terrorism” as defined in the Executive Order; or

(E) a Person or entity that is named as a “specially designated national and blocked person” on the most current list published by the U.S. Treasury Department Office of Foreign Asset Control at its official website or any replacement website or other replacement official publication of such list.

(iii) No Credit Party or to the knowledge of any Credit Party, any of its brokers or other agents acting in any capacity in connection with the Obligations (i) conducts any business or engages in making or receiving any contribution of funds, goods or services to or for the benefit of any Person described in clause (b) above, (ii) deals in, or otherwise engages in any transaction relating to, any property or interests in property blocked pursuant to the Executive Order, or (iii) engages in or conspires to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in any Anti-Terrorism Law.

5.24 Related Documents

(a) The execution, delivery and performance by Borrower, Parent and each Restricted Subsidiary (collectively, the “Group Members” and each individually a “Group Member”) of the Related Documents to which it is a party and the consummation of the transactions contemplated thereby by such Group Member:

(i) are within such Group Member’s respective corporate, limited liability company, partnership or other powers;

(ii) on or prior to the Closing Date will have been duly authorized by all necessary corporate or other action, including the consent of stockholders where required;

(iii) do not and will not (A) contravene or violate such Group Member’s Governing Documents, (B) violate any other Requirement of Law applicable to such Group Member, or any order or decree of any Governmental Authority or arbitrator, (C) conflict with or result in the breach of, constitute a default under, or result in or permit the termination or acceleration of, any Contractual Obligation of such Group Member, except for those that, in the aggregate, would not have a Material Adverse Effect or (D) result in the creation or imposition of any Lien upon any property of such Group Member (or any other Group Member) other than a Lien permitted under Section 7.2; and

(iv) do not require the consent of, authorization by, approval of, notice to, or filing or registration with, any Governmental Authority or any

other Person, other than those that (A) will have been obtained at the Closing Date, each of which will be in full force and effect on the Closing Date, none of which will on the Closing Date impose materially adverse conditions upon the exercise of control by Borrower over any Group Members and (B) in the aggregate, if not obtained, would not have a Material Adverse Effect.

(b) None of the Related Documents has been amended or modified in any respect and no provision therein has been waived, except in each case to the extent permitted by Section 7.14.

6. AFFIRMATIVE COVENANTS.

Each Credit Party jointly and severally covenants and agrees that, until termination of all of the Commitments and payment in full of the Obligations, each Credit Party shall do all of the following:

6.1 Accounting System. Maintain a system of accounting that enables the Parent and its Subsidiaries to produce consolidated financial statements in accordance with GAAP and maintain consolidated records pertaining to the Collateral that contain information as from time to time reasonably may be requested by Agent. Parent or one or more Credit Parties also shall keep an inventory reporting system that shows all additions, sales, claims, returns, and allowances with respect to Inventory of the Credit Parties and their Subsidiaries.

6.2 Collateral Reporting. Provide Agent with the documents set forth on Schedule 6.2 in accordance with the delivery schedule set forth thereon. In addition, each Credit Party agrees to cooperate fully with Agent to facilitate and implement a system of electronic collateral reporting in order to provide electronic reporting of each of the items set forth on Schedule 6.2.

6.3 Financial Statements, Reports, Certificates. Deliver to Agent, with copies to each Lender:

(a) as soon as available, but in any event within, 45 days after the end of each of the Borrower’s first three fiscal quarters:

(i) a company prepared unaudited consolidated balance sheet, income statement, and statement of cash flow covering Borrower’s and Parent’s and its Subsidiaries’ operations during such period,

(ii) a Compliance Certificate signed by the chief financial officer of Borrower to the effect that:

(A) the financial statements delivered hereunder have been prepared in accordance with GAAP (except for the lack of footnotes and being subject to quarterly and year-end audit adjustments) and fairly present in all material respects the financial condition of Parent and its Subsidiaries,

(B) the representations and warranties of each Credit Party contained in this Agreement and the other Loan Documents are true and correct in all material respects on and as of the date of such certificate, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date),

(C) there does not exist any condition or event that constitutes an Event of Default or Triggering Period (or, to the extent of any non-compliance, describing such non-compliance as to which he or she may have knowledge and what action the Credit Parties have taken, are taking, or propose to take with respect thereto),

(D) demonstrating, in reasonable detail, the calculations used in determining, when applicable (A) the Consolidated Coverage Test, (B) the Senior Secured Leverage Ratio and (C) compliance with the financial covenant contained in Section 7.17, and

provided that, during a Triggering Period, the Agent may require, by written request, that the Borrower provide unaudited consolidated financial statements of the Borrower and its Subsidiaries, including balance sheet, income statement and cash flow statement on a monthly basis within 30 days of month-end,

(b) as soon as available, but in any event within 90 days after the end of each of Borrower’s fiscal years, for such fiscal year and for the fourth fiscal quarter then most recently ended, consolidated financial statements of Parent and its Subsidiaries (and consolidating financial statements of Parent and its Subsidiaries, to the extent produced by Parent in the normal course of its operations) for each such fiscal year, audited by independent certified public accountants reasonably acceptable to Agent and certified, without any qualifications, by such accountants to have been prepared in accordance with GAAP (such audited financial statements to include a balance sheet, income statement, and statement of cash flow and, if prepared, such accountants’ letter to management),

(c) as soon as available, but in any event within 60 days after the start of each of Borrower’s fiscal years, copies of the Projections, in form and substance (including as to scope and underlying assumptions) satisfactory to Agent, in its sole discretion, for such fiscal year, quarter by quarter (or by such shorter periods as are reasonably requested by the Agent), which Projections shall represent Borrower’s good faith best estimate of the financial performance of Parent and its Subsidiaries during the

period covered thereby, it being understood that such Projections as to future events are not to be viewed as facts and that actual results during the period or periods covered by any Projections may differ from the projected results and no assurance can be given that the Projections will be realized,

(d) if and when filed by Parent,

(i) Form 10-Q quarterly reports, Form 10-K annual reports, and Form 8-K current reports,

(ii) any other filings made by Parent with the SEC, and

(iii) any other information that is provided by Parent to its shareholders generally

(provided, that for purposes of this clause (d), any information to be delivered hereunder shall be deemed to have been delivered when posted on the Parent’s website or otherwise made available on the website of the SEC),

(e) as soon as practicable, and in any event within five days after a Responsible Officer of the Parent or the Borrower has actual knowledge of the existence of any Default, Event of Default or other event having had a Material Adverse Effect, the Borrower shall give the Agent notice specifying the nature of such Default or Event of Default or other event and a statement of the curative action that Borrower or such other Credit Party proposes to take with respect thereto,

(f) within 30 days after the later of (i) the service of process with respect thereto on any Credit Party or (ii) such time as exposure of the Credit Party could be reasonably determined, notice of all actions, suits, or proceedings brought by or against any Credit Party before any Governmental Authority which, if determined adversely to such Credit Party, reasonably would be expected to result in a Material Adverse Change, and

(g) upon the request of Agent, any other report reasonably requested relating to the financial condition of any Credit Parties; provided that such reports shall not be overly burdensome for any Credit Party to prepare.

Borrower agrees to cooperate with Agent to allow Agent to consult with its independent certified public accountants if Agent reasonably requests the right to do so (and Agent shall notify Borrower as to the timing of such consultations and permit Borrower to be present thereat or to otherwise participate therein) and that, in such connection, its independent certified public accountants are authorized to communicate with Agent and to release to Agent whatever financial information concerning any Credit Party that Agent reasonably may request.

6.4 Returns. Cause returns and allowances, as between any Credit Party and their Account Debtors, to be on the same basis and in accordance with the usual customary practices of the Credit Parties, as they exist at the time of the execution and delivery of this Agreement, except where failure to do so could not reasonably be expected to result in a Material Adverse Change.

6.5 Maintenance of Properties. Maintain and preserve all of its properties which are necessary or useful in the proper conduct to its business in good working order and condition, ordinary wear and tear excepted, except where failure to do so could not reasonably be expected to result in a Material Adverse Change.

6.6 Taxes. Cause all assessments and taxes, whether real, personal, or otherwise, due or payable by, or imposed, levied, or assessed against each Credit Party or any of their respective assets to be paid in full, before delinquency or before the expiration of any extension period, except where the failure to do so, individually or in the aggregate, would not result in a Material Adverse Change. Each Credit Party will make timely payment or deposit of all tax payments and withholding taxes required of it and them by applicable laws, including those laws concerning F.I.C.A., F.U.T.A., state disability, and local, state, and federal income taxes, except where the failure to do so, individually or in the aggregate, would not result in a Material Adverse Effect.

6.7 Insurance.

(a) At each Credit Party’s expense, maintain insurance respecting such Credit Party’s assets wherever located, covering loss or damage by fire, theft, explosion, and all other hazards and risks, and maintain business interruption, public liability, and product liability insurance, as well as insurance against larceny, embezzlement, and criminal misappropriation, all as ordinarily are insured against by other Persons engaged in the same or similar businesses. All such policies of insurance shall be in such amounts which are customary for Persons engaged in the same or similar business and with nationally recognized insurance companies. Each Credit Party shall deliver copies of all such policies to Agent with a customary lender’s loss payable endorsement naming Agent as loss payee (with respect to the Collateral) or additional insured, as appropriate. Each such policy of insurance or endorsement shall contain a clause requiring the insurer to give not less than 30 days prior written notice to Agent in the event of cancellation of the policy.

(b) Each Credit Party shall give Agent prompt notice of any loss of the Collateral valued in excess of $2 million covered by such insurance. Agent shall have the exclusive right to adjust any losses of the Collateral claimed under any such insurance policies during the continuation of an Event of Default, without any liability to such Credit Party whatsoever in respect of such adjustments. Any monies received as payment for any loss of the Collateral under any insurance policy mentioned above (other than liability insurance policies) during any Triggering Period or during the continuation of an Event of Default, shall be paid over to Agent to be applied to the

prepayment of the Obligations with amounts so prepaid available to be reborrowed subject to Section 3.3.

(c) No Credit Party will take out separate insurance concurrent in form or contributing in the event of loss of the Collateral with that required to be maintained under this Section 6.7, unless Agent is included thereon as named insured with the loss payable to Agent under a lender’s loss payable endorsement or its equivalent. Each Credit Party immediately shall notify Agent whenever such separate insurance is taken out, specifying the insurer thereunder and full particulars as to the policies evidencing the same, and copies of such policies promptly shall be provided to Agent.

6.8 Location of Inventory/Chief Executive Offices. Keep each Credit Party’s Inventory only at the locations identified on Schedule 5.4 (except for Inventory that (i) in the aggregate has a value of less than $1,000,000 or (ii) is in transit between the locations identified on Schedule 5.4) and their chief executive offices only at the locations identified on Schedule 5.6(b); provided, however, that Borrower may amend (a) Schedule 5.4, on behalf of any Credit Party as contemplated by Section 6.13, and (b) Schedule 5.6, on behalf of any Credit Party, provided in the case of clause (b) hereof so long as (i) such amendment occurs by written notice to Agent not less than 30 days prior to the date such chief executive office is relocated and (ii) such new location is within the United States or any U.S. Territory. Within a commercially reasonable time following written notification with respect to any Non-Owned Warehouse, Borrower shall provide Agent a Collateral Access Agreement with respect thereto and if such agreement has not been obtained, Borrower’s Eligible Landed Inventory at that location shall be subject to the establishment of Reserves as set forth in the definition of “Eligible Landed Inventory”.

6.9 Compliance with Laws. Comply with the requirements of all applicable laws, rules, regulations, and orders of any Governmental Authority, including the Fair Labor Standards Act and the Americans With Disabilities Act, other than laws, rules, regulations, and orders the non-compliance with which, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Change.

6.10 Leases. Pay when due all rents and other amounts payable under any leases to which any Credit Party is a party or by which any Credit Party’s properties and assets are bound, unless such payments are the subject of a Permitted Protest or unless nonpayment of such rents and other amounts, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Change.

6.11 Existence. At all times preserve and keep in full force and effect each Credit Party’s valid existence and good standing and any rights and franchises material to their businesses.

6.12 Environmental. Except for such Environmental Liens, failures to comply, releases, Environmental Actions, notices, citations or orders which, individually or in the

aggregate, would not reasonably be expected to result in a Material Adverse Change: (a) keep any property either owned or operated by any Credit Party free of any Environmental Liens or post bonds or other financial assurances sufficient to satisfy the obligations or liability evidenced by such Environmental Liens, (b) comply with all applicable Environmental Laws and provide to Agent documentation of such compliance which Agent reasonably requests, (c) promptly notify Agent of any release of a Hazardous Material in any reportable quantity from or onto property owned or operated by any Credit Party and take any Remedial Actions required to abate said release or otherwise to come into compliance with applicable Environmental Law, and (d) promptly, but in any event within 5 days of its receipt thereof, provide Agent with written notice of any of the following: (i) notice that an Environmental Lien has been filed against any of the real or personal property of any Credit Party, (ii) commencement of any Environmental Action or notice that an Environmental Action will be filed against any Credit Party, and (iii) notice of any violation, citation, or other administrative order received by any Credit Party.

6.13 Disclosure Updates. Promptly and in no event later than 5 Business Days after obtaining knowledge thereof, notify Agent if any written information, exhibit, or report furnished to the Lender Group contained any untrue statement of a material fact or omitted to state any material fact necessary to make the statements contained therein not misleading in light of the circumstances in which made; provided, that with respect to Schedules E-1 (in respect of Pool Locations), E-2, 1.1(b), 5.4, 5.17, and 5.20, Borrower shall provide updates to such Schedules as necessary in its discretion to reflect material changes thereto occurring before any quarterly update thereto, but in any event no less than quarterly; provided, further, that any reference herein to any Schedule(s) shall be deemed to be a reference to such Schedule(s) as updated pursuant hereto. The foregoing to the contrary notwithstanding, any notification pursuant to the foregoing provision will not cure or remedy the effect of the prior untrue statement of a material fact or omission of any material fact nor shall any such notification have the affect of amending or modifying this Agreement or any of the Schedules hereto.

6.14 Formation of Subsidiaries. At the time that any Credit Party forms or acquires any direct or indirect Wholly Owned Domestic Subsidiary after the Closing Date (other than an Excluded Subsidiary or Unrestricted Subsidiary), such Credit Party shall (a) cause such new Wholly Owned Domestic Subsidiary to provide to Agent a joinder to this Agreement (as a Guarantor and Credit Party), together with such other security documents, as well as appropriate UCC-1 financing statements, all in form and substance satisfactory to Agent (including being sufficient to grant Agent a first priority Lien (subject to Permitted Liens) in and to the assets of such newly formed or acquired Wholly Owned Domestic Subsidiary (other than any such assets that would not be required to be subject to Agent’s Liens if they were assets of any Credit Party)) and (b) provide to Agent all other documentation, including one or more opinions of counsel satisfactory to Agent, which in its reasonable opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.14 shall be a Loan Document.

6.15 Designation of Subsidiaries

The board of directors of the Parent may at any time designate any Restricted Subsidiary (other than the Borrower) as an Unrestricted Subsidiary or any Unrestricted Subsidiary as a Restricted Subsidiary; provided that (a) immediately before and after such designation, no Default or Event of Default shall have occurred and be continuing, (b) no Restricted Subsidiary may be designated an Unrestricted Subsidiary if it previously had been designated as an Unrestricted Subsidiary, (c) any such designation shall be deemed to be an Investment requiring compliance with Section 7.10 (or reduction in an outstanding Investment, in the case of a designation of an Unrestricted Subsidiary as a Restricted Subsidiary), on the date of such designation in an amount equal to the sum of (i) the Parent’s direct or indirect equity ownership percentage of the net worth of such designated Restricted Subsidiary immediately prior to such designation (such net worth to be calculated without regard to any guarantee provided by such designated Restricted Subsidiary of the Parent’s, Borrower’s or another Restricted Subsidiary’s Indebtedness) and (ii) without duplication, the aggregate principal amount of any Indebtedness owed by such designated Restricted Subsidiary to the Parent, Borrower or any other Restricted Subsidiary immediately prior to such designation, all calculated, except as set forth in the parenthetical to clause (i) above, on a Consolidated basis in accordance with GAAP, and (c) no Subsidiary may be designated as an Unrestricted Subsidiary if it is a “Restricted Subsidiary” for the purpose of any other Indebtedness of the Parent. The designation of any Unrestricted Subsidiary as a Restricted Subsidiary shall constitute the incurrence at the time of designation of any Indebtedness or Liens of such Subsidiary existing at such time.

6.16 Segregation of Collateral

The proceeds of any Term Facility Priority Collateral (as defined in the Intercreditor Agreement) in connection with an Asset Sale permitted by the terms of Section 8.4 of the Term Loan Agreement shall be segregated in a separate deposit account designated by Borrower to Agent.

7. NEGATIVE COVENANTS.

Each Credit Party, jointly and severally, covenants and agrees that, until termination of all of the Commitments and payment in full of the Obligations, such Credit Party will not and will not permit any of its Restricted Subsidiaries, to do any of the following:

7.1 Indebtedness. Create, incur, assume, guarantee, or otherwise become, directly or indirectly, liable (“incur”) with respect to any Indebtedness, provided, however that a Credit Party may incur Indebtedness so long as (a) no Triggering Period is then continuing or would result therefrom, (b) no Default shall have occurred and be continuing, and (c) the Parent would be in compliance with the Consolidated Coverage Test for the most recently ended Test Period, determined on a Pro Forma Basis, after giving effect to the incurrence of such

Indebtedness, provided further that the provisions of this Section 7.1 shall not prohibit the creation, incurrence, assumption, guarantee or existence of any of the following:

(a) Indebtedness evidenced by this Agreement and the other Loan Documents, including the Guaranteed Obligations, together with Indebtedness owed to Underlying Issuers with respect to Underlying Letters of Credit and any other Obligations that constitute Indebtedness, including all Indebtedness under any Incremental Facility;

(b) Indebtedness evidenced by the Term Loan Agreement and the other Term Loan Documents, together with all Obligations as defined in the Term Loan Agreement, including all Indebtedness under any Incremental Term Loans as provided for under the Term Loan Agreement as in effect as of the date hereof (the “Term Loan Obligations”);

(d) Indebtedness existing as of the date hereof and set forth on Schedule 5.19,

(e) Permitted Purchase Money Indebtedness,

(f) refinancings, renewals, or extensions of Indebtedness permitted under clauses (d) and (e) of this Section 7.1 (and continuance or renewal of any Permitted Liens associated therewith) so long as: (i) the terms and conditions of such refinancings, renewals, or extensions do not, in Agent’s Permitted Discretion, materially impair the prospects of repayment of the Obligations by Borrower or materially impair Borrower’s creditworthiness, (ii) such refinancings, renewals, or extensions do not result in an increase in the then extant principal amount of the Indebtedness so refinanced, renewed, or extended, (iii) such refinancings, renewals, or extensions do not result in a shortening of the average weighted maturity of the Indebtedness so refinanced, renewed, or extended, nor are they on terms or conditions that, taken as a whole, are materially more burdensome or restrictive to Borrower, (iv) if the Indebtedness that is refinanced, renewed, or extended was subordinated in right of payment to the Obligations, then the terms and conditions of the refinancing, renewal, or extension Indebtedness must include subordination terms and conditions that are at least as favorable to the Lender Group as those that were applicable to the refinanced, renewed, or extended Indebtedness, (v) the Indebtedness that is refinanced, renewed, or extended is not recourse to any Person that is liable on account of the Obligations other than those Persons which were obligated with respect to the Indebtedness that was refinanced, renewed, or extended, (vi) is otherwise on terms, taken as a whole, no less favorable to the Group Members than those of such Indebtedness, other than market interest rates and fees, (vii) no Event of Default shall have occurred and be continuing (viii) the collateral, if applicable, granted pursuant to any such refinancing Indebtedness is the same or less than the collateral under the Indebtedness being extended, renewed

or replaced and (ix) such modification, refinancing, refunding, renewal or extension shall not include: (A) Indebtedness of a Subsidiary of the Borrower that is not a Guarantor that refinances Indebtedness of the Borrower, (B) Indebtedness of a Subsidiary of the Borrower that is not a Guarantor that refinances Indebtedness of a Guarantor or (C) Indebtedness of the Borrower or a Restricted Subsidiary that refinances Indebtedness of an Unrestricted Subsidiary,

(g) Indebtedness of any Credit Party to any other Credit Party and Indebtedness of a Credit Party guaranteeing Indebtedness of another Credit Party otherwise permitted under this Section 7.1;

(h) Indebtedness of the Borrower and the Restricted Subsidiaries which may be deemed to exist pursuant to any guaranties, performance, surety, statutory, appeal or similar bonds or obligations incurred in the ordinary course of business;

(i) Indebtedness in respect of netting services, overdraft protections and otherwise in connection with Deposit Accounts or securities accounts maintained in the ordinary course of business;

(j) guaranties in the ordinary course of business of the obligations of suppliers, customers, franchisees and licensees of any Credit Party;

(k) endorsement of instruments or other payment items for deposit;

(l) Indebtedness under Capital Leases arising out of Permitted Sale-Leasebacks made in compliance with Section 7.16, in an aggregate amount not to exceed at any time $50,000,000;

(m) Indebtedness under Hedge Agreements incurred for bona fide hedging purposes and not for speculation;

(n) Indebtedness of any Person that becomes a Restricted Subsidiary after the Closing Date in connection with a Permitted Acquisition and any refinancing permitted under Section 7.1(f); provided, that (i) such Indebtedness exists at the time such Person becomes a Restricted Subsidiary and is not created in contemplation of or in connection with such Person becoming a Restricted Subsidiary, (ii) after giving effect to the assumption of such Indebtedness (A) the Parent would be in compliance with the Consolidated Coverage Test for the most recently ended Test Period, determined on a Pro Forma Basis, and (B) if such Indebtedness is secured by a Lien on any assets of such Person, the Senior Secured Leverage Ratio would be less than 3.0 to 1 on a Pro Forma Basis, (iii) such Indebtedness is not guaranteed in any respect by the Borrower, any Guarantor or any Restricted Subsidiary (other than by any such Person that so becomes a Restricted Subsidiary or is the survivor of a merger with

such Person or any of its Subsidiaries) and (iv) except for Indebtedness consisting of Capital Lease Obligations, revenue bonds, purchase money Indebtedness or mortgages or other Liens on specific assets no portion of such Indebtedness matures prior to the Maturity Date;

(o) other Indebtedness of the Parent and the Restricted Subsidiaries in an aggregate principal amount not to exceed $100,000,000 at any time outstanding; provided, however, that Indebtedness of Persons which are not Credit Parties pursuant to this clause (o) shall not exceed an aggregate principal amount of $50,000,000 at any time outstanding; and

(p) Indebtedness of the Credit Parties not otherwise permitted under this Section 7.1 and refinancings thereof permitted pursuant to Section 7.1(f); provided, however, that after giving effect to the occurrence of such Indebtedness (A) no Default or Event of Default shall have occurred and be continuing and (B) the Parent would be in compliance with the Consolidated Coverage Test for the most recently ended Test Period, determined on a Pro Forma Basis after giving effect to the incurrence of such Indebtedness.

7.2 Liens. Create, incur, or assume, directly or indirectly, any Lien on or with respect to any of its assets, of any kind, whether now owned or hereafter acquired, or any income or profits therefrom, except:

(a) Permitted Liens (including Liens that are replacements of Permitted Liens to the extent that the original Indebtedness is refinanced, renewed, or extended under Section 7.1(d) or (p) and so long as the replacement Liens only encumber those assets that secured the refinanced, renewed, or extended Indebtedness);

(b) Liens on assets other than the Collateral securing Indebtedness in an aggregate amount not to exceed $50,000,000 at any time outstanding; and

(c) Liens existing on the assets of any Person that becomes a Restricted Subsidiary (or is a Restricted Subsidiary that survives a merger with such Person), or existing on assets acquired, pursuant to a Permitted Acquisition to the extent the Liens on such assets secure Indebtedness permitted by Section 7.1(n); provided that such Liens attach at all times only to the same assets to which such Liens attached (and after-acquired property that is affixed or incorporated into the property covered by such Lien), and secure only the same Indebtedness or obligations that such Liens secured, immediately prior to such Permitted Acquisition and any refinancing thereof permitted by Section 7.1(f).

7.3 Restrictions on Fundamental Changes/Disposal of Assets. Enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sublessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any part of its

business, assets or property of any kind whatsoever, whether real, personal or mixed and whether tangible or intangible, whether now owned or hereafter acquired, except:

(a) any Credit Party may be merged with or into a Credit Party, or be liquidated, wound up or dissolved, or all or any part of its business, property or assets may be conveyed, sold, leased, transferred or otherwise disposed of, in one transaction or a series of transactions, to any Credit Party; provided, (i) at the time of any such merger, no Event of Default shall exist or shall result from such merger, and (ii) in the case of such a merger, a Credit Party shall be the continuing or surviving Person;

(b)Permitted Dispositions;

(c) Asset Sales not otherwise permitted hereunder; provided that (i) the consideration received for such assets shall be in an amount at least equal to the fair market value thereof; (ii) at the time of any such Asset Sale, no Event of Default shall exist or shall result from such Asset Sale; (iii) in the case of Asset Sales consisting of the Collateral and in the case of any Asset Sale if Availability is less than $60,000,000 at the time of such Asset Sale, no less than 80% of the consideration therefor shall be paid in cash; and (iv) at the time of such Asset Sale and after giving effect thereto, the aggregate sales price of all Asset Sales, together, since the Closing Date shall not exceed, in the case of Asset Sales consisting of the Collateral, (A) if availability is less than $60,000,000 at the time of such Asset Sale, 5% of the Consolidated Net Tangible Assets of the Parent and its Subsidiaries determined in accordance with GAAP and (B) if Availability is equal to or in excess of $60,000,000 at the time of such Asset Sale, 10% of the Consolidated Net Tangible Assets of the Parent and its Subsidiaries determined in accordance with GAAP, in each case as aggregated with all other Asset Sales occurring after the Closing Date;

(d) Asset Sales of stores developed by any Credit Party in connection with Permitted Sale-Leasebacks, provided that the proceeds of any such Permitted Sale-Leaseback shall be entirely in cash and shall not be less than 100% of the fair market value of the property or equipment being sold; and

(e) dispositions listed on Schedule 7.3.

7.4 Change Name. Except as specified in Schedule 7.4 as of the Closing Date, change the name, FEIN, organizational identification number, state of organization or organizational identity of any Credit Party; provided, however, that any Credit Party may change any of the foregoing upon at least 30 days prior written notice to Agent of such change and so long as, at the time of such written notification, such Credit Party provides any financing statements necessary to perfect and continue perfected the Agent’s Liens.

7.5 Nature of Business. Make any material change in the principal nature of its or their business. Any change in the types of products sold or the methods or channels of distribution shall not constitute a material change in the principal nature of the business of the Credit Parties.

7.6 Amendments. Amend or otherwise change the terms of any Subordinated Indebtedness if the effect of such amendment or other change is to increase the interest rate on such Indebtedness, change (to earlier dates) any dates upon which payments of principal or interest are due thereon, change any event of default or change any condition to an event of default with respect thereto (other than to eliminate any such event of default or increase any grace period related thereto or otherwise modify the same in a manner favorable to the Credit Parties), change the redemption, prepayment or defeasance provisions thereof, change the subordination provisions thereof (or of any guaranty thereof), or if the effect of any such amendment or change, together with all other amendments or changes made, is to increase materially the obligations of the obligor thereunder or to confer any additional rights on the holders of such Indebtedness (or a trustee or representative on their behalf) which would be adverse to any Credit Party or the Lenders.

7.7 Change of Control. Cause, permit, or suffer, directly or indirectly, any Change of Control.

7.8 Distributions. Make or set apart any sum for any Restricted Payment, except that (i) Parent may make regularly scheduled payments of interest in respect of the Senior Subordinated Notes in accordance with the subordination provisions contained in the Indenture; (ii) any Credit Party may make Restricted Payments to any other Credit Party; and (iii) Parent may make Restricted Payments consisting of the repurchase of Parent stock in connection with the exercise of employee stock options in the ordinary course of business on a basis that is “net of taxes” or any equivalent gross exercise and repurchase to fund tax liabilities to the extent required under applicable employee contractual arrangements.

Notwithstanding the foregoing, Borrower or any Restricted Subsidiary may make any Restricted Payment so long as (a) Availability after giving effect to such Restricted Payment is at least $50,000,000 both before and as projected by the Borrower on a Pro Forma Basis for the three month period following such Restricted Payment, (b) no Default or Event of Default is continuing or would result therefrom and (c) such Restricted Payments are in an amount not to exceed the sum of (i) $50,000,000 and (ii) the Applicable Amount in the aggregate at any time outstanding; provided, that Borrower shall give Agent prompt notice of any such Restricted Payment in an amount greater than $10,000,000.

7.9 Accounting Methods; Fiscal Year. Modify or change (a) its fiscal year, or (b) its method of accounting (other than as may be required to conform to GAAP or as otherwise permitted by GAAP and disclosed to the Lenders and the Agent), in each case other than as set forth in Schedule 7.9.

7.10 Investments. Directly or indirectly, make or acquire any Investment or incur any liabilities (including contingent obligations) for or in connection with any Investment, except for the following:

(a) Investments existing on the date of this Agreement and disclosed on Schedule 7.10;

(b) Investments in cash and Cash Equivalents;

(c) Investments in payment intangibles, chattel paper (each as defined in the Uniform Commercial Code) and Accounts, notes receivable and similar items arising or acquired in the ordinary course of business consistent with the past practice of the Group Members;

(d) Investments received in settlement of amounts due to any Group Member effected in the ordinary course of business;

(e) Investments (i) among Credit Parties, (ii) among Qualified Restricted Subsidiaries, (iii) among Restricted Subsidiaries that are not Qualified Restricted Subsidiaries or Guarantors, (iv) from any Restricted Subsidiary to any Credit Party, (v) from any Credit Party to any Qualified Restricted Subsidiary; provided, however, that at the date of, and after giving effect to any such Investment made pursuant to this clause (e)(v) or clause (i)(B) below, the Parent would be in compliance with the Consolidated Coverage Test for the most recently ended Test Period, determined on a Pro Forma Basis, and provided further, that, the aggregate outstanding amount of all such Investments permitted pursuant to this clause (e)(v), together with all such Investments in Permitted Acquisitions permitted pursuant to clause (i)(B) below, shall not exceed $250,000,000;

(f) Investments in respect of (i) Hedge Agreements permitted under Section 7.18 and (ii) any note hedge transaction entered into in connection with any issuance of Qualified Refinancing Indebtedness;

(g) loans or advances to employees of the Borrower or any Restricted Subsidiary in the ordinary course of business as presently conducted other than any loans or advances that would be in violation of Section 402 of the Sarbanes-Oxley Act; provided, however, that the aggregate principal amount of all loans and advances permitted pursuant to this clause (g) shall not exceed $10,000,000 at any time;

(h) Obligations in respect of guarantees permitted by Section 7.1;

(i) Investments in any Person that becomes a Credit Party or a Qualified Restricted Subsidiary or in any assets that are acquired by a Credit Party or a Qualified Restricted Subsidiary, in each case, in connection with any Permitted Acquisition consummated after the Closing Date; provided, however, that at the date of, and after giving effect to any such Investment made pursuant to this clause (i), the Parent would be in compliance with the Consolidated Coverage Test for the most recently ended Test Period, determined on a Pro Forma Basis, and provided further, that, (A) the fair market value (determined in good faith by the Borrower) of such Investments (or portion thereof) in Persons that become Loan Parties or in assets that are acquired by Loan Parties shall not exceed $500,000,000 in the aggregate, except for any such Investment to the extent the consideration for which consists of Qualified

Capital Stock of the Parent and (B) the fair market value (determined in good faith by the Borrower) of such Investments (or portion thereof) in Persons that become Qualified Restricted Subsidiaries or in assets that are acquired by Qualified Restricted Subsidiaries shall not, together with all such Investments permitted pursuant to clause (e)(v) above, exceed $250,000,000 in the aggregate (it being understood that additional Investments in connection with Permitted Acquisitions, including Investments in Restricted Subsidiaries that are not Loan Parties or Qualified Restricted Subsidiaries, may be made in reliance on clause (j) below);

(j) Investments in an amount not to exceed at the date of, and after giving effect to such Investment, the sum of (i) the greater of (a) $75,000,000 and (b) 2.5% of the Total Assets of the Borrower and the Restricted Subsidiaries taken as a whole at such time and (ii) the Applicable Amount in the aggregate at any time outstanding; provided, that Availability after giving effect to such Investment is at least $50,000,000; and

(k) Investments permitted by Section 7.1(o).

7.11 Transactions with Affiliates. Other than as set forth on Schedule 7.11, the Parent shall not, nor shall it permit Borrower or any Restricted Subsidiary to effect any transaction with any of its respective Affiliates that is not a Restricted Subsidiary on a basis less favorable to the Borrower or such Restricted Subsidiary than would at the time be obtainable for a comparable transaction in arms-length dealing with an unrelated third party.

7.12 Use of Proceeds. Use the proceeds of the Advances for any purpose other than (a) on the Closing Date, to pay transactional fees, costs, and expenses incurred in connection with this Agreement, the other Loan Documents, and the transactions contemplated hereby and thereby, and (b) thereafter, consistent with the terms and conditions hereof, for its lawful and permitted purposes.

7.13 Limitations on Restrictions on Subsidiary Distributions; No New Negative Pledge

Except pursuant to the Loan Documents and any agreements governing Purchase Money Indebtedness or Capital Lease Obligations permitted by Section 7.1(l) (in the case of agreements permitted by such clause, any prohibition or limitation shall only be effective against the assets financed thereby), the Parent shall not, and shall not permit the Borrower or any of the Restricted Subsidiaries to, (a) agree to enter into or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of such Restricted Subsidiary to pay dividends or make any other distribution or transfer of funds or assets or make loans or advances to or other Investments in, or pay any Indebtedness owed to, the Borrower or any other Restricted Subsidiary or (b) enter into or suffer to exist or become effective any agreement prohibiting or limiting the ability of any Restricted Subsidiary, other than customary provisions in Joint Venture agreements and other similar agreements relating solely to the securities, assets and revenues of such Joint

Venture, to create, incur, assume or suffer to exist any Lien upon any of its property, assets or revenues, whether now owned or hereafter acquired, to secure the Obligations, including any agreement requiring any other Indebtedness or Contractual Obligation to be equally and ratably secured with the Obligations.

7.14 Modification of Governing Documents

The Parent shall not, nor shall it permit any Restricted Subsidiary to, change its capital structure (including in the terms of its outstanding Stock) or otherwise amend its Governing Documents, except for changes and amendments that do not materially affect the rights and privileges of any Restricted Subsidiary and do not materially affect the interests of the Secured Parties under the Loan Documents or in the Collateral.

7.15 Modification of Related Documents.

Alter, rescind, terminate, amend, supplement, waive or otherwise modify any provision of any Related Document (except for modifications that do not materially affect the rights and privileges of any Restricted Subsidiary under such Related Document and that do not materially affect the interests of the Secured Parties (as defined in the Pledge and Security Agreement) under the Loan Documents or in the Collateral).

7.16 Sales and Lease-Backs. Directly or indirectly, enter into or become liable as lessee or as a guarantor or other surety with respect to any lease of any property (whether real, personal or mixed), whether now owned or hereafter acquired (a “Sale-Leaseback”), which such Credit Party (a) has sold or transferred or is to sell or transfer to any other Person (other than a Credit Party), or (b) intends to use for substantially the same purpose as any other property which has been or is to be sold or transferred by such Credit Party to any Person (other than another Credit Party) in connection with such lease; provided, however that a Credit Party may enter into Sale-Leasebacks not involving the Collateral at market rates and subject to compliance with Section 7.3(b)(iv) provided that the aggregate amount of such Sale-Leasebacks since the Closing Date shall not exceed $30,000,000 (“Permitted Sale-Leasebacks”). For the avoidance of doubt, Sale-Leasebacks that result in Capital Leases shall be treated as Indebtedness for all purposes of this Agreement.

7.17 Minimum Fixed Charge Coverage Ratio

At any time that a Triggering Period has occurred and is continuing, Parent and its Restricted Subsidiaries shall have on a consolidated basis at the end of each fiscal month, a Consolidated Fixed Charge Coverage Ratio for the 12-month period then ended of not less than 1.0:1.0.

7.18 No Speculative Transactions

The Parent shall not, nor shall it permit any Restricted Subsidiary to, engage in any speculative transaction or in any transaction involving Hedge Agreements except for the

sole purpose of hedging in the normal course of business and consistent with industry practices; provided, for the avoidance of doubt, the provisions of this Section 7.18 shall not apply to (a) any note hedge transaction entered into in connection with the issuance of any Qualified Refinancing Indebtedness or (b) any warrant transaction entered into concurrently with any note hedge transaction described in clause (a) above.

EVENTS OF DEFAULT.

Any one or more of the following events shall constitute an event of default (each, an “Event of Default”) under this Agreement:

8.1 If Borrower fails to pay (a) when due any installment of principal of any Obligations, whether at stated maturity, by acceleration or otherwise, (b) when due any amount payable to Issuing Lender in reimbursement of any drawing under a Letter of Credit; or (c) any interest on any Obligations or any fee or any other amount due with respect to the Obligations within three (3) Business Days after the date due;

8.2 If Borrower:

(a) fails to perform, keep, or observe any term, provision, condition, covenant, or agreement contained in Sections 6.7(a), 6.11, and 7.1 through 7.18 of this Agreement;

(b) fails or neglects to perform, keep, or otherwise observe any term, provision, condition, covenant, or agreement contained in Sections 2.7(b), 2.7(g), 2.7(h), 2.7(i), 6.2 or 6.9 of this Agreement and such failure continues for a period of 15 days; or

(c) fails or neglects to perform, keep, or observe any other term, provision, condition, covenant, or agreement contained in this Agreement, or in any of the other Loan Documents (giving effect to any grace periods, cure periods, or required notices, if any, expressly provided for in such Loan Documents), in each case, other than any such term, provision, covenant, or agreement that is the subject of another provision of this Section 8 (in which event such other provision of this Section 8 shall govern), and such failure continues for a period of 30 days from the earlier of (a) a Responsible Officer of the Borrower becoming aware of such failure or (b) notice thereof from Agent or a Lender;

8.3 If any money judgment, writ or warrant of attachment or similar process involving individually or in the aggregate, an amount in excess of $25,000,000 to the extent not adequately covered by insurance shall be entered or filed against the Borrower, the Parent or any of the Restricted Subsidiaries or any of their respective assets and shall remain unpaid, undischarged, unvacated, unbonded or unstayed for a period of sixty (60) days;

8.4 If an Insolvency Proceeding is commenced by Borrower, Parent or any of the Restricted Subsidiaries or Borrower admits in writing its inability to, or is generally unable to, pay its debts as such debts become due;

8.5 If an Insolvency Proceeding is commenced against Borrower, Parent, or any Restricted Subsidiary, and any of the following events occur: (a) Borrower, Parent or such Restricted Subsidiary consents to the institution of such Insolvency Proceeding against it, (b) the petition commencing the Insolvency Proceeding is not timely controverted; provided, however, that, during the pendency of such period, each member of the Lender Group shall be relieved of its obligations to extend credit hereunder, (c) the petition commencing the Insolvency Proceeding is not dismissed within 60 calendar days of the date of the filing thereof; provided, however, that, during the pendency of such period, each member of the Lender Group shall be relieved of its obligations to extend credit hereunder, (d) an interim trustee is appointed to take possession of all or any substantial portion of the properties or assets of, or to operate all or any substantial portion of the business of, Borrower, Parent or any Restricted Subsidiary, or (e) an order for relief shall have been entered therein;

8.6 If there is a default in one or more agreements to which Borrower, Parent, or any Restricted Subsidiary is a party relative to Indebtedness of the Borrower, Parent, or any Restricted Subsidiary having a principal amount in excess of $25,000,000, or more, and such default (a) occurs at the final maturity of the obligations thereunder, or (b) results in a right by the other party thereto, irrespective of whether exercised, to accelerate the maturity of the obligations of the Borrower, Parent, or any Restricted Subsidiary thereunder or to terminate such agreement;

8.7 If any material misstatement or misrepresentation exists now or hereafter in any warranty, representation, statement, or Record made to the Lender Group by any Credit Party, or any officer, employee, agent, or director of any Credit Party;

8.8 If this Agreement or any other Loan Document that purports to create a Lien, shall, for any reason, fail or cease to create a valid and perfected and, except to the extent permitted by the terms hereof or thereof, first priority Lien on or security interest in the Collateral covered hereby or thereby; or

8.9 Any provision of any Loan Document shall at any time for any reason be declared to be null and void, or the validity or enforceability thereof shall be contested by Borrower, Parent, or any Restricted Subsidiary, or a proceeding shall be commenced by Borrower, Parent, or any Restricted Subsidiary, or by any Governmental Authority having jurisdiction over Borrower, Parent, or any Restricted Subsidiary, seeking to establish the invalidity or unenforceability thereof, or Borrower, Parent, or any Restricted Subsidiary shall deny that it has any liability or obligation purported to be created under any Loan Document.

THE LENDER GROUP’S RIGHTS AND REMEDIES.

9.1 Rights and Remedies. Upon the occurrence, and during the continuation, of an Event of Default, the Required Lenders (at their election but without notice of their election and without demand) may authorize and instruct Agent to do any one or more of the following on behalf of the Lender Group (and Agent, acting upon the instructions of the Required Lenders, shall do the same on behalf of the Lender Group), all of which are authorized by each Credit Party:

(a) Declare all Obligations (or any portion thereof), whether evidenced by this Agreement, by any of the other Loan Documents, or otherwise, immediately due and payable;

(b) Cease (or restrict) advancing money or extending credit to or for the benefit of Borrower under this Agreement, under any of the Loan Documents, or under any other agreement between Borrower and the Lender Group;

(c) Upon notice to Borrower (except with respect to an Event of Default under Sections 8.4 or 8.5, in which case no notice shall be required), terminate this Agreement and any of the other Loan Documents as to any future liability or obligation of the Lender Group, but without affecting any of the Agent’s Liens in the Collateral and without affecting the Obligations;

(d) Settle or adjust disputes and claims directly with any Credit Party’s Account Debtors for amounts and upon terms which Agent considers advisable, and in such cases, Agent will credit Borrower’s Loan Account with only the net amounts received by Agent in payment of such disputed Accounts after deducting all Lender Group Expenses incurred or expended in connection therewith;

(e) Cause any Credit Party to hold all of its returned Inventory in trust for the Lender Group and segregate all such Inventory from all other assets of such Credit Party or in such Credit Party’s possession;

(f) Without notice to or demand upon any Credit Party, make such payments and do such acts as Agent considers necessary or reasonable to protect its security interests in the Collateral. Each Credit Party agrees to assemble the Collateral if Agent so requires, and to make the Collateral available to Agent at a place that Agent may designate which is reasonably convenient to both parties. Each Credit Party authorizes Agent to enter the premises where the Collateral is located, to take and maintain possession of the Collateral, or any part of it, and to pay, purchase, contest, or compromise any Lien that in Agent’s determination appears to conflict with the Agent’s Liens in and to the Collateral and to pay all expenses incurred in connection therewith and to charge Borrower’s Loan Account therefor. With respect to any of any Credit Party’s owned or leased premises, each Credit Party hereby grants Agent a license to enter into possession of such premises and to occupy the same, without charge, in order

to exercise any of the Lender Group’s rights or remedies provided herein, at law, in equity, or otherwise;

(g) Without notice to any Credit Party (such notice being expressly waived), and without constituting an acceptance of any collateral in full or partial satisfaction of an obligation (within the meaning of the Code), set off and apply to the Obligations any and all (i) balances and deposits of any Credit Party held by the Lender Group (including any amounts received in the Cash Management Accounts), or (ii) Indebtedness at any time owing to or for the credit or the account of any Credit Party held by the Lender Group;

(h) Hold, as cash collateral, any and all balances and deposits of any Credit Party held by the Lender Group, and any amounts received in the Cash Management Accounts, to secure the full and final repayment of all of the Obligations;

(i) Ship, reclaim, recover, store, finish, maintain, repair, prepare for sale, advertise for sale, and sell (in the manner provided for herein) the Collateral. Each Credit Party hereby grants to Agent a non-exclusive license or other right to use, without charge, such Credit Party’s instruments and General Intangibles, including, without limitation, labels, patents, copyrights, trade secrets, trade names, trademarks, service marks, and advertising matter, merchandising systems, inventory locations, fixed assets or any property of a similar nature, as it pertains to the Collateral, in completing production of, advertising for sale, and selling any Collateral and such Credit Party’s rights under all licenses and all franchise agreements shall inure to the Lender Group’s benefit;

(j) Sell the Collateral at either a public or private sale, or both, by way of one or more contracts or transactions, for cash or on terms, in such manner and at such places (including any Credit Party’s premises) as Agent determines is commercially reasonable. It is not necessary that the Collateral be present at any such sale;

(k) Agent shall give notice of the disposition of the Collateral as follows:

(i) Agent shall give Borrower on behalf of the Credit Parties, a notice in writing of the time and place of public sale, or, if the sale is a private sale or some other disposition other than a public sale is to be made of the Collateral, the time on or after which the private sale or other disposition is to be made; and

(ii) The notice shall be personally delivered or mailed, postage prepaid, to Borrower as provided in Section 12, at least 10 days before the earliest time of disposition set forth in the notice; no notice needs to be given prior to the disposition of any portion of the Collateral that is perishable or

threatens to decline speedily in value or that is of a type customarily sold on a recognized market;

(l) Agent, on behalf of the Lender Group, may credit bid and purchase at any public sale;

(m) Agent may seek the appointment of a receiver or keeper to take possession of all or any portion of the Collateral or to operate same and, to the maximum extent permitted by law, may seek the appointment of such a receiver without the requirement of prior notice or a hearing; and

(n) The Lender Group shall have all other rights and remedies available at law or in equity or pursuant to any other Loan Document.

; provided, however, that upon the occurrence of any Event of Default described in Section 8.4 or Section 8.5, in addition to the remedies set forth above, without any notice to any Credit Party or any other Person or any act by the Lender Group, the Commitments shall automatically terminate and the Obligations then outstanding, together with all accrued and unpaid interest thereon and all fees and all other amounts due under this Agreement and the other Loan Documents, shall automatically and immediately become due and payable, without presentment, demand, protest, or notice of any kind, all of which are expressly waived by each Credit Party.

9.2 Remedies Cumulative. The rights and remedies of the Lender Group under this Agreement, the other Loan Documents, and all other agreements shall be cumulative. The Lender Group shall have all other rights and remedies not inconsistent herewith as provided under the Code, by law, or in equity. No exercise by the Lender Group of one right or remedy shall be deemed an election, and no waiver by the Lender Group of any Event of Default shall be deemed a continuing waiver. No delay by the Lender Group shall constitute a waiver, election, or acquiescence by it.

10.

TAXES AND EXPENSES.

If any Credit Party fails to pay any monies (whether taxes, assessments, insurance premiums, or, in the case of leased properties or assets, rents or other amounts payable under such leases) due to third Persons, or fails to make any deposits or furnish any required proof of payment or deposit, all as required under the terms of this Agreement, then, Agent, in its sole discretion and without prior notice to Borrower, may do any or all of the following: (a) make payment of the same or any part thereof, (b) set up such Reserves in Borrower’s Loan Account as Agent deems necessary to protect the Lender Group from the exposure created by such failure, or (c) in the case of the failure to comply with Section 6.7 hereof, obtain and maintain insurance policies of the type described in Section 6.7 and take any action with respect to such policies as Agent deems prudent. Any such amounts paid by Agent shall constitute Lender Group Expenses and any such payments shall not constitute an agreement by the Lender Group to make similar payments in the future or a waiver by the

Lender Group of any Event of Default under this Agreement. Agent need not inquire as to, or contest the validity of, any such expense, tax, or Lien and the receipt of the usual official notice for the payment thereof shall be conclusive evidence that the same was validly due and owing.

11.

WAIVERS; INDEMNIFICATION.

11.1 Demand; Protest; etc. Each Credit Party waives demand, protest, notice of protest, notice of default or dishonor, notice of payment and nonpayment, nonpayment at maturity, release, compromise, settlement, extension, or renewal of documents, instruments, chattel paper, and guarantees at any time held by the Lender Group on which each such Credit Party may in any way be liable.

11.2 The Lender Group’s Liability for Collateral. Each Credit Party hereby agrees that: (a) so long as Agent complies with its obligations, if any, under the Code, the Lender Group shall not in any way or manner be liable or responsible for: (i) the safekeeping of the Collateral, (ii) any loss or damage thereto occurring or arising in any manner or fashion from any cause, (iii) any diminution in the value thereof, or (iv) any act or default of any carrier, warehouseman, bailee, forwarding agency, or other Person, and (b) all risk of loss, damage, or destruction of the Collateral shall be borne by the Credit Parties.

11.3 Indemnification. Each Credit Party shall jointly and severally pay, indemnify, defend, and hold the Agent-Related Persons, the Lender-Related Persons, and each Participant (each, an “Indemnified Person”) harmless (to the fullest extent permitted by law) from and against any and all claims, demands, suits, actions, investigations, proceedings, and damages, and all reasonable attorneys fees and disbursements and other costs and expenses actually incurred in connection therewith (as and when they are incurred and irrespective of whether suit is brought), at any time asserted against, imposed upon, or incurred by any of them (a) in connection with or as a result of or related to the execution, delivery, enforcement, performance, or administration (including any restructuring or workout with respect hereto) of this Agreement, any of the other Loan Documents, or the transactions contemplated hereby or thereby or the monitoring of each Credit Party’s compliance with the terms of the Loan Documents, and (b) with respect to any investigation, litigation, or proceeding related to this Agreement, any other Loan Document, or the use of the proceeds of the credit provided hereunder (irrespective of whether any Indemnified Person is a party thereto), or any act, omission, event, or circumstance in any manner related thereto (all the foregoing, collectively, the “Indemnified Liabilities”). The foregoing to the contrary notwithstanding, no Credit Party shall have any obligation to any Indemnified Person under this Section 11.3 with respect to any Indemnified Liability that a court of competent jurisdiction finally determines to have resulted from the gross negligence (as opposed to negligence) or willful misconduct of such Indemnified Person. This provision shall survive the termination of this Agreement and the repayment of the Obligations. If any Indemnified Person makes any payment to any other Indemnified Person with respect to an Indemnified Liability as to which any Credit Party was required to indemnify the

Indemnified Person receiving such payment, the Indemnified Person making such payment is entitled to be indemnified and reimbursed by such Credit Party with respect thereto.

12.

NOTICES.

Unless otherwise provided in this Agreement, all notices or demands by the Credit Parties or Agent to the other relating to this Agreement or any other Loan Document shall be in writing and (except for financial statements and other informational documents which may be sent by first-class mail, postage prepaid) shall be personally delivered or sent by registered or certified mail (postage prepaid, return receipt requested), overnight courier, electronic mail (at such email addresses as Borrower or Agent, as applicable, may designate to each other in accordance herewith), or telefacsimile to the Credit Parties or Agent, as the case may be, at its address set forth below:


If to any Credit Party:		COLLECTIVE BRANDS FINANCE, INC.
		3231 Southeast Sixth Avenue
		Topeka, Kansas 66607-2207
		Attn: General Counsel
		Fax No. (785) 368-7524

With a copy to:		SULLIVAN & CROMWELL LLP
		1888 Century Park East, 21^st Floor
		Los Angeles, California 90067
		Attn: Hydee Feldstein
		Fax No. (310) 712-8800

If to Agent:		WELLS FARGO RETAIL FINANCE, LLC
		One Boston Place, 18th Floor
		Boston, Massachusetts, 02108
		Attn: Jennifer Cann
		Fax No. (617) 523-4032

With a copy to:		WINSTON & STRAWN LLP
		35 West Wacker Drive
		Chicago, Illinois 60601
		Attn: Matthew D. O’Meara
		Fax No. (312) 558-7500

Agent and any Credit Party may change the address at which they are to receive notices hereunder, by notice in writing in the foregoing manner given to the other party. All notices or demands sent in accordance with this Section 12, other than notices by Agent in

connection with enforcement rights against the Collateral under the provisions of the Code, shall be deemed received on the earlier of the date of actual receipt or 3 Business Days after the deposit thereof in the mail. Each Credit Party acknowledges and agrees that notices sent by the Lender Group in connection with the exercise of enforcement rights against Collateral under the provisions of the Code shall be deemed sent when deposited in the mail or personally delivered, or, where permitted by law, transmitted by telefacsimile or any other method set forth above.

13.

CHOICE OF LAW AND VENUE; JURY TRIAL WAIVER.

(a) THE VALIDITY OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS (UNLESS EXPRESSLY PROVIDED TO THE CONTRARY IN ANOTHER LOAN DOCUMENT IN RESPECT OF SUCH OTHER LOAN DOCUMENT), THE CONSTRUCTION, INTERPRETATION, AND ENFORCEMENT HEREOF AND THEREOF, AND THE RIGHTS OF THE PARTIES HERETO AND THERETO WITH RESPECT TO ALL MATTERS ARISING HEREUNDER OR THEREUNDER OR RELATED HERETO OR THERETO SHALL BE DETERMINED UNDER, GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

(b) THE PARTIES AGREE THAT ALL ACTIONS OR PROCEEDINGS ARISING IN CONNECTION WITH THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS SHALL BE TRIED AND LITIGATED ONLY IN THE STATE AND FEDERAL COURTS LOCATED IN NEW YORK COUNTY IN THE STATE OF NEW YORK, PROVIDED, HOWEVER, THAT ANY SUIT SEEKING ENFORCEMENT AGAINST ANY COLLATERAL OR OTHER PROPERTY MAY BE BROUGHT, AT AGENT’S OPTION, IN THE COURTS OF ANY JURISDICTION WHERE AGENT ELECTS TO BRING SUCH ACTION OR WHERE SUCH COLLATERAL OR OTHER PROPERTY MAY BE FOUND. EACH OF THE CREDIT PARTIES AND THE LENDER GROUP WAIVE, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, ANY RIGHT EACH MAY HAVE TO ASSERT THE DOCTRINE OF FORUM NON CONVENIENS OR TO OBJECT TO VENUE TO THE EXTENT ANY PROCEEDING IS BROUGHT IN ACCORDANCE WITH THIS SECTION 13(b).

(c) EACH OF THE CREDIT PARTIES AND THE LENDER GROUP HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF ANY OF THE LOAN DOCUMENTS OR ANY OF THE TRANSACTIONS CONTEMPLATED THEREIN, INCLUDING CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW OR STATUTORY CLAIMS. EACH OF THE CREDIT PARTIES AND THE LENDER GROUP REPRESENT THAT EACH HAS REVIEWED THIS WAIVER AND EACH KNOWINGLY AND VOLUNTARILY WAIVES ITS

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JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL COUNSEL. IN THE EVENT OF LITIGATION, A COPY OF THIS AGREEMENT MAY BE FILED AS A WRITTEN CONSENT TO A TRIAL BY THE COURT.

14.

ASSIGNMENTS AND PARTICIPATIONS; SUCCESSORS.

14.1 Assignments and Participations.

(a) Any Lender may assign and delegate to one or more assignees (each an “Assignee”) that are Eligible Transferees all, or any ratable part of all, of the Obligations, the Commitments and the other rights and obligations of such Lender hereunder and under the other Loan Documents, in a minimum amount of $5,000,000; provided, however, that Borrower and Agent may continue to deal solely and directly with such Lender in connection with the interest so assigned to an Assignee until (i) written notice of such assignment, together with payment instructions, addresses, and related information with respect to the Assignee, have been given to Borrower and Agent by such Lender and the Assignee, (ii) such Lender and its Assignee have delivered to Borrower and Agent an Assignment and Acceptance, and (iii) the assignor Lender or Assignee has paid to Agent for Agent’s separate account a processing fee in the amount of $5,000. Anything contained herein to the contrary notwithstanding, the payment of any fees shall not be required and the Assignee need not be an Eligible Transferee if such assignment is in connection with any merger, consolidation, sale, transfer, or other disposition of all or any substantial portion of the business or loan portfolio of the assigning Lender.

(b) From and after the date that Agent notifies the assignor Lender (with a copy to Borrower) that it has received an executed Assignment and Acceptance and payment of the above-referenced processing fee, (i) the Assignee thereunder shall be a party hereto and, to the extent that rights and obligations hereunder have been assigned to it pursuant to such Assignment and Acceptance, shall have the rights and obligations of a Lender under the Loan Documents, and (ii) the assignor Lender shall, to the extent that rights and obligations hereunder and under the other Loan Documents have been assigned by it pursuant to such Assignment and Acceptance, relinquish its rights (except with respect to Section 11.3 hereof) and be released from any future obligations under this Agreement (and in the case of an Assignment and Acceptance covering all or the remaining portion of an assigning Lender’s rights and obligations under this Agreement and the other Loan Documents, such Lender shall cease to be a party hereto and thereto), and such assignment shall effect a novation between Borrower and the Assignee; provided, however, that nothing contained herein shall release any assigning Lender from obligations that survive the termination of this Agreement, including such assigning Lender’s obligations under Article 16 and Section 17.8 of this Agreement.

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(c) By executing and delivering an Assignment and Acceptance, the assigning Lender thereunder and the Assignee thereunder confirm to and agree with each other and the other parties hereto as follows: (1) other than as provided in such Assignment and Acceptance, such assigning Lender makes no representation or warranty and assumes no responsibility with respect to any statements, warranties or representations made in or in connection with this Agreement or the execution, legality, validity, enforceability, genuineness, sufficiency or value of this Agreement or any other Loan Document furnished pursuant hereto, (2) such assigning Lender makes no representation or warranty and assumes no responsibility with respect to the financial condition of Borrower or the performance or observance by Borrower of any of its obligations under this Agreement or any other Loan Document furnished pursuant hereto, (3) such Assignee confirms that it has received a copy of this Agreement, together with such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into such Assignment and Acceptance, (4) such Assignee will, independently and without reliance upon Agent, such assigning Lender or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under this Agreement, (5) such Assignee appoints and authorizes Agent to take such actions and to exercise such powers under this Agreement as are delegated to Agent, by the terms hereof, together with such powers as are reasonably incidental thereto, and (6) such Assignee agrees that it will perform all of the obligations which by the terms of this Agreement are required to be performed by it as a Lender.

(d) Immediately upon Agent’s receipt of the required processing fee payment and the fully executed Assignment and Acceptance, this Agreement shall be deemed to be amended to the extent, but only to the extent, necessary to reflect the addition of the Assignee and the resulting adjustment of the Commitments arising therefrom. The Commitment allocated to each Assignee shall reduce such Commitments of the assigning Lender pro tanto.

(e) Any Lender may at any time, with the written consent of Agent, sell to one or more commercial banks, financial institutions, or other Persons not Affiliates of such Lender (a “Participant”) participating interests in its Obligations, the Commitment, and the other rights and interests of that Lender (the “Originating Lender”) hereunder and under the other Loan Documents (provided that no written consent of Agent shall be required in connection with any sale of any such participating interests by a Lender to an Eligible Transferee); provided, however, that (i) the Originating Lender shall remain a “Lender” for all purposes of this Agreement and the other Loan Documents and the Participant receiving the participating interest in the Obligations, the Commitments, and the other rights and interests of the Originating Lender hereunder shall not constitute a “Lender” hereunder or under the other Loan Documents and the Originating Lender’s obligations under this Agreement shall remain unchanged, (ii) the Originating Lender shall remain solely responsible for the

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performance of such obligations, (iii) Borrower, Agent, and the Lenders shall continue to deal solely and directly with the Originating Lender in connection with the Originating Lender’s rights and obligations under this Agreement and the other Loan Documents, (iv) no Lender shall transfer or grant any participating interest under which the Participant has the right to approve any amendment to, or any consent or waiver with respect to, this Agreement or any other Loan Document, except to the extent such amendment to, or consent or waiver with respect to this Agreement or of any other Loan Document would (A) extend the final maturity date of the Obligations hereunder in which such Participant is participating, (B) reduce the interest rate applicable to the Obligations hereunder in which such Participant is participating, (C) release all or substantially all of the Collateral or guaranties (except to the extent expressly provided herein or in any of the Loan Documents) supporting the Obligations hereunder in which such Participant is participating, (D) postpone the payment of, or reduce the amount of, the interest or fees payable to such Participant through such Lender, or (E) change the amount or due dates of scheduled principal repayments or prepayments or premiums, and (v) all amounts payable by Borrower hereunder shall be determined as if such Lender had not sold such participation, except that, if amounts outstanding under this Agreement are due and unpaid, or shall have been declared or shall have become due and payable upon the occurrence of an Event of Default, each Participant shall be deemed to have the right of set-off in respect of its participating interest in amounts owing under this Agreement to the same extent as if the amount of its participating interest were owing directly to it as a Lender under this Agreement. The rights of any Participant only shall be derivative through the Originating Lender with whom such Participant participates and no Participant shall have any rights under this Agreement or the other Loan Documents or any direct rights as to the other Lenders, Agent, Borrower, the Collections of any Credit Party, the Collateral, or otherwise in respect of the Obligations. No Participant shall have the right to participate directly in the making of decisions by the Lenders among themselves. Notwithstanding the foregoing, for purposes of Section 16.11, a Participant shall be treated as a Lender that is an assignee of the Originating Lender.

(f) In connection with any such assignment or participation or proposed assignment or participation, a Lender may, subject to the provisions of Section 18.8, disclose all documents and information which it now or hereafter may have relating to Borrower and its Subsidiaries and their respective businesses.

(g) Any other provision in this Agreement notwithstanding, any Lender may at any time create a security interest in, or pledge, all or any portion of its rights under and interest in this Agreement, including without limitation, in favor of any Federal Reserve Bank in accordance with Regulation A of the Federal Reserve Bank or U.S. Treasury Regulation 31 CFR §203.24 (and such Federal Reserve Bank may enforce such pledge or security interest in any manner permitted under applicable law).

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(h) Agent, acting solely for this purpose as an agent of Borrower, shall maintain at one of its offices in the United States a copy of each Assignment and Acceptance delivered to it and a register for the recordation of the names and addresses of each Lender, and the Revolving Commitments of, and principal amount of the Advances owing to, such Lender pursuant to the terms hereof. The entries in such register shall be conclusive, and Borrower, Agent and Lenders may treat each Person whose name is recorded therein pursuant to the terms hereof as a Lender hereunder for all purposes of this Agreement, notwithstanding notice to the contrary. Such register shall be available for inspection by Borrower and any Lender, at any reasonable time upon reasonable prior notice to Agent.

14.2 Successors. This Agreement shall bind and inure to the benefit of the respective successors and assigns of each of the parties; provided, however, that no Credit Party may assign this Agreement or any rights or duties hereunder without the Lenders’ prior written consent and any prohibited assignment shall be absolutely void ab initio. No consent to assignment by the Lenders shall release any Credit Party from its Obligations. A Lender may assign this Agreement and the other Loan Documents and its rights and duties hereunder and thereunder pursuant to Section 14.1 hereof and, except as expressly required pursuant to Section 14.1 hereof, no consent or approval by any Credit Party is required in connection with any such assignment.

15.

AMENDMENTS; WAIVERS.

15.1 Amendments and Waivers. No amendment or waiver of any provision of this Agreement or any other Loan Document, and no consent with respect to any departure by any Credit Party therefrom, shall be effective unless the same shall be in writing and signed by the Required Lenders (or by Agent at the written request of the Required Lenders) and each Credit Party and then any such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given; provided, however, that no such waiver, amendment, or consent shall, unless in writing and signed by all of the Lenders affected thereby and each Credit Party, do any of the following:

(a) increase or extend any Commitment of any Lender,

(b) postpone or delay any date fixed by this Agreement or any other Loan Document for any payment of principal, interest, fees, or other amounts due hereunder or under any other Loan Document,

(c) reduce the principal of, or the rate of interest on, any loan or other extension of credit hereunder, or reduce any fees or other amounts payable hereunder or under any other Loan Document,

(d) change the percentage of the Commitments that is required to take any action hereunder,

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(e) amend or modify this Section or any provision of the Agreement providing for consent or other action by all Lenders,

(f) release the Collateral other than as permitted by Section 16.12,

(g) change the definition of “Required Lenders” or “Pro Rata Share”,

(h) contractually subordinate any of the Agent’s Liens other than with respect to a release of the Collateral otherwise permitted by Section 16.12,

(i) release any Credit Party from any obligation for the payment of money, other than, with respect to any Credit Party other than the Parent, Borrower or Payless Missouri, as would be permitted with respect to a release of the Collateral permitted by Section 16.12, or

(j) change the definition of Borrowing Base or the definitions of Eligible Accounts, Eligible Inventory, Eligible In-Transit Inventory, Eligible Landed Inventory, Maximum Revolver Amount, or change Section 2.1(b) (provided that Agent’s establishment and adjustment of the Reserves as permitted by Section 2.1(b) shall not be considered a change for purposes of this Section 15.1(j)),

(k) amend any of the provisions of Section 16, or

(l) amend Section 7.14,

and, provided further, however, that no amendment, waiver or consent shall, unless in writing and signed by Agent, Issuing Lender, or Swing Lender, as applicable, affect the rights or duties of Agent, Issuing Lender, or Swing Lender, as applicable, under this Agreement or any other Loan Document. The foregoing notwithstanding, any amendment, modification, waiver, consent, termination, or release of, or with respect to, any provision of this Agreement or any other Loan Document that relates only to the relationship of the Lender Group among themselves, and that does not affect the rights or obligations of any Credit Party, shall not require consent by or the agreement of such Credit Party. For purposes of clarification, other than as required by Section 2.2, no Lender consent will be required with respect to the Revolver Increase (other than the requirement for any individual Lender to increase its Commitment hereunder).

15.2 Replacement of Holdout Lender.

(a) (i) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Lenders, and a Lender fails to give its consent, authorization, or agreement or (ii) if any Lender gives notice to Borrower pursuant to Section 2.14 (in each case, a “Holdout Lender”), then Borrower or Agent, upon at least 5 Business Days prior irrevocable notice to the

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Holdout Lender, may permanently replace the Holdout Lender with one or more substitute Lenders (each, a “Replacement Lender”), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

(b) Prior to the effective date of such replacement, the Holdout Lender and each Replacement Lender shall execute and deliver an Assignment and Acceptance, subject only to the Holdout Lender being repaid its share of the outstanding Obligations (including an assumption of its Pro Rata Share of the Risk Participation Liability) without any premium or penalty of any kind whatsoever. If the Holdout Lender shall refuse or fail to execute and deliver any such Assignment and Acceptance prior to the effective date of such replacement, the Holdout Lender shall be deemed to have executed and delivered such Assignment and Acceptance. The replacement of any Holdout Lender shall be made in accordance with the terms of Section 14.1. Until such time as the Replacement Lenders shall have acquired all of the Obligations, the Commitments, and the other rights and obligations of the Holdout Lender hereunder and under the other Loan Documents, the Holdout Lender shall remain obligated to make the Holdout Lender’s Pro Rata Share of Advances and to purchase a participation in each Letter of Credit, in an amount equal to its Pro Rata Share of the Risk Participation Liability of such Letter of Credit.

15.3 No Waivers; Cumulative Remedies. No failure by Agent or any Lender to exercise any right, remedy, or option under this Agreement or any other Loan Document, or delay by Agent or any Lender in exercising the same, will operate as a waiver thereof. No waiver by Agent or any Lender will be effective unless it is in writing, and then only to the extent specifically stated. No waiver by Agent or any Lender on any occasion shall affect or diminish Agent’s and each Lender’s rights thereafter to require strict performance by each Credit Party of any provision of this Agreement. Agent’s and each Lender’s rights under this Agreement and the other Loan Documents will be cumulative and not exclusive of any other right or remedy that Agent or any Lender may have.

16.

AGENT; THE LENDER GROUP.

16.1 Appointment and Authorization of Agent. Each Lender hereby designates and appoints WFRF as its representative under this Agreement and the other Loan Documents and each Lender hereby irrevocably authorizes Agent to execute and deliver each of the other Loan Documents on its behalf and to take such other action on its behalf under the provisions of this Agreement and each other Loan Document and to exercise such powers and perform such duties as are expressly delegated to Agent by the terms of this Agreement or any other Loan Document, together with such powers as are reasonably incidental thereto. Agent agrees to act as such on the express conditions contained in this Section 16. The provisions of this Section 16 (other than Section 16.11 and the release provisions in Section 16.12) are solely for the benefit of Agent, and the Lenders, and the Credit Parties shall have

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no rights as a third party beneficiary of any of the provisions contained herein. Any provision to the contrary contained elsewhere in this Agreement or in any other Loan Document notwithstanding, Agent shall not have any duties or responsibilities, except those expressly set forth herein, nor shall Agent have or be deemed to have any fiduciary relationship with any Lender, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into this Agreement or any other Loan Document or otherwise exist against Agent; it being expressly understood and agreed that the use of the word “Agent” is for convenience only, that WFRF is merely the representative of the Lenders, and only has the contractual duties set forth herein. Except as expressly otherwise provided in this Agreement, Agent shall have and may use its sole discretion with respect to exercising or refraining from exercising any discretionary rights or taking or refraining from taking any actions that Agent expressly is entitled to take or assert under or pursuant to this Agreement and the other Loan Documents. Without limiting the generality of the foregoing, or of any other provision of the Loan Documents that provides rights or powers to Agent, Lenders agree that Agent shall have the right to exercise the following powers as long as this Agreement remains in effect: (a) maintain, in accordance with its customary business practices, ledgers and records reflecting the status of the Obligations, the Collateral, the Collections of each Credit Party, and related matters, (b) execute or file any and all financing or similar statements or notices, amendments, renewals, supplements, documents, instruments, proofs of claim, notices and other written agreements with respect to the Loan Documents, (c) make Advances, for itself or on behalf of Lenders as provided in the Loan Documents, (d) exclusively receive, apply, and distribute the Collections of each Credit Party as provided in the Loan Documents, (e) open and maintain such bank accounts and cash management arrangements as Agent deems necessary and appropriate in accordance with the Loan Documents for the foregoing purposes with respect to the Collateral and the Collections of each Credit Party, (f) perform, exercise, and enforce any and all other rights and remedies of the Lender Group with respect to each Credit Party, the Obligations, the Collateral, the Collections of each Credit Party, or otherwise related to any of same as provided in the Loan Documents, and (g) incur and pay such Lender Group Expenses as Agent may deem necessary or appropriate for the performance and fulfillment of its functions and powers pursuant to the Loan Documents.

16.2 Delegation of Duties. Agent may execute any of its duties under this Agreement or any other Loan Document by or through agents, employees or attorneys-in-fact and shall be entitled to advice of counsel concerning all matters pertaining to such duties. Agent shall not be responsible for the negligence or misconduct of any agent or attorney-in-fact that it selects as long as such selection was made without gross negligence or willful misconduct.

16.3 Liability of Agent. None of the Agent-Related Persons shall (i) be liable for any action taken or omitted to be taken by any of them under or in connection with this Agreement or any other Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct), or (ii) be responsible in any manner to any of the Lenders for any recital, statement, representation or warranty made by any Credit

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Party, or any officer or director thereof, contained in this Agreement or in any other Loan Document, or in any certificate, report, statement or other document referred to or provided for in, or received by Agent under or in connection with, this Agreement or any other Loan Document, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement or any other Loan Document, or for any failure of any Credit Party or any other party to any Loan Document to perform its obligations hereunder or thereunder. No Agent-Related Person shall be under any obligation to any Lender to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Agreement or any other Loan Document, or to inspect the Books or properties of any Credit Party or the books or records or properties of any Credit Party or its Affiliates.

16.4 Reliance by Agent. Agent shall be entitled to rely, and shall be fully protected in relying, upon any writing, resolution, notice, consent, certificate, affidavit, letter, telegram, facsimile, telex or telephone message, statement or other document or conversation believed by it to be genuine and correct and to have been signed, sent, or made by the proper Person or Persons, and upon advice and statements of legal counsel (including counsel to any Credit Party or counsel to any Lender), independent accountants and other experts selected by Agent. Agent shall be fully justified in failing or refusing to take any action under this Agreement or any other Loan Document unless Agent shall first receive such advice or concurrence of the Lenders as it deems appropriate and until such instructions are received, Agent shall act, or refrain from acting, as it deems advisable. If Agent so requests, it shall first be indemnified to its reasonable satisfaction by the Lenders against any and all liability and expense that may be incurred by it by reason of taking or continuing to take any such action. Agent shall in all cases be fully protected in acting, or in refraining from acting, under this Agreement or any other Loan Document in accordance with a request or consent of the requisite Lenders and such request and any action taken or failure to act pursuant thereto shall be binding upon all of the Lenders.

16.5 Notice of Default or Event of Default. Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default, except with respect to defaults in the payment of principal, interest, fees, and expenses required to be paid to Agent for the account of the Lenders and, except with respect to Events of Default of which Agent has actual knowledge, unless Agent shall have received written notice from a Lender or Borrower referring to this Agreement, describing such Default or Event of Default, and stating that such notice is a “notice of default.” Agent promptly will notify the Lenders of its receipt of any such notice or of any Event of Default of which Agent has actual knowledge. If any Lender obtains actual knowledge of any Event of Default, such Lender promptly shall notify the other Lenders and Agent of such Event of Default. Each Lender shall be solely responsible for giving any notices to its Participants, if any. Subject to Section 16.4, Agent shall take such action with respect to such Default or Event of Default as may be requested by the Required Lenders in accordance with Section 9; provided, however, that unless and until Agent has received any such request, Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable.

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16.6 Credit Decision. Each Lender acknowledges that none of the Agent-Related Persons has made any representation or warranty to it, and that no act by Agent hereinafter taken, including any review of the affairs of any Credit Party or its Affiliates, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender. Each Lender represents to Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Credit Party and any other Person party to a Loan Document, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to Borrower. Each Lender also represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Credit Party and any other Person party to a Loan Document. Except for notices, reports, and other documents expressly herein required to be furnished to the Lenders by Agent and the Borrowing Base Certificate, Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Credit Party and any other Person party to a Loan Document that may come into the possession of any of the Agent-Related Persons.

16.7 Costs and Expenses; Indemnification. Agent may incur and pay Lender Group Expenses to the extent Agent reasonably deems necessary or appropriate for the performance and fulfillment of its functions, powers, and obligations pursuant to the Loan Documents, including court costs, attorneys fees and expenses, fees and expenses of financial accountants, advisors, consultants, and appraisers, costs of collection by outside collection agencies, auctioneer fees and expenses, and costs of security guards or insurance premiums paid to maintain the Collateral, whether or not any Credit Party is obligated to reimburse Agent or Lenders for such expenses pursuant to the Loan Agreement or otherwise. Agent is authorized and directed to deduct and retain sufficient amounts from the Collections of each Credit Party received by Agent to reimburse Agent for such out-of-pocket costs and expenses prior to the distribution of any amounts to Lenders. In the event Agent is not reimbursed for such costs and expenses from the Collections of each Credit Party received by Agent, each Lender hereby agrees that it is and shall be obligated to pay to or reimburse Agent for the amount of such Lender’s Pro Rata Share thereof. Whether or not the transactions contemplated hereby are consummated, the Lenders shall indemnify upon demand the Agent-Related Persons (to the extent not reimbursed by or on behalf of any Credit Party and without limiting the obligation of any Credit Party to do so), according to their Pro Rata Shares, from and against any and all Indemnified Liabilities; provided, however, that no Lender shall be liable for the payment to any Agent-Related Person of any portion of such Indemnified Liabilities resulting solely from such Person’s gross negligence

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or willful misconduct nor shall any Lender be liable for the obligations of any Defaulting Lender in failing to make an Advance or other extension of credit hereunder. Without limitation of the foregoing, each Lender shall reimburse Agent upon demand for such Lender’s Pro Rata Share of any costs or out-of-pocket expenses (including attorneys, accountants, advisors, and consultants fees and expenses) incurred by Agent in connection with the preparation, execution, delivery, administration, modification, amendment, or enforcement (whether through negotiations, legal proceedings or otherwise) of, or legal advice in respect of rights or responsibilities under, this Agreement, any other Loan Document, or any document contemplated by or referred to herein, to the extent that Agent is not reimbursed for such expenses by or on behalf of a Credit Party. The undertaking in this Section shall survive the payment of all Obligations hereunder and the resignation or replacement of Agent.

16.8 Agent in Individual Capacity. WFRF and its Affiliates may make loans to, issue letters of credit for the account of, accept deposits from, acquire equity interests in, and generally engage in any kind of banking, trust, financial advisory, underwriting, or other business with any Credit Party and its Affiliates and any other Person party to any Loan Documents as though WFRF were not Agent hereunder, and, in each case, without notice to or consent of the other members of the Lender Group. The other members of the Lender Group acknowledge that, pursuant to such activities, WFRF or its Affiliates may receive information regarding any Credit Party or its Affiliates and any other Person party to any Loan Documents that is subject to confidentiality obligations in favor of such Credit Party or such other Person and that prohibit the disclosure of such information to the Lenders, and the Lenders acknowledge that, in such circumstances (and in the absence of a waiver of such confidentiality obligations, which waiver Agent will use its reasonable best efforts to obtain), Agent shall not be under any obligation to provide such information to them. The terms “Lender” and “Lenders” include WFRF in its individual capacity.

16.9 Successor Agent. Agent may resign as Agent upon 45 days notice to the Lenders and Borrower. If Agent resigns under this Agreement, the Required Lenders shall, in consultation with Borrower, appoint a successor Agent for the Lenders. If no successor Agent is appointed and shall have accepted such appointment prior to the effective date of the resignation of Agent, Agent may appoint, after consulting with the Lenders and Borrower, a successor Agent. If Agent has materially breached or failed to perform any material provision of this Agreement or of applicable law, the Required Lenders may agree in writing to remove and replace Agent with a successor Agent from among the Lenders chosen in consultation with Borrower. In any such event (whether an appointment by Agent or by the Required Lenders) described in the two immediately preceding sentences, upon the acceptance of its appointment as successor Agent hereunder, such successor Agent shall succeed to all the rights, powers, and duties of the retiring Agent and the term “Agent” shall mean such successor Agent and the retiring Agent’s appointment, powers, and duties as Agent shall be terminated. After any retiring Agent’s resignation hereunder as Agent, the provisions of this Section 16 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Agent under this Agreement. If no successor Agent has accepted

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appointment as Agent by the date which is 45 days following a retiring Agent’s notice of resignation, the retiring Agent’s resignation shall nevertheless thereupon become effective and the Lenders shall perform all of the duties of Agent hereunder until such time, if any, as the Lenders appoint a successor Agent as provided for above.

16.10 Lender in Individual Capacity. Any Lender and its respective Affiliates may make loans to, issue letters of credit for the account of, accept deposits from, acquire equity interests in and generally engage in any kind of banking, trust, financial advisory, underwriting or other business with any Credit Party and its Affiliates and any other Person party to any Loan Documents as though such Lender were not a Lender hereunder without notice to or consent of the other members of the Lender Group. The other members of the Lender Group acknowledge that, pursuant to such activities, such Lender and its respective Affiliates may receive information regarding any Credit Party or its Affiliates and any other Person party to any Loan Documents that is subject to confidentiality obligations in favor of such Credit Party or such other Person and that prohibit the disclosure of such information to the Lenders, and the Lenders acknowledge that, in such circumstances (and in the absence of a waiver of such confidentiality obligations, which waiver such Lender will use its reasonable best efforts to obtain), such Lender not shall be under any obligation to provide such information to them. With respect to the Swing Loans and Agent Advances, Swing Lender shall have the same rights and powers under this Agreement as any other Lender and may exercise the same as though it were not the sub-agent of Agent.

16.11 Withholding Taxes.

(a) If any Lender is a “foreign person” within the meaning of the IRC and such Lender claims exemption from, or a reduction of, U.S. withholding tax under Sections 1441 or 1442 of the IRC, such Lender agrees with and in favor of Agent and Borrower, to deliver to Agent and Borrower:

(i) if such Lender claims an exemption from withholding tax pursuant to its portfolio interest exception, (A) a statement of the Lender, signed under penalty of perjury, that it is not a (I) a “bank” as described in Section 881(c)(3)(A) of the IRC, (II) a 10% shareholder of Borrower (within the meaning of Section 871(h)(3)(B) of the IRC), or (III) a controlled foreign corporation related to Borrower within the meaning of Section 864(d)(4) of the IRC, and (B) a properly completed and executed IRS Form W-8BEN, before the first payment of any interest under this Agreement to the Lender and at any other time reasonably requested by Agent or Borrower;

(ii) if such Lender claims an exemption from, or a reduction of, withholding tax under a United States tax treaty, properly completed and executed IRS Form W-8BEN before the first payment of any interest to the Lender under this Agreement and at any other time reasonably requested by Agent or Borrower;

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(iii) if such Lender claims that interest paid under this Agreement is exempt from United States withholding tax because it is effectively connected with a United States trade or business of such Lender, two properly completed and executed copies of IRS Form W-8ECI before the first payment of any interest to the Lender is due under this Agreement and at any other time reasonably requested by Agent or Borrower; and

(iv) such other form or forms as may be required under the IRC or other laws of the United States as a condition to exemption from, or reduction of, United States withholding tax, as reasonably requested by Agent or Borrower at times reasonably requested by Agent or Borrower.

Such Lender agrees promptly to notify Agent and Borrower of any change in circumstances which would modify or render invalid any claimed exemption or reduction.

(b) If any Lender claims exemption from, or reduction of, withholding tax under a United States tax treaty by providing IRS Form W-8BEN and such Lender sells, assigns, grants a participation in, or otherwise transfers all or part of the Obligations of Borrower to such Lender, such Lender agrees to notify Agent of the percentage amount in which it is no longer the beneficial owner of Obligations of Borrower to such Lender. To the extent of such percentage amount, Agent will treat such Lender’s IRS Form W-8BEN as no longer valid.

(c) Subject to Section 16.11(e), if any Lender is entitled to a reduction in the applicable withholding tax, Agent may withhold from any interest payment to such Lender an amount equivalent to the applicable withholding tax after taking into account such reduction. If the forms or other documentation required by subsection (a) of this Section are not delivered to Agent, then Agent may withhold from any interest payment to such Lender not providing such forms or other documentation an amount equivalent to the applicable withholding tax.

(d) If the IRS or any other Governmental Authority of the United States or other jurisdiction asserts a claim that Agent did not properly withhold tax from amounts paid to or for the account of any Lender (because the appropriate form was not delivered, was not properly executed, or because such Lender failed to notify Agent of a change in circumstances which rendered the exemption from, or reduction of, withholding tax ineffective, or for any other reason) such Lender shall indemnify and hold Agent harmless for all amounts paid, directly or indirectly, by Agent as tax or otherwise, including penalties and interest, and including any taxes imposed by any jurisdiction on the amounts payable to Agent under this Section, together with all costs and expenses (including attorneys fees and expenses). The obligation of the Lenders under this subsection shall survive the payment of all Obligations and the resignation or replacement of Agent.

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(e) All payments made by Borrower hereunder or under any note will be made without setoff, counterclaim, or other defense, except as required by applicable law other than for Taxes (as defined below). To the extent permitted by applicable law, all such payments will be made free and clear of, and without deduction or withholding for, any present or future taxes, levies, imposts, duties, fees, assessments or other charges of whatever nature now or hereafter imposed by any jurisdiction (other than the United States) or by any political subdivision or taxing authority thereof or therein (other than of the United States) with respect to such payments (but excluding, any tax imposed by any jurisdiction or by any political subdivision or taxing authority thereof or therein (i) measured by or based on the net income or net profits of a Lender, or (ii) to the extent that such tax results from a change in the circumstances of the Lender, including a change in the residence, place of organization, or principal place of business of the Lender, or a change in the branch or lending office of the Lender participating in the transactions set forth herein) and all interest, penalties or similar liabilities with respect thereto (all such non-excluded taxes, levies, imposts, duties, fees, assessments or other charges being referred to collectively as “Taxes”). If any Taxes are so levied or imposed, Borrower agrees to pay the full amount of such Taxes, and such additional amounts as may be necessary so that every payment of all amounts due under this Agreement or under any note, including any amount paid pursuant to this Section 16.11(e) after withholding or deduction for or on account of any Taxes, will not be less than the amount provided for herein; provided, however, that Borrower shall not be required to increase any such amounts payable to Agent or any Lender (i) that is not organized under the laws of the United States, if such Person fails to comply with the other requirements of this Section 16.11, (ii) if the increase in such amount payable results from Agent’s or such Lender’s own willful misconduct or gross negligence or (iii) as provided in Section 16.11(f). Borrower will furnish to Agent as promptly as possible after the date the payment of any Taxes is due pursuant to applicable law certified copies of tax receipts evidencing such payment by Borrower.

(f) Notwithstanding anything in this Section 16.11, Borrower will not be required to make payments under this Section 16.11 (including any increased payments under Section 16.11(e)) with respect to taxes that are imposed on amounts payable to the Lender at the time the Lender becomes a party to this Agreement (or designates a new lending office outside the United States), except to the extent that such Lender (or its assignor, if any) was entitled, at the time of designation of a new lending office (or assignment), to receive additional amounts from Borrower with respect to such withholding tax pursuant to Section 16.11.

(g) If any payment by the Borrower is made to or for the account of the Lender after deduction for or on account of any Taxes, and increased payments are made by Borrower pursuant to this Section 16.11, then, if the Lender reasonably determines that it has received or been granted a refund of, credit against or remission of such Taxes, such Lender shall reimburse to Borrower such amount as such Lender shall determine to be attributable to the relevant Taxes or deduction or withholding;

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provided, that (i) such Lender shall not be obligated to disclose to Borrower any information regarding its tax affairs and computations, and (ii) nothing herein shall be construed so as to interfere with the right of such Lender to arrange its tax affairs as it deems appropriate. If the Lender reasonably determines that a refund or credit is disallowed or reduced, Borrower shall promptly reimburse the Lender to the extent of such disallowance or reduction (and any interest paid to any applicable taxing authority).

16.12 Collateral Matters.

(a) The Lenders hereby irrevocably authorize Agent, at its option and in its sole discretion (it being understood that such release shall be mandatory under the circumstances described in clauses (ii) and (iv) below if no Event of Default has occurred and is continuing at the time of such circumstances described in clause (ii) and (iv) below), to release any Lien on any Collateral (i) upon the termination of the Commitments and payment and satisfaction in full by Borrower of all Obligations, (ii) constituting property being sold or disposed of if a release is required or desirable in connection therewith and if Borrower certifies to Agent that the sale or disposition is permitted under Section 7.3 of this Agreement or the other Loan Documents (and Agent may rely conclusively on any such certificate, without further inquiry) in which case Agent shall release such Collateral at the request of Borrower, (iii) constituting property in which no Credit Party owned any interest at the time the Agent’s Lien was granted nor at any time thereafter, or (iv) constituting property leased to any Credit Party under a lease that has expired or is terminated in a transaction permitted under this Agreement. Except as provided above, Agent will not execute and deliver a release of any Lien on any Collateral without the prior written authorization of (y) if the release is of all or substantially all of the Collateral, all of the Lenders, or (z) otherwise, the Required Lenders. Upon request by Agent or Borrower at any time, the Lenders will confirm in writing Agent’s authority to release any such Liens on particular types or items of Collateral pursuant to this Section 16.12; provided, however, that (1) Agent shall not be required to execute any document necessary to evidence such release on terms that, in Agent’s opinion, would expose Agent to liability or create any obligation or entail any consequence other than the release of such Lien without recourse, representation, or warranty, and (2) such release shall not in any manner discharge, affect, or impair the Obligations or any Liens (other than those expressly being released) upon (or obligations of any Credit Party in respect of) all interests retained by each Credit Party, including, the proceeds of any sale, all of which shall continue to constitute part of the Collateral.

(b) Agent shall have no obligation whatsoever to any of the Lenders to assure that the Collateral exists or is owned by a Credit Party or is cared for, protected, or insured or has been encumbered, or that the Agent’s Liens have been properly or sufficiently or lawfully created, perfected, protected, or enforced or are entitled to any particular priority, or to exercise at all or in any particular manner or

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under any duty of care, disclosure or fidelity, or to continue exercising, any of the rights, authorities and powers granted or available to Agent pursuant to any of the Loan Documents, it being understood and agreed that in respect of the Collateral, or any act, omission, or event related thereto, subject to the terms and conditions contained herein, Agent may act in any manner it may deem appropriate, in its sole discretion given Agent’s own interest in the Collateral in its capacity as one of the Lenders and that Agent shall have no other duty or liability whatsoever to any Lender as to any of the foregoing, except as otherwise provided herein.

16.13 Restrictions on Actions by Lenders; Sharing of Payments.

(a) Each of the Lenders agrees that it shall not, without the express written consent of Agent, and that it shall, to the extent it is lawfully entitled to do so, upon the written request of Agent, set off against the Obligations, any amounts owing by such Lender to Borrower or any deposit accounts of any Credit Party now or hereafter maintained with such Lender. Each of the Lenders further agrees that it shall not, unless specifically requested to do so in writing by Agent, take or cause to be taken any action, including, the commencement of any legal or equitable proceedings, to foreclose any Lien on, or otherwise enforce any security interest in, any of the Collateral.

(b) If, at any time or times any Lender shall receive (i) by payment, foreclosure, setoff, or otherwise, any proceeds of the Collateral or any payments with respect to the Obligations, except for any such proceeds or payments received by such Lender from Agent pursuant to the terms of this Agreement, or (ii) payments from Agent in excess of such Lender’s ratable portion of all such distributions by Agent, such Lender promptly shall (1) turn the same over to Agent, in kind, and with such endorsements as may be required to negotiate the same to Agent, or in immediately available funds, as applicable, for the account of all of the Lenders and for application to the Obligations in accordance with the applicable provisions of this Agreement, or (2) purchase, without recourse or warranty, an undivided interest and participation in the Obligations owed to the other Lenders so that such excess payment received shall be applied ratably as among the Lenders in accordance with their Pro Rata Shares; provided, however, that to the extent that such excess payment received by the purchasing party is thereafter recovered from it, those purchases of participations shall be rescinded in whole or in part, as applicable, and the applicable portion of the purchase price paid therefor shall be returned to such purchasing party, but without interest except to the extent that such purchasing party is required to pay interest in connection with the recovery of the excess payment.

16.14 Agency for Perfection. Agent hereby appoints each other Lender as its agent (and each Lender hereby accepts such appointment) for the purpose of perfecting the Agent’s Liens in assets which, in accordance with Article 9 of the Code can be perfected only by possession or control. Should any Lender obtain possession or control of any such

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Collateral, such Lender shall notify Agent thereof, and, promptly upon Agent’s request therefor shall deliver possession or control of such Collateral to Agent or in accordance with Agent’s instructions.

16.15 Payments by Agent to the Lenders. All payments to be made by Agent to the Lenders shall be made by bank wire transfer of immediately available funds pursuant to such wire transfer instructions as each party may designate for itself by written notice to Agent. Concurrently with each such payment, Agent shall identify whether such payment (or any portion thereof) represents principal, premium, or interest of the Obligations.

16.16 Concerning the Collateral and Related Loan Documents. Each member of the Lender Group authorizes and directs Agent to enter into this Agreement and the other Loan Documents. Each member of the Lender Group agrees that any action taken by Agent in accordance with the terms of this Agreement or the other Loan Documents relating to the Collateral and the exercise by Agent of its powers set forth therein or herein, together with such other powers that are reasonably incidental thereto, shall be binding upon all of the Lenders.

16.17 Field Audits and Examination Reports; Confidentiality; Disclaimers by Lenders; Other Reports and Information. By becoming a party to this Agreement, each Lender:

(a) is deemed to have requested that Agent furnish such Lender, promptly after it becomes available, a copy of each field audit or examination report (each a “Report” and collectively, “Reports”) prepared by Agent, and Agent shall so furnish each Lender with such Reports,

(b) expressly agrees and acknowledges that each of Agent and Borrower (i) do not make any representation or warranty as to the accuracy of any Report, and (ii) shall not be liable for any information contained in any Report, except with respect to Borrower to the extent that it has supplied materially false or misleading information contained in any Report,

(c) expressly agrees and acknowledges that the Reports are not comprehensive audits or examinations, that Agent or other party performing any audit or examination will inspect only specific information regarding the applicable Credit Party and will rely significantly upon the Books, as well as on representations of such Credit Party’s personnel,

(d) agrees to keep all Reports and other material, non-public information regarding each Credit Party and its operations, assets, and existing and contemplated business plans in a confidential manner in accordance with Section 18.8, and

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(e) without limiting the generality of any other indemnification provision contained in this Agreement, agrees: (i) to hold Agent and any other Lender preparing a Report harmless from any action the indemnifying Lender may take or fail to take or any conclusion the indemnifying Lender may reach or draw from any Report in connection with any loans or other credit accommodations that the indemnifying Lender has made or may make to any Credit Party, or the indemnifying Lender’s participation in, or the indemnifying Lender’s purchase of, a loan or loans of any Credit Party, and (ii) to pay and protect, and indemnify, defend and hold Agent, and any such other Lender preparing a Report harmless from and against, the claims, actions, proceedings, damages, costs, expenses, and other amounts (including, attorneys fees and costs) incurred by Agent and any such other Lender preparing a Report as the direct or indirect result of any third parties who might obtain all or part of any Report through the indemnifying Lender.

In addition to the foregoing: (x) any Lender may from time to time request of Agent in writing that Agent provide to such Lender a copy of any report or document provided by any Credit Party to Agent that has not been contemporaneously provided by such Credit Party to such Lender, and, upon receipt of such request, Agent promptly shall provide a copy of same to such Lender, (y) to the extent that Agent is entitled, under any provision of the Loan Documents, to request additional reports or information from any Credit Party, any Lender may, from time to time, reasonably request Agent to exercise such right as specified in such Lender’s notice to Agent, whereupon Agent promptly shall request of such Credit Party the additional reports or information reasonably specified by such Lender, and, upon receipt thereof from Borrower, Agent promptly shall provide a copy of same to such Lender, and (z) any time that Agent renders to such Credit Party a statement regarding the Loan Account, Agent shall send a copy of such statement to each Lender.

16.18 Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of Agent in its capacity as such, and not by or in favor of the Lenders, any and all obligations on the part of Agent (if any) to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Lenders on a ratable basis, according to their respective Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Commitments. Nothing contained herein shall confer upon any Lender any interest in, or subject any Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Lender. Each Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Lender shall have any obligation, duty, or liability to any Participant of any other Lender. Except as provided in Section 16.7, no member of the Lender Group shall have any liability for the acts of any other member of the Lender Group. No Lender shall be responsible to any Credit Party or any other Person for any failure by any other Lender to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its

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Commitment, nor to take any other action on its behalf hereunder or in connection with the financing contemplated herein.

16.19 Legal Representation of Agent. In connection with the negotiation, drafting, and execution of this Agreement and the other Loan Documents, or in connection with future legal representation relating to loan administration, amendments, modifications, waivers, or enforcement of remedies, Winston & Strawn LLP (“Winston”) only has represented and only shall represent WFRF in its capacity as Agent and as a Lender. Each other Lender hereby acknowledges that Winston does not represent it in connection with any such matters.

17. GUARANTY.

17.1 Guaranty of the Obligations. Subject to the provisions of Section 17.2, Guarantors jointly and severally hereby irrevocably and unconditionally guaranty to Agent for the ratable benefit of the Lender Group the due and punctual payment in full of all Obligations when the same shall become due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (including amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. Section 362(a)) (collectively, the “Guaranteed Obligations”).

17.2 Contribution by Guarantors. All Guarantors desire to allocate among themselves (collectively, the “Contributing Guarantors”), in a fair and equitable manner, their obligations arising under this Guaranty. Accordingly, in the event any payment or distribution is made on any date by a Guarantor (a “Funding Guarantor”) under this Guaranty that exceeds its Fair Share as of such date, such Funding Guarantor shall be entitled to a contribution from each of the other Contributing Guarantors in the amount of such other Contributing Guarantor’s Fair Share Shortfall as of such date, with the result that all such contributions will cause each Contributing Guarantor’s Aggregate Payments to equal its Fair Share as of such date. “Fair Share” means, with respect to a Contributing Guarantor as of any date of determination, an amount equal to (a) the ratio of (i) the Fair Share Contribution Amount with respect to such Contributing Guarantor to (ii) the aggregate of the Fair Share Contribution Amounts with respect to all Contributing Guarantors multiplied by (b) the aggregate amount paid or distributed on or before such date by all Funding Guarantors under this Guaranty in respect of the Guaranteed Obligations. “Fair Share Shortfall” means, with respect to a Contributing Guarantor as of any date of determination, the excess, if any, of the Fair Share of such Contributing Guarantor over the Aggregate Payments of such Contributing Guarantor. “Fair Share Contribution Amount” means, with respect to a Contributing Guarantor as of any date of determination, the maximum aggregate amount of the obligations of such Contributing Guarantor under this Guaranty that would not render its obligations hereunder or thereunder subject to avoidance as a fraudulent transfer or conveyance under Section 548 of Title 11 of the United States Code or any comparable applicable provisions of state law; provided, solely for purposes of calculating the “Fair Share Contribution Amount” with respect to any Contributing Guarantor for purposes of this Section 17.2, any assets or liabilities of such Contributing Guarantor arising by virtue of any

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rights to subrogation, reimbursement or indemnification or any rights to or obligations of contribution hereunder shall not be considered as assets or liabilities of such Contributing Guarantor. “Aggregate Payments” means, with respect to a Contributing Guarantor as of any date of determination, an amount equal to (a) the aggregate amount of all payments and distributions made on or before such date by such Contributing Guarantor in respect of this Guaranty (including, without limitation, in respect of this Section 17.2), minus (b) the aggregate amount of all payments received on or before such date by such Contributing Guarantor from the other Contributing Guarantors as contributions under this Section 17.2. The amounts payable as contributions hereunder shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Guarantor. The allocation among Contributing Guarantors of their obligations as set forth in this Section 17.2 shall not be construed in any way to limit the liability of any Contributing Guarantor hereunder. Each Guarantor is a third party beneficiary to the contribution agreement set forth in this Section 17.2.

17.3 Payment by Guarantors. Subject to Section 17.2, Guarantors hereby jointly and severally agree, in furtherance of the foregoing and not in limitation of any other right which any member of the Lender Group may have at law or in equity against any Guarantor by virtue hereof, that upon the failure of Borrower to pay any of the Guaranteed Obligations when and as the same shall become due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (including amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. Section 362(a)), Guarantors will upon demand pay, or cause to be paid, in cash, to Agent for the ratable benefit of the Lender Group, an amount equal to the sum of the unpaid principal amount of all Guaranteed Obligations then due as aforesaid, accrued and unpaid interest on such Guaranteed Obligations (including interest which, but for Borrower’s becoming the subject of a case under the Bankruptcy Code, would have accrued on such Guaranteed Obligations, whether or not a claim is allowed against Borrower for such interest in the related bankruptcy case) and all other Guaranteed Obligations then owed to the Lender Group as aforesaid.

17.4 Liability of Guarantors Absolute. Each Guarantor agrees that its obligations hereunder are irrevocable, absolute, independent and unconditional and shall not be affected by any circumstance which constitutes a legal or equitable discharge of a guarantor or surety other than payment in full of the Guaranteed Obligations. In furtherance of the foregoing and without limiting the generality thereof, each Guarantor agrees as follows:

(a) this Guaranty is a guaranty of payment when due and not of collectability. This Guaranty is a primary obligation of each Guarantor and not merely a contract of surety;

(b) Agent may enforce this Guaranty upon the occurrence of an Event of Default notwithstanding the existence of any dispute between Borrower and

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any member of the Lender Group with respect to the existence of such Event of Default;

(c) the obligations of each Guarantor hereunder are independent of the obligations of Borrower and the obligations of any other guarantor (including any other Guarantor) of the obligations of Borrower, and a separate action or actions may be brought and prosecuted against such Guarantor whether or not any action is brought against Borrower or any of such other guarantors and whether or not Borrower is joined in any such action or actions;

(d) payment by any Guarantor of a portion, but not all, of the Guaranteed Obligations shall in no way limit, affect, modify or abridge any Guarantor’s liability for any portion of the Guaranteed Obligations which has not been paid. Without limiting the generality of the foregoing, if Agent is awarded a judgment in any suit brought to enforce any Guarantor’s covenant to pay a portion of the Guaranteed Obligations, such judgment shall not be deemed to release such Guarantor from its covenant to pay the portion of the Guaranteed Obligations that is not the subject of such suit, and such judgment shall not, except to the extent satisfied by such Guarantor, limit, affect, modify or abridge any other Guarantor’s liability hereunder in respect of the Guaranteed Obligations;

(e) Any member of the Lender Group, upon such terms as it deems appropriate, without or demand and without affecting the validity or enforceability hereof or giving rise to any reduction, limitation, impairment, discharge or termination of any Guarantor’s liability hereunder, from time to time may (i) renew, extend, accelerate, increase the rate of interest on, or otherwise change the time, place, manner or terms of payment of the Guaranteed Obligations; (ii) settle, compromise, release or discharge, or accept or refuse any offer of performance with respect to, or substitutions for, the Guaranteed Obligations or any agreement relating thereto and/or subordinate the payment of the same to the payment of any other obligations; (iii) request and accept other guaranties of the Guaranteed Obligations and take and hold security for the payment of the Guaranteed Obligations; (iv) release, surrender, exchange, substitute, compromise, settle, rescind, waive, alter, subordinate or modify, with or without consideration, any security for payment of the Guaranteed Obligations, any other guaranties of the Guaranteed Obligations, or any other obligation of any Person (including any other Guarantor) with respect to the Guaranteed Obligations; (v) enforce and apply any security now or hereafter held by or for the benefit of such member of the Lender Bank Group in respect hereof or the Guaranteed Obligations and direct the order or manner of sale thereof, or exercise any other right or remedy that such member of the Lender Bank Group may have against any such security, in each case as such member of the Lender Bank Group in its discretion may determine consistent herewith and any applicable security agreement, including foreclosure on any such security pursuant to one or more judicial or nonjudicial sales, whether or not every aspect of any such sale is commercially reasonable, and even though such action

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operates to impair or extinguish any right of reimbursement or subrogation or other right or remedy of any Guarantor against Borrower or any security for the Guaranteed Obligations; and (vi) exercise any other right available to it under the Loan Documents; and

(f) this Guaranty and the obligations of Guarantors hereunder shall be valid and enforceable and shall not be subject to any reduction, limitation, impairment, discharge or termination for any reason (other than payment in full of the Guaranteed Obligations), including the occurrence of any of the following, whether or not any Guarantor shall have had notice or knowledge of any of them: (i) any failure or omission to assert or enforce or agreement or election not to assert or enforce, or the stay or enjoining, by order of court, by operation of law or otherwise, of the exercise or enforcement of, any claim or demand or any right, power or remedy (whether arising under the Loan Documents or at law, in equity or otherwise) with respect to the Guaranteed Obligations or any agreement relating thereto, or with respect to any other guaranty of or security for the payment the Guaranteed Obligations (ii) any rescission, waiver, amendment or modification of, or any consent to departure from, any of the terms or provisions (including provisions relating to events of default) hereof, any of the other Loan Documents, or any agreement or instrument executed pursuant thereto, or of any other guaranty or security for the Guaranteed Obligations, in each case whether or not in accordance with the terms hereof or such Loan Document, or any agreement relating to such other guaranty or security; (iii) the Guaranteed Obligations or any agreement relating thereto, at any time being found to be illegal invalid or unenforceable in any respect; (iv) the application of payments received from any source (other than payments received pursuant to the other Loan Documents or from the proceeds of any security for the Guaranteed Obligations, except to the extent such security also serves as collateral for Indebtedness other than the Guaranteed Obligations) to the payment of Indebtedness other than the Guarantee Obligations, even though any member of the Lender Group might have elected to apply such payment to any part or all of the Guaranteed Obligations; (v) any member of the Lender Group’s consent to the change, reorganization or termination of the corporate structure or existence of any Credit Party and to any corresponding restructuring of the Guaranteed Obligations; (vi) any failure to perfect or continue perfection of a security interest in any collateral which secures any of the Guaranteed Obligations; (vii) any defenses, set-offs or counterclaims which Borrower may allege or assert against any member of the Lender Group in respect of the Guaranteed Obligations, including failure of consideration, breach of warranty, payment, statute of frauds, statute of limitations, accord and satisfaction and usury; and (viii) any other act or thing or omission, or delay to do any other act or thing, which may or might in any manner or to any extent vary the risk of any Guarantor as an obligor in respect of the Guaranteed Obligations.

17.5 Waivers by Guarantors. Each Guarantor hereby waives, for the benefit of the Lender Group: (a) any right to require any member of the Lender Group, as a condition of payment or performance by such Guarantor, to (i) proceed against Borrower, any other

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guarantor (including any other Guarantor) of the Guaranteed Obligations or any other Person, (ii) proceed against or exhaust any security held from Borrower, any such other guarantor or any other Person, (iii) proceed against or have resort to any balance of any Deposit Account or credit on the books of any member of the Lender Group in favor of Borrower or any other Person, or (iv) pursue any other remedy in the power of any member of the Lender Group whatsoever; (b) any defense arising by reason of the incapacity, lack of authority or any disability or other defense of Borrower or any other Guarantor including any defense based on or arising out of the lack of validity or the unenforceability of the Guaranteed Obligations or any agreement or instrument relating thereto or by reason of the cessation of the liability of Borrower or any other Guarantor from any cause other than payment in full of the Guaranteed Obligations; (c) any defense based upon any statute or rule of law which provides that the obligation of a surety must be neither larger in amount nor in other respects more burdensome than that of the principal; (d) any defense based upon any member of the Lender Group’s errors or omissions in the administration of the Guaranteed Obligations, except behavior which amounts to bad faith; (e) (i) any principles or provisions of law, statutory or otherwise, which are or might be in conflict with the terms hereof and any legal or equitable discharge of such Guarantor’s obligations hereunder, (ii) the benefit of any statute of limitations affecting such Guarantor’s liability hereunder or the enforcement hereof, (iii) any rights to set-offs, recoupments and counterclaims, and (iv) promptness, diligence and any requirement that any member of the Lender Group protect, secure, perfect or insure any security interest or lien or any property subject thereto; (f) notices, demands, presentments, protests, notices of protest, notices of dishonor and notices of any action or inaction, including acceptance hereof, notices of default hereunder, or any agreement or instrument related thereto, notices of any renewal, extension or modification of the Guaranteed Obligations or any agreement related thereto, notices of any extension of credit to Borrower and notices of any of the matters referred to in Section 17.4 and any right to consent to any thereof; and (g) any defenses or benefits that may be derived from or afforded by law which limit the liability of or exonerate guarantors or sureties, or which may conflict with the terms hereof.

17.6 Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against Borrower or any other Guarantor or any of its assets in connection with this Guaranty or the performance by such Guarantor of its obligations hereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (a) any right of subrogation, reimbursement or indemnification that such Guarantor now has or may hereafter have against Borrower with respect to the Guaranteed Obligations, (b) any right to enforce, or to participate in, any claim, right or remedy that any member of the Lender Group now has or may hereafter have against Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by any member of the Lender Group. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full

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and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including, without limitation, any such right of contribution as contemplated by Section 17.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnification such Guarantor may have against Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any member of the Lender Group may have against Borrower, to all right, title and interest any member of the Lender Group may have in any such collateral or security, and to any right any member of the Lender Group may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full, such amount shall be held in trust for Agent on behalf of the Lender Group and shall forthwith be paid over to Agent for the benefit of the Lender Group to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

17.7 Subordination Of Other Obligations. Any Indebtedness of Borrower or any Guarantor now or hereafter held by any Guarantor (the “Obligee Guarantor”) is hereby subordinated in right of payment to the Guaranteed Obligations, and any such indebtedness collected or received by the Obligee Guarantor after an Event of Default has occurred and is continuing shall be held in trust for Agent on behalf of the Lender Group and shall forthwith be paid over to Agent for the benefit of the Lender Group to be credited and applied against the Guaranteed Obligations but without affecting, impairing or limiting in any manner the liability of the Obligee Guarantor under any other provision hereof.

17.8 Continuing Guaranty. This Guaranty is a continuing guaranty and shall remain in effect until all of the Guaranteed Obligations shall have been finally and indefeasibly paid in full and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled. Each Guarantor hereby irrevocably waives any right to revoke this Guaranty as to future transactions giving rise to any Guaranteed Obligations.

17.9 Authority of Guarantors or Borrower. It is not necessary for any member of the Lender Group to inquire into the capacity or powers of any Guarantor or Borrower or the officers, directors or any agents acting or purporting to act on behalf of any of them.

17.10 Financial Condition of Borrower. Any Advance may be made to Borrower or continued from time to time, and any other agreements relating to the Obligations may be entered into from time to time, in each case without notice to or authorization from any Guarantor regardless of the financial or other condition of Borrower at the time of any such

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grant or continuation or at the time such other agreement is entered into, as the case may be. No member of the Lender Group shall have any obligation to disclose or discuss with any Guarantor its assessment, or any Guarantor’s assessment, of the financial condition of Borrower. Each Guarantor has adequate means to obtain information from Borrower on a continuing basis concerning the financial condition of Borrower and its ability to perform its obligations under the Loan Documents and each Guarantor assumes the responsibility for being and keeping informed of the financial condition of Borrower and of all circumstances bearing upon the risk of nonpayment of the Guaranteed Obligations. Each Guarantor hereby waives and relinquishes any duty on the part of any member of the Lender Group to disclose any matter, fact or thing relating to the business, operations or conditions of Borrower now known or hereafter known by any member of the Lender Group.

17.11 Bankruptcy, Etc.

(a) The obligations of Guarantors hereunder shall not be reduced, limited, impaired, discharged, deferred, suspended or terminated by any case or proceeding, voluntary or involuntary, involving the bankruptcy, insolvency, receivership, reorganization, liquidation or arrangement of Borrower or any other Guarantor or by any defense which Borrower or any other Guarantor may have by reason of the order, decree or decision of any court or administrative body resulting from any such proceeding.

(b) Each Guarantor acknowledges and agrees that any interest on any portion of the Guaranteed Obligations which accrues after the commencement of any case or proceeding referred to in clause (a) above (or, if interest on any portion of the Guaranteed Obligations ceases to accrue by operation of law by reason of the commencement of such case or proceeding, such interest as would have accrued on such portion of the Guaranteed Obligations if such case or proceeding had not been commenced) shall be included in the Guaranteed Obligations because it is the intention of Guarantors and the Lender Group that the Guaranteed Obligations which are guaranteed by Guarantors pursuant hereto should be determined without regard to any rule of law or order which may relieve Borrower of any portion of such Guaranteed Obligations. Guarantors will permit any trustee in bankruptcy, receiver, debtor in possession, assignee for the benefit of creditors or similar person to pay Agent, or allow the claim of Agent in respect of, any such interest accruing after the date on which such case or proceeding is commenced.

(c) In the event that all or any portion of the Guaranteed Obligations are paid by Borrower, the obligations of Guarantors hereunder shall continue and remain in full force and effect or be reinstated, as the case may be, in the event that all or any part of such payment(s) are rescinded or recovered directly or indirectly from any member of the Lender Group as a preference, fraudulent transfer or otherwise, and any such payments which are so rescinded or recovered shall constitute Guaranteed Obligations for all purposes hereunder.

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18. GENERAL PROVISIONS.

18.1 Effectiveness. This Agreement shall be binding and deemed effective when executed by each Credit Party, Agent, and each Lender whose signature is provided for on the signature pages hereof.

18.2 Section Headings. Headings and numbers have been set forth herein for convenience only. Unless the contrary is compelled by the context, everything contained in each Section applies equally to this entire Agreement.

18.3 Interpretation. Neither this Agreement nor any uncertainty or ambiguity herein shall be construed against the Lender Group or the Credit Parties, whether under any rule of construction or otherwise. On the contrary, this Agreement has been reviewed by all parties and shall be construed and interpreted according to the ordinary meaning of the words used so as to accomplish fairly the purposes and intentions of all parties hereto.

18.4 Severability of Provisions. Each provision of this Agreement shall be severable from every other provision of this Agreement for the purpose of determining the legal enforceability of any specific provision.

18.5 Amendments in Writing. This Agreement only can be amended by a writing signed by Agent (on behalf of the requisite Lenders pursuant to Section 15.1) and each Credit Party.

18.6 Counterparts; Telefacsimile Execution. This Agreement may be executed in any number of counterparts and by different parties on separate counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, when taken together, shall constitute but one and the same Agreement. Delivery of an executed counterpart of this Agreement by telefacsimile shall be equally as effective as delivery of an original executed counterpart of this Agreement. Any party delivering an executed counterpart of this Agreement by telefacsimile also shall deliver an original executed counterpart of this Agreement but the failure to deliver an original executed counterpart shall not affect the validity, enforceability, and binding effect of this Agreement. The foregoing shall apply to each other Loan Document mutatis mutandis.

18.7 Revival and Reinstatement of Obligations. If the incurrence or payment of the Obligations by any Credit Party or the transfer to the Lender Group of any property should for any reason subsequently be declared to be void or voidable under any state or federal law relating to creditors’ rights, including provisions of the Bankruptcy Code relating to fraudulent conveyances, preferences, or other voidable or recoverable payments of money or transfers of property (collectively, a “Voidable Transfer”), and if the Lender Group is required to repay or restore, in whole or in part, any such Voidable Transfer, or elects to do so upon the reasonable advice of its counsel, then, as to any such Voidable Transfer, or the amount thereof that the Lender Group is required or elects to repay or restore, and as to all reasonable costs, expenses, and attorneys fees of the Lender Group related thereto, the

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liability of such Credit Party automatically shall be revived, reinstated, and restored and shall exist as though such Voidable Transfer had never been made.

18.8 Confidentiality. The Agent and the Lenders each individually (and not jointly or jointly and severally) agree that material, non-public information regarding any Credit Party, its operations, assets, and existing and contemplated business plans shall be treated by Agent and the Lenders in a confidential manner, and shall not be disclosed by Agent and the Lenders to Persons who are not parties to this Agreement, except: (a) to attorneys for and other advisors, accountants, auditors, and consultants to any member of the Lender Group, who are advised about the confidentiality of such information (b) to Subsidiaries and Affiliates of any member of the Lender Group, provided that any such Subsidiary or Affiliate shall have agreed to receive such information hereunder subject to the terms of this Section 18.8 or similar confidentiality agreement, (c) as may be required by statute, decision, or judicial or administrative order, rule, or regulation (with prompt notice to Borrower so that Borrower may seek a protective order or other appropriate remedy and/or waive Agent’s or any Lender’s compliance with the provisions of this Section 18.8), (d) as may be agreed to in advance by such Credit Party or as requested or required by any Governmental Authority pursuant to any subpoena or other legal process regulation (with prompt notice to Borrower so that Borrower may seek a protective order or other appropriate remedy and/or waive Agent’s or any Lender’s compliance with the provisions of this Section 18.8), (e) as to any such information that is or becomes generally available to the public (other than as a result of prohibited disclosure by or on behalf of Agent or the Lenders), (f) in connection with any assignment, prospective assignment, sale, prospective sale, participation or prospective participations, or pledge or prospective pledge of any Lender’s interest under this Agreement, provided that any such assignee, prospective assignee, purchaser, prospective purchaser, participant, prospective participant, pledgee, or prospective pledgee shall have agreed in writing to receive such information hereunder subject to the terms of this Section, and (g) in connection with any litigation or other adversary proceeding involving parties hereto which such litigation or adversary proceeding involves claims related to the rights or duties of such parties under this Agreement or the other Loan Documents; provided, that the disclosing party shall use its best efforts to ensure that such documents are filed under seal. The provisions of this Section 18.8 shall survive the payment in full of the Obligations. Anything contained herein or in any other Loan Document to the contrary notwithstanding, the obligations of confidentiality contained herein and therein, as they relate to the transactions contemplated hereby, shall not apply to the federal tax structure or federal tax treatment of such transactions, and each party hereto (and any employee, representative, or agent of any party hereto) may disclose to any and all Persons, without limitation of any kind, the federal tax structure and federal tax treatment of such transactions (including all written materials related to such tax structure and tax treatment). The preceding sentence is intended to cause the transactions contemplated hereby to not be treated as having been offered under conditions of confidentiality for purposes of Section 1.6011-4(b)(3) (or any successor provision) of the Treasury Regulations promulgated under Section 6011 of the IRC, and shall be construed in a manner consistent with such purpose. In addition, each

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party hereto acknowledges that it has no proprietary or exclusive rights to the tax structure of the transactions contemplated hereby or any tax matter or tax idea related thereto.

18.9 Integration. This Agreement, together with the other Loan Documents, reflects the entire understanding of the parties with respect to the transactions contemplated hereby and shall not be contradicted or qualified by any other agreement, oral or written, before the date hereof.

18.10 Patriot Act Notice. Agent and each Lender hereby notifies the Credit Parties that pursuant to the requirements of the Patriot Act, it is required to obtain, verify and record information that identifies each Credit Party, which information includes the name and address of such Credit Party and other information that will allow such Lender or Agent, as applicable to identify such Credit Party in accordance with the Patriot Act. Each Credit Party shall, and shall cause the Subsidiaries to provide to the extent commercially reasonable, such information and take such actions as are reasonably requested by Agent or any Lender in order to assist the Agent and the Lenders in maintaining compliance with the Patriot Act.

18.11 Amendment and Restatement.

(a) On the Closing Date, the Prior Loan Agreement shall be amended, restated and superseded in its entirety. The parties hereto acknowledge and agree that (i) this Agreement and the Loan Documents executed and delivered in connection herewith do not constitute a novation, payment and reborrowing, or termination of the “Obligations” (as defined in the Prior Loan Agreement) under the Prior Loan Agreement as in effect prior to the Closing Date; (ii) such “Obligations” are in all respects continuing with only the terms thereof being modified as provided in this Agreement; (iii) the Liens as granted under the Collateral Documents securing payment of such “Obligations” are in all respects continuing and in full force and effect and secure the payment of the Obligations (as defined in this Agreement) and are hereby fully ratified and affirmed; and (iv) upon the effectiveness of this Agreement all loans and letters of credit outstanding under the Prior Loan Agreement immediately before the effectiveness of this Agreement will be part of the Loans and Letters of Credit hereunder on the terms and conditions set forth in this Agreement. Without limitation of the foregoing, each of Borrower and each other Credit Party hereby fully and unconditionally ratifies and affirms all Collateral Documents and agrees that all Collateral granted under the Prior Loan Agreement shall from and after the Closing Date secure all Obligations hereunder.

(b) Notwithstanding the modifications effected by this Agreement of the representations, warranties and covenants of the Credit Parties contained in the Prior Loan Agreement, each of Borrower and each other Credit Party acknowledges and agrees that any causes of action or other rights created in favor of any Lender and its successors arising out of the representations and warranties of any Credit Party contained in or delivered (including representations and warranties delivered in connection with the making of the loans or other extensions of credit thereunder) in

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connection with the Prior Loan Agreement or any other Loan Document executed in connection therewith shall survive the execution and delivery of this Agreement; provided, that the Obligations under the other Loan Documents shall also continue in full force and effect including, without limitation, the Obligations of each Credit Party pursuant to the Guaranty.

(c) All indemnification obligations of each Credit Party pursuant to the Prior Loan Agreement (including any arising from a breach of the representations and warranties thereunder) shall survive the amendment and restatement of the Prior Loan Agreement pursuant to this Agreement.

(d) On and after the Closing Date, each reference in the Loan Documents to the “Loan Agreement”, “thereunder”, “thereof” or similar words referring to the Loan Agreement shall mean and be a reference to this Agreement.

[Signature pages to follow]

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CREDIT PARTIES: COLLECTIVE BRANDS FINANCE, INC. (f/k/a Payless ShoeSource Finance, Inc.), as Borrower
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

COLLECTIVE BRANDS, INC. (f/k/a Payless ShoeSource, Inc.), a Delaware corporation, as Parent
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Senior Vice President — Chief Financial Officer and Treasurer

COLLECTIVE INTERNATIONAL, LP., a Delaware limited partnership
By:	Payless Collective GP, LLC, its Managing Member

By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

COLLECTIVE LICENSING INTERNATIONAL, LLC, a Delaware limited liability company
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President and Treasurer

Signature Page to Amended and Restated Loan and Guaranty Agreement


DYELIGHTS, INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

PAYLESS COLLECTIVE GP, LLC, a Delaware limited liability company
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Treasurer

PAYLESS NYC, INC., a Kansas corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

PAYLESS PURCHASING SERVICES, INC., a Kansas corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

PAYLESS SHOESOURCE DISTRIBUTION, INC., a Kansas corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President and Treasurer

PAYLESS SHOESOURCE GOLD VALUE, INC., a Kansas corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

Signature Page to Amended and Restated Loan and Guaranty Agreement


PAYLESS SHOESOURCE LEASING, LLC, a Delaware limited liability company
By:	Payless ShoeSource, Inc., its sole member

By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Senior Vice President — Chief Financial Officer and Treasurer

PAYLESS SHOESOURCE MERCHANDISING, INC., a Kansas corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Senior Vice President and Treasurer

PAYLESS SHOESOURCE WORLDWIDE, INC. a Kansas corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Senior Vice President — Chief Fiancial Officer and Treasurer

PAYLESS SHOESOURCE, INC., a Missouri corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Senior Vice President — Chief Fiancial Officer and Treasurer

PSS CANADA, INC., a Kansas corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

PSS DELAWARE COMPANY 2, INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

Signature Page to Amended and Restated Loan and Guaranty Agreement


PSS DELAWARE COMPANY 3, INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

PSS DELAWARE COMPANY 4, INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

PSS INVESTMENT I, INC., a Nevada corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

PSS INVESTMENT III, INC., a Kansas corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

ROBEEZ LOGISTICS INC., a Nevada corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

ROBEEZ U.S. HOLDINGS INC., a Nevada corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

Signature Page to Amended and Restated Loan and Guaranty Agreement


ROBEEZ U.S., INC., a Washington corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

SAN JOSE ACQUISITION CORP., a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

SAUCONY UK, INC., a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

SAUCONY, INC., a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

SAUCONY/ECOM, INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

SHOE SOURCING, INC., a Kansas corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

SPERRY TOP-SIDER, INC., a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

Signature Page to Amended and Restated Loan and Guaranty Agreement


S R HOLDINGS INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

STRIDE RITE INTERNATIONAL CORP., a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

SR/ECOM, INC., a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

SRCG LLC, a Delaware limited liability company
By:	Stride Rite Children’s Group, Inc., its sole member

By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

SRCG/ECOM, INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

SRL, INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

Signature Page to Amended and Restated Loan and Guaranty Agreement


SRR, INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

STRIDE RITE CHILDREN’S GROUP, INC., a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

STRIDE RITE INTERNATIONAL HOLDINGS, INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

STRIDE RITE INTERNATIONAL LLC, a Delaware limited liability company
By:	Stride Rite International Holdings, Inc., its sole member

By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

STRIDE RITE INVESTMENT CORPORATION, a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

STRIDE RITE LLC, a Delaware limited liability company
By:	Stride Rite Children’s Group, Inc., its sole member

By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

Signature Page to Amended and Restated Loan and Guaranty Agreement


STRIDE RITE SOURCING INTERNATIONAL, INC., a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

STS/ECOM, INC., a Delaware corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

THE KEDS CORPORATION, a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

TOMMY HILFIGER FOOTWEAR, INC., a Massachusetts corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

KEDS LLC, a Delaware limited liability company
By:	The Keds Corporation, its sole member

By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	Vice President

EASTBOROUGH, INC., a Kansas corporation
By:	/s/ Ullrich E. Porzig
	Name:	Ullrich E. Porzig
	Title:	President

Signature Page to Amended and Restated Loan and Guaranty Agreement

EXHIBIT A-1

FORM OF ASSIGNMENT AND ACCEPTANCE AGREEMENT

This ASSIGNMENT AND ACCEPTANCE AGREEMENT (“Assignment Agreement”) is entered into as of between , a (“Assignor”), and , a (“Assignee”). Reference is made to the agreement described in Annex I annexed hereto (the “Loan Agreement”). Capitalized terms used herein and in Annex I and not otherwise defined shall have the meanings ascribed to them in the Loan Agreement.

1. In accordance with the terms and conditions of the Loan Agreement, Assignor hereby sells and assigns to Assignee, and Assignee hereby purchases and assumes from Assignor, solely that interest in and to Assignor’s rights and obligations under the Loan Documents as of the date hereof with respect to Assignor’s amount, portion and share of the Revolver Commitment [and/or Obligations]1 as specified in Annex I. After giving effect to such sale and assignment, Assignee’s amount, portion and share of the Revolver Commitment [and/or Obligations]¹ will be as set forth in Annex I.

2. Assignor (a) represents and warrants that it is the legal and beneficial owner of the interest being assigned by it hereunder and that such interest is free and clear of any adverse claim; (b) makes no representation or warranty and assumes no responsibility with respect to any statements, warranties or representations made in or in connection with the Loan Documents or the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Loan Documents or any other instrument or document furnished pursuant thereto; and (c) makes no representation or warranty and assumes no responsibility with respect to the financial condition of any Credit Party or the performance or observance by any Credit Party of any of its obligations under the Loan Documents or any other instrument or document furnished pursuant thereto.

3. Assignee (a) confirms that it has received copies of the Loan Agreement and the other Loan Documents, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment Agreement; (b) agrees that it will, independently and without reliance upon Agent, Assignor, or any other Lender, based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents; (c) confirms that it is eligible as an assignee under the terms of the Loan Agreement; (d) appoints and authorizes Agent to take such action as Agent on its behalf and to exercise such powers under the Loan Documents as are delegated to Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (e) agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.


¹		To be modified by Agent as applicable with respect to any assignment of Obligations separate from assignment of Revolver Commitments.

4. Following the execution of this Assignment Agreement by the Assignor and Assignee, it will be delivered by the Assignor to the Agent for (i) recording by the Agent and (ii) delivery by the Agent of a copy thereof to Borrower. The effective date of this Assignment (the “Settlement Date”) shall be the later of (a) the date of the execution hereof by the Assignor and the Assignee, the payment by Assignor or Assignee to Agent for Agent’s sole and separate account a processing fee in the amount of $5,000, and the receipt of any required consent of the Agent [and Borrower]2, and (b) the date specified in Annex I.

5. Upon recording by Agent, as of the Settlement Date and pursuant to the terms of the Loan Agreement (a) Assignee shall be a party to the Loan Agreement and, to the extent of the interest assigned pursuant to this Assignment Agreement, have the rights and obligations of a Lender thereunder and under the other Loan Documents, and (b) Assignor shall, to the extent of the interest assigned pursuant to this Assignment Agreement, relinquish its rights and be released from its obligations under the Loan Agreement and the other Loan Documents.

6. Upon recording by Agent, from and after the Settlement Date, Agent shall make all payments under the Loan Agreement and the other Loan Documents in respect of the interest assigned hereby to Assignee. On the Settlement Date, Assignee shall pay to Assignor the Purchase Price (as set forth in Annex I). Assignor and Assignee shall make all appropriate adjustments in payments under the Loan Agreement and the other Loan Documents for periods prior to the Settlement Date directly between themselves on the Settlement Date.

7. This Assignment Agreement may be executed in counterparts and by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original, but all of which shall together constitute one and the same instrument. This Assignment Agreement may be executed and delivered by telecopier or other facsimile transmission all with the same force and effect as if the same were a fully executed and delivered original manual counterpart.

8. THIS ASSIGNMENT AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.

[Remainder of page left intentionally blank.]


²		Include only if Borrower has right of approval pursuant to Loan Agreement.

ANNEX I
TO
ASSIGNMENT AND ACCEPTANCE AGREEMENT

1. Borrower: Collective Brands Finance, Inc.

2. Name and Date of Loan Agreement:

Amended and Restated Loan and Guaranty Agreement, dated as of August 17, 2007, as amended, restated, supplemented or otherwise modified from time to time, among Borrower, the other Credit Parties from time to time party thereto, the lenders from time to time Party thereto (the “Lenders”), and Wells Fargo Retail Finance, LLC, as arranger and administrative agent for the Lenders.


3. Date of Assignment Agreement:


4. Amounts:

a. Assigned Amount of the [Revolver Commitment]³		$


b. Assignee’s Resulting [Revolver Commitment]³		$


5. Purchase Price		$


6. Settlement Date:


7. Notice and Payment Instructions, etc.


		Assignee:		Assignor:

		Wiring Instructions:		Wiring Instructions:


³		To be modified by Agent as applicable with respect to any assignment of Obligations separate from assignment of Revolver Commitments.

EXHIBIT C-l

(Form of Compliance Certificate)

[on Borrower’s letterhead]


To:		Wells Fargo Retail Finance, LLC One Boston Place 18th Floor Boston, Massachusetts 02108 Attn: Business Finance Division Manager


		Re:		Compliance Certificate dated

Ladies and Gentlemen:

Reference is made to that certain Amended and Restated Loan and Guaranty Agreement, dated as of August 17, 2007 (the “Loan Agreement”), among Collective Brands Finance, Inc., a Nevada corporation (“Borrower”), the other credit parties signatory thereto (together with Borrower, the “Credit Parties”) the lenders signatory thereto (the “Lenders”), and Wells Fargo Retail Finance, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (“Agent”). Capitalized terms used in this Compliance Certificate have the meanings set forth in the Loan Agreement unless specifically defined herein.

Pursuant to Section 6.3 of the Loan Agreement, the undersigned chief financial officer of Borrower hereby certifies that:

1. Such officer has reviewed the terms of the Loan Agreement and has made, or caused to be made under his/her supervision, a review in reasonable detail of the transactions and condition of Borrower during the accounting period covered by the financial statements delivered pursuant to Section 6.3 of the Loan Agreement (with respect to which this Compliance Certificate is being delivered).

2. The financial information of Parent and its Subsidiaries furnished in Schedule 1 attached hereto has been prepared in accordance with GAAP (except for the lack of footnotes and being subject to quarterly and year-end audit adjustments) and fairly presents in all material respects the financial condition of Parent and its Subsidiaries.

3. There does not exist any condition or event that constitutes an Event of Default or Triggering Period, except for such conditions or events listed on Schedule 2 attached hereto (specifying the nature and period of existence thereof and what action Borrower and/or the applicable Credit Party has taken, is taking, or proposes to take with respect thereto).

4. The representations and warranties of each Credit Party contained in the Loan Agreement and the other Loan Documents are true and correct in all material respects on and as of the date hereof, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date).

5. The calculations used by the undersigned in determining (a) the Consolidated

TABLE OF CONTENTS


Article I Defined Terms			1
Section 1.1 Definitions			1
Section 1.2 Certain Other Terms			6

Article II Grant of Security Interest			7
Section 2.1 Collateral			7
Section 2.2 Grant of Security Interest in Collateral			8
Section 2.3 Cash Management Accounts			8

Article III Representations and Warranties			8
Section 3.1 Title; No Other Liens			8
Section 3.2 Perfection and Priority			8
Section 3.3 Jurisdiction of Organization; Chief Executive Office			9
Section 3.4 Inventory and Equipment			9
Section 3.5 Pledged Collateral			9
Section 3.6 Accounts			10
Section 3.7 Intellectual Property			10
Section 3.8 Deposit Accounts; Securities Accounts			11
Section 3.9 Commercial Tort Claims			11

Article IV Covenants			11
Section 4.1 Generally			11
Section 4.2 Maintenance of Perfected Security Interest; Further Documentation			11
Section 4.3 Maintenance of Records			12
Section 4.4 Pledged Collateral			12
Section 4.5 Accounts			14
Section 4.6 Delivery of Instruments and Chattel Paper			14
Section 4.7 Intellectual Property			15
Section 4.8 Payment of Obligations			17
Section 4.9 Notice of Commercial Tort Claims			17

Article V Remedial Provisions			18
Section 5.1 Code and Other Remedies			18
Section 5.2 Accounts and Payments in Respect of General Intangibles			18
Section 5.3 Pledged Collateral			19
Section 5.4 Proceeds to be Turned Over To Administrative Agent			20
Section 5.5 Securities Laws			21
Section 5.6 Deficiency			22

Article VI The Administrative Agent			22
Section 6.1 Administrative Agent’s Appointment as Attorney-in-Fact			22
Section 6.2 Duty of Administrative Agent			23
Section 6.3 Authorization of Financing Statements			24
Section 6.4 Authority of Administrative Agent			24

Article VII Miscellaneous			24
Section 7.1 Amendments in Writing			24
Section 7.2 Notices			25

Pledge and Security Agreement, dated as of August 17, 2007, by Collective Brands Finance, Inc., a Nevada corporation (formerly known as Payless ShoeSource Finance, Inc.) (the “Borrower”), and each of the other entities listed on the signature pages hereof or that becomes a party hereto pursuant to Section 7.10 (Additional Grantors) (each a “Grantor” and, collectively, the “Grantors”), in favor of Wells Fargo Retail Finance, LLC (“WFRF”), as agent (in such capacity, the “Administrative Agent”) for the Secured Parties (as defined below).

W i t n e s s e t h:

Whereas, pursuant to the Amended and Restated Loan and Guaranty Agreement, dated as of August 17, 2007 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), among the Borrower, the Guarantors party thereto, the Lenders party thereto and WFRF, as agent for the Lenders, the Lenders have severally agreed to make extensions of credit to the Borrower upon the terms and subject to the conditions set forth therein;

Whereas, the Grantors other than the Borrower are Guarantors under the Loan Agreement, whereby they have guaranteed the Obligations of the Borrower; and

Whereas, it is a condition precedent to the obligation of the Lenders to make their respective extensions of credit to the Borrower under the Loan Agreement that the Grantors shall have executed and delivered this Agreement to the Administrative Agent;

Now, therefore, in consideration of the premises and to induce the Lenders and the Administrative Agent to enter into the Loan Agreement and to induce the Lenders to make their respective extensions of credit to the Borrower thereunder, each Grantor hereby agrees with the Administrative Agent as follows:

ARTICLE I Defined Terms

Section 1.1 Definitions

(a) Unless otherwise defined herein, terms defined in the Loan Agreement and used herein have the meanings given to them in the Loan Agreement.

(b) Terms used herein without definition that are defined in the UCC have the meanings given to them in the UCC, including the following terms (which are capitalized herein):

“Account Debtor”

“Account”

“Certificated Security”

“Chattel Paper”

“Commercial Tort Claim”

“Commodity Account”

“Control Account”

“Deposit Account”

“Documents”

“Entitlement Holder”

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

“Entitlement Order”

“Equipment”

“Financial Asset”

“General Intangible”

“Goods”

“Instruments”

“Inventory”

“Investment Property”

“Letter-of-Credit Right”

“Proceeds”

“Securities Account”

“Securities Intermediary”

“Security”

“Security Entitlement”

“Additional Pledged Collateral” means any Pledged Collateral acquired by any Grantor after the date hereof and in which a security interest is granted pursuant to Section 2.2 (Grant of Security Interest in Collateral), including, to the extent a security interest is granted therein pursuant to Section 2.2 (Grant of Security Interest in Collateral), (i) all Stock and Stock Equivalents of any Person that are acquired by any Grantor after the date hereof, together with all certificates, instruments or other documents representing any of the foregoing and all Security Entitlements of any Grantor in respect of any of the foregoing, (ii) all additional Indebtedness from time to time owed to any Grantor by any obligor on the Pledged Debt Instruments and the Instruments evidencing such Indebtedness and (iii) all interest, cash, Instruments and other property or Proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any of the foregoing. “Additional Pledged Collateral” may be General Intangibles, Instruments or Investment Property.

“Agreement” means this Pledge and Security Agreement.

“Approved Securities Intermediary” means a “securities intermediary” or “commodity intermediary” (as such terms are defined in the UCC) selected or approved by the Administrative Agent.

“Collateral” has the meaning specified in Section 2.1 (Collateral).

“Collateral Agents” means the Administrative Agent, in its capacity as collateral agent for the Secured Parties, and the Term Agent, in its capacity as collateral agent to the Term Facility Secured Parties.

“Copyright Licenses” means any written agreement naming any Grantor as licensor or licensee granting any right under any Copyright, including the grant of any right to copy, publicly perform, create derivative works, manufacture, distribute, exploit or sell materials derived from any Copyright.

“Copyrights” means (a) all copyrights arising under the laws of the United States, any other country or any political subdivision thereof, whether registered or unregistered and whether published or unpublished, all registrations and recordings thereof and all applications in

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

connection therewith, including all registrations, recordings and applications in the United States Copyright Office or in any foreign counterparts thereof, and (b) the right to obtain all renewals thereof.

“Deposit Account Control Agreement” means a letter agreement, substantially in the form of Annex 1 (Form of Deposit Account Control Agreement) (with such changes as may be agreed to by the Administrative Agent), executed by the Grantor, the Administrative Agent and the relevant financial institution.

“Domestic Person” means any “United States person” under and as defined in Section 7701(a)(30) of the IRC.

“Excluded Equity” means any Voting Stock in excess of 66% of the total outstanding Voting Stock of any direct Subsidiary of any Grantor that is a Non-U.S. Person. For the purposes of this definition, “Voting Stock” means, as to any issuer, the issued and outstanding shares of each class of capital stock or other ownership interests of such issuer entitled to vote (within the meaning of Treasury Regulations § 1.956-2(c)(2)).

“Excluded Property” means, collectively, (i) Excluded Equity, (ii) any lease, license, contract, property right or agreement to which any Grantor is a party or any of its rights or interests thereunder if and to the extent that a security interest is prohibited by or in violation of (a) any Requirement of Law applicable to such Grantor, or (b) a term, provision or condition of or under, any such lease, license, contract, property right or agreement (unless in either clause (a) or (b) above such law, rule or regulation or such term, provision or condition would be rendered unenforceable against the Loans pursuant to Sections 9-406, 9-407, or 9-408 of the applicable UCC), (iii) any “intent to use” Trademark applications for which a statement of use has not been filed (but only until such statement is filed), (iv) Equipment owned by any Grantor that is subject to a purchase money Lien or a Capital Lease if the contract or other agreement in which such Lien is granted (or in the documentation providing for such Capital Lease) prohibits or requires the consent of any Person other than the Borrower and its Affiliates as a condition to the creation of any other Lien on such Equipment, (v) any assets of any Unrestricted Subsidiary or any assets of or equity interests in any of an Unrestricted Subsidiary’s direct or indirect subsidiaries, and (vi) any assets of any Immaterial Subsidiary that is not a Credit Party; provided, however, “Excluded Property” shall not include any Proceeds, substitutions or replacements of Excluded Property (unless such Proceeds, substitutions or replacements would constitute Excluded Property).

“Intellectual Property” means, collectively, all rights, priorities and privileges of any Grantor relating to intellectual property, whether arising under United States, multinational or foreign laws or otherwise, including Copyrights, Copyright Licenses, Patents, Patent Licenses, Trademarks, Trademark Licenses, trade secrets and Internet domain names, and all rights to sue at law or in equity for any infringement or other impairment thereof, including the right to receive all proceeds and damages therefrom.

“Intercompany Note” means any promissory note evidencing loans made by any Grantor or any of its Subsidiaries to any of its Subsidiaries or another Grantor.

“Intercreditor Agreement” means that certain Intercreditor Agreement, dated as of the date hereof among the Administrative Agent, the Term Agent, the Borrower and the other Credit Parties, and any amendments thereto.

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

“LLC” means each limited liability company in which a Grantor has an interest, including those set forth on Schedule 2 (Pledged Collateral).

“LLC Agreement” means each operating agreement with respect to a LLC, as each agreement has heretofore been, and may hereafter be, amended, restated, supplemented or otherwise modified from time to time.

“Material Intellectual Property” means trademark rights in the Trademarks “Payless ShoeSource”, “Airwalk”, “Stride Rite”, “Keds”, “Sperry” and “Saucony”, in each case as they relate to footwear or retail shoe store services in the United States and Canada and such other Intellectual Property owned by or licensed to a Grantor the loss or impairment of which would reasonably be expected to have a Material Adverse Effect.

“Non-U.S. Person” means any Person that is not a Domestic Person.

“Partnership” means each partnership in which a Grantor has an interest, including those set forth on Schedule 2 (Pledge Collateral).

“Partnership Agreement” means each partnership agreement governing a Partnership, as each such agreement has heretofore been, and may hereafter be, amended, restated, supplemented or otherwise modified.

“Patents” means (a) all letters patent of the United States, any other country or any political subdivision thereof and all reissues and extensions thereof, (b) all applications for letters patent of the United States or any other country and all divisionals, continuations and continuations-in-part thereof and (c) all rights to obtain any reissues, continuations or continuations-in-part of the foregoing.

“Patent License” means all agreements, whether written or oral, providing for the grant by or to any Grantor of any right to manufacture, have manufactured, use, import, sell or offer for sale any invention covered in whole or in part by a Patent.

“Pledged Certificated Stock” means all Certificated Securities and any other Stock and Stock Equivalent of a Person (other than Excluded Equity) evidenced by a certificate, Instrument or other equivalent document, in each case owned by any Grantor, including all Stock listed on Schedule 2 (Pledged Collateral).

“Pledged Collateral” means, collectively, the Pledged Stock, Pledged Debt Instruments, any other Investment Property of any Grantor, all chattel paper, certificates or other Instruments representing any of the foregoing and all Security Entitlements of any Grantor in respect of any of the foregoing. Pledged Collateral may be General Intangibles, Instruments or Investment Property. For the purposes of this Agreement the term “Pledged Collateral” shall not include any Excluded Property.

“Pledged Debt Instruments” means all right, title and interest of any Grantor in Instruments evidencing any Indebtedness owed to such Grantor (other than Excluded Property), including all Indebtedness described on Schedule 2 (Pledge Collateral), issued by the obligors named therein.

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

“Pledged Stock” means all Pledged Certificated Stock and all Pledged Uncertificated Stock. For purposes of this Agreement, the term “Pledged Stock” shall not include any Excluded Equity.

“Pledged Uncertificated Stock” means any Stock or Stock Equivalent of any Person that is not a Pledged Certificated Stock or that is not Excluded Equity, including all right, title and interest of any Grantor as a limited or general partner in any Partnership or as a member of any LLC and all right, title and interest of any Grantor in, to and under any Partnership Agreement or LLC Agreement to which it is a party.

“Secured Obligations” means, in the case of the Borrower, the Obligations and, in the case of any other Credit Party, the obligations of such Credit Party incurred pursuant to the Guaranty under the Loan Agreement and pursuant to the other Loan Documents to which it is a party.

“Secured Parties” means the Lenders, the Administrative Agent and any other holder of any Secured Obligation.

“Securities Account Control Agreement” means a letter agreement, substantially in the form of Annex 2 (Form of Securities Account Control Agreement) (with such changes as may be agreed to by the Administrative Agent), executed by the relevant Grantor, the Administrative Agent and the relevant Approved Securities Intermediary.

“Securities Act” means the Securities Act of 1933, as amended.

“Senior Collateral Transition Date” has the meaning set forth in the Intercreditor Agreement.

“Stock Equivalents” means all securities convertible into or exchangeable for Stock and all warrants, options or other rights to purchase or subscribe for any Stock, whether or not presently convertible, exchangeable or exercisable.

“Term Agent” means Citicorp North America, Inc., in its capacity as administrative agent under the Term Loan Agreement.

“Term Facility Secured Parties” shall mean the “Lenders” (as defined in the Term Loan Agreement) and the Term Agent.

“Term Loan Agreement” means that certain Term Loan Agreement, dated as of August 17, 2007 by and among the Borrower, Collective Brands, Inc., the lenders party thereto and the Term Agent.

“Term Loan Security Agreement” means that certain Pledge and Security Agreement, dated as of August 17, 2007 by and among the Borrower, each other Grantor party thereto from time to time and the Term Agent.

“Trademark License” means any agreement, whether written or oral, providing for the grant by or to any Grantor of any right to use any Trademark.

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

“Trademarks” means (a) all trademarks, trade names, corporate names, company names, business names, fictitious business names, trade styles, service marks, logos and other source or business identifiers, and, in each case, all goodwill associated therewith, whether now existing or hereafter adopted or acquired, all registrations and recordings thereof and all applications in connection therewith, in each case whether in the United States Patent and Trademark Office or in any similar office or agency of the United States, any State thereof or any other country or any political subdivision thereof, or otherwise, and all common-law rights related thereto, and (b) the right to obtain all renewals thereof.

“UCC” means the Uniform Commercial Code as from time to time in effect in the State of New York; provided, however, that, in the event that, by reason of mandatory provisions of law, any of the attachment, perfection or priority of the Administrative Agent’s and the Secured Parties’ security interest in any Collateral is governed by the Uniform Commercial Code as in effect in a jurisdiction other than the State of New York, the term “UCC” shall mean the Uniform Commercial Code as in effect in such other jurisdiction for purposes of the provisions hereof relating to such attachment, perfection or priority and for purposes of definitions related to such provisions.

“Vehicles” means all vehicles covered by a certificate of title law of any state.

Section 1.2 Certain Other Terms

(a) In this Agreement, in the computation of periods of time from a specified date to a later specified date, the word “from” means “from and including” and the words “to” and “until” each mean “to but excluding” and the word “through” means “to and including.”

(b) The terms “herein,” “hereof,” “hereto” and “hereunder” and similar terms refer to this Agreement as a whole and not to any particular Article, Section, subsection or clause in this Agreement.

(c) References herein to an Annex, Schedule, Article, Section, subsection or clause refer to the appropriate Annex or Schedule to, or Article, Section, subsection or clause in this Agreement.

(d) The meanings given to terms defined herein shall be equally applicable to both the singular and plural forms of such terms.

(e) Where the context requires, provisions relating to any Collateral, when used in relation to a Grantor, shall refer to such Grantor’s Collateral or any relevant part thereof.

(f) Any reference in this Agreement to a Loan Document shall include all appendices, exhibits and schedules thereto, and, unless specifically stated otherwise all amendments, restatements, supplements or other modifications thereto, and as the same may be in effect at any time such reference becomes operative.

(g) The term “including” means “including without limitation” except when used in the computation of time periods.

(h) The terms “Lender,” “Administrative Agent” and “Secured Party” include their respective successors.

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(i) References in this Agreement to any statute shall be to such statute as amended or modified and in effect from time to time.

ARTICLE II Grant of Security Interest

Section 2.1 Collateral

For the purposes of this Agreement, all of the following property now owned or at any time hereafter acquired by a Grantor or in which a Grantor now has or at any time in the future may acquire any right, title or interests is collectively referred to as the “Collateral”:

(a) all Accounts;

(b) all Chattel Paper;

(d) all Documents;

(e) all Equipment;

(f) all General Intangibles;

(g) all Instruments;

(h) all Intellectual Property;

(i) all Inventory;

(j) all Investment Property;

(k) all Letter-of-Credit Rights;

(l) all Vehicles;

(m) the Commercial Tort Claims described on Schedule 7 (Commercial Tort Claims) and on any supplement thereto received by the Administrative Agent pursuant to Section 4.9 (Notice of Commercial Tort Claims);

(n) all books and records pertaining to the other property described in this Section 2.1;

(o) all property of any Grantor held by the Administrative Agent or any other Secured Party, including all property of every description, in the possession or custody of or in transit to the Administrative Agent or such Secured Party for any purpose, including safekeeping, collection or pledge, for the account of such Grantor;

(p) all other Goods and personal property of such Grantor, whether tangible or intangible and wherever located; and

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(q) to the extent not otherwise included, all Proceeds;

provided, however, that “Collateral” shall not include any Excluded Property; and provided, further, that if and when any property shall cease to be Excluded Property, such property shall be deemed at all times from and after the date hereof to constitute Collateral.

Section 2.2 Grant of Security Interest in Collateral

Each Grantor, as collateral security for the full, prompt and complete payment and performance when due (whether at stated maturity, by acceleration or otherwise) of the Secured Obligations of such Grantor, hereby mortgages, pledges and hypothecates to the Administrative Agent for the benefit of the Secured Parties, and grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, all of its right, title and interest in, to and under the Collateral of such Grantor; provided, however, that, if and when any property that at any time constituted Excluded Property becomes Collateral, the Administrative Agent shall have, and at all times from and after the date hereof be deemed to have had, a security interest in such property.

Section 2.3 Cash Management Accounts

Each Grantor has established a Cash Management Account with an appropriate Cash Management Bank in accordance with Section 2.7 of the Loan Agreement. Each Cash Management Account will serve as a cash collateral account securing payment of the Secured Obligations, and in which each Grantor hereby grants a Lien to the Administrative Agent.

ARTICLE III Representations and Warranties

To induce the Lenders and the Administrative Agent to enter into the Loan Agreement, each Grantor hereby represents and warrants each of the following to the Administrative Agent, the Lenders and the other Secured Parties:

Section 3.1 Title; No Other Liens

Except for the Lien granted to the Administrative Agent pursuant to this Agreement, the Lien granted to the Term Agent pursuant to the Term Loan Security Agreement and the other Liens permitted to exist on the Collateral under the Loan Agreement, such Grantor (a) is the record and beneficial owner of that portion of the Pledged Collateral pledged by it hereunder constituting Instruments or Certificated Securities, (b) is the Entitlement Holder of all such Pledged Collateral constituting Investment Property held in a Securities Account and (c) has rights in or the power to transfer each other item of Collateral in which a Lien is granted by it hereunder, free and clear of any other Lien.

Section 3.2 Perfection and Priority

The security interest granted pursuant to this Agreement shall constitute a valid and continuing perfected security interest in favor of the Administrative Agent in the Collateral for which perfection is governed by the UCC or filing with the United States Copyright Office upon (i) in the case of all Collateral in which a security interest may be perfected by filing a financing statement under the UCC, the completion of the filings and other actions specified on Schedule 3 (Filings) (which, in the case of all filings and other documents referred to on such

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schedule, have been delivered to the Administrative Agent in completed and duly executed form), (ii) the delivery to the Administrative Agent of Collateral consisting of Instruments and Certificated Securities, in each case properly endorsed for transfer to the Administrative Agent or in blank, (iii) the execution of Securities Account Control Agreements with respect to Investment Property not in certificated form and held in a securities account covered by such agreement, (iv) the execution of Deposit Account Control Agreements with respect to certain Deposit Accounts of a Grantor and (v) appropriate filings having been made with the United States Copyright Office. Such perfected security interests shall be prior to all other Liens on the Collateral except for Permitted Liens having priority over the Administrative Agent’s Lien as permitted under the Loan Agreement, Liens in favor of the Term Facility Secured Parties subject to the provisions of the Intercreditor Agreement.

Section 3.3 Jurisdiction of Organization; Chief Executive Office

Such Grantor’s jurisdiction of organization, legal name, organizational identification number, if any, and the location of such Grantor’s chief executive office or sole place of business, in each case as of the date hereof, is specified on Schedule 1 (Jurisdiction of Organization; Principal Executive Office).

Section 3.4 Inventory and Equipment

On the date hereof, such Grantor’s Inventory and Equipment (other than mobile goods and Inventory or Equipment in transit) are kept at the locations listed on Schedule 4 (Location of Inventory and Equpment).

Section 3.5 Pledged Collateral

(a) The Pledged Stock pledged hereunder by such Grantor is listed on Schedule 2 (Pledged Collateral) and constitutes that percentage of the issued and outstanding equity of all classes of each issuer thereof as set forth on Schedule 2 (Pledged Collateral).

(b) All of the Pledged Stock (other than Pledged Stock in limited liability companies and partnerships) has been duly authorized, validly issued and is fully paid and nonassessable.

(c) Each of the Pledged Debt Instruments constitutes the legal, valid and binding obligation of the obligor with respect thereto, enforceable in accordance with its terms, subject to the effects of applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors’ rights generally, and general equitable principles (whether considered in a proceeding in equity or at law).

(d) All Pledged Collateral and, if applicable, any Additional Pledged Collateral, consisting of Certificated Securities or Instruments has been delivered to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties.

(e) All Pledged Collateral held by a Securities Intermediary in a Securities Account on the date hereof is subject to a Securities Account Control Account.

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(f) Other than Pledged Stock constituting General Intangibles, there is no Pledged Collateral on the date hereof other than that represented by Certificated Securities or Instruments in the possession of the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, or that consist of Financial Assets held in a Securities Account that is subject to a Securities Account Control Agreement.

(g) The Governing Documents of any Person governing any Pledged Stock provide that, upon the occurrence and during the continuance of an Event of Default, the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, shall be entitled to exercise all of the rights of the Grantor granting the security interest therein, and that a transferee or assignee of Stock of such Person shall become a member, partner or, as the case may be, other holder of such Pledged Stock to the same extent as the Grantor in such Person entitled to participate in the management of such Person and, upon the transfer of the entire interest of such Grantor, such Grantor ceases to be a member, partner or, as the case may be, other holder of such Pledged Stock.

Section 3.6 Accounts

No amount in excess of $500,000 payable to such Grantor under or in connection with any Account is evidenced by any Instrument or Chattel Paper that has not been delivered within 10 days after the receipt thereof to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, properly endorsed for transfer, to the extent delivery is required by Section 4.4 (Pledged Collateral).

Section 3.7 Intellectual Property

(a) Schedule 5 (Intellectual Proprty) lists all Material Intellectual Property of such Grantor on the Closing Date separately identifying that owned by such Grantor and that licensed to such Grantor.

(b) As of the Closing Date, all Material Intellectual Property owned by such Grantor in the United States and Canada (i) is valid, subsisting, unexpired and not unenforceable, has not been adjudged invalid and has not been abandoned and (ii) the use thereof in the business of such Grantor does not infringe, misappropriate, dilute or violate the intellectual property rights of any other Person except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

(c) As of the Closing Date, no holding, decision or judgment has been rendered by any Governmental Authority in the United States or Canada that would limit or cancel the validity of such Grantor’s rights in any Material Intellectual Property.

(d) Except as disclosed in any public filing or on Schedule 3.7(d) (Certain Actions), no action or proceeding seeking to limit or cancel the validity of any Material Intellectual Property owned by such Grantor or such Grantor’s ownership interest therein, in each case in the United States or Canada, is pending or, to the knowledge of such Grantor, threatened.

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Section 3.8 Deposit Accounts; Securities Accounts

The only Deposit Accounts or Securities Accounts maintained by any Grantor on the date hereof are those listed on Schedule 6 (Bank Accounts; Control Accounts), which sets forth such information separately for each Grantor.

Section 3.9 Commercial Tort Claims

The only Commercial Tort Claims of any Grantor existing on the date hereof (regardless of whether the amount, defendant or other material facts can be determined and regardless of whether such Commercial Tort Claim has been asserted, threatened or has otherwise been made known to the obligee thereof or whether litigation has been commenced for such claims) are those listed on Schedule 7 (Commerical Tort Claiams), which sets forth such information separately for each Grantor.

ARTICLE IV Covenants

Each Grantor agrees with the Administrative Agent to the following, as long as any Obligation or Commitment remains outstanding and, in each case, unless the Required Lenders otherwise consent in writing, or unless otherwise provided in the Loan Agreement:

Section 4.1 Generally

Such Grantor shall not use or permit any Collateral to be used unlawfully or in violation of any provision of this Agreement, any other Loan Document, any Related Document, any Requirement of Law or any policy of insurance covering the Collateral.

Section 4.2 Maintenance of Perfected Security Interest; Further Documentation

(a) Such Grantor shall maintain the security interest created by this Agreement as a perfected security interest having at least the priority described in Section 3.2 (Perfection and Priority) and Section 2.2 (Grant of Security Interests in Collateral) and shall defend such security interest and such priority against the claims and demands of all Persons subject to the Intercreditor Agreement.

(b) Such Grantor shall furnish to the Administrative Agent from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as the Administrative Agent may reasonably request, all in reasonable detail and in form and substance reasonably satisfactory to the Administrative Agent.

(c) At any time and from time to time, upon the written request of the Administrative Agent, and at the sole expense of such Grantor, such Grantor shall promptly and duly execute and deliver, and have recorded, such further instruments and documents and take such further action as the Administrative Agent may reasonably request for the purpose of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, including the filing of any financing or continuation statement under the UCC (or other similar laws) in effect in any jurisdiction with respect to the security interest created hereby and the execution and delivery of Deposit Account Control Agreements and Securities Account Control Agreements.

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Section 4.3 Maintenance of Records.

Such Grantor shall keep and maintain at its own cost and expense satisfactory and complete records of the Collateral, including a record of all payments received and all credits granted with respect to the Collateral and all other dealings with the Collateral. If requested by the Administrative Agent, the security interest of the Administrative Agent shall be noted on the certificate of title of each Vehicle.

Section 4.4 Pledged Collateral

(a) Such Grantor shall (i) deliver not later than 10 days following the receipt thereof to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, all certificates and Instruments representing or evidencing any Pledged Collateral (including Additional Pledged Collateral) which, in the case of Pledged Debt Instruments is in the face amount of at least $1,000,000, whether now existing or hereafter acquired, in suitable form for transfer by delivery or, as applicable, accompanied by such Grantor’s endorsement, where necessary, or duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Agents, together, in respect of any Additional Pledged Collateral, with a Pledge Amendment, duly executed by the Grantor, in substantially the form of Annex 3 (Form of Pledge Amendment), an acknowledgment and agreement to a Joinder Agreement duly executed by the Grantor, in substantially the form in the form of Annex 4 (Form of Joinder Agreement), or such other documentation acceptable to the Collateral Agents, provided, that any Pledged Debt Instruments existing on the Closing Date that represent indebtedness payable by one Grantor to another Grantor shall be delivered to the Term Agent within 30 days after the Closing Date, and (ii) maintain all other Pledged Collateral constituting Investment Property in a Control Account. Such Grantor authorizes the Administrative Agent to attach each Pledge Amendment to this Agreement. The Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, shall have the right, at any time in its discretion and without notice to the Grantor, to transfer to or to register in its name or in the name of its nominees any Pledged Collateral during the continuance of an Event of Default. The Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, shall have the right at any time to exchange any certificate or instrument representing or evidencing any Pledged Collateral for certificates or instruments of smaller or larger denominations during the continuance of an Event of Default.

(b) Except as provided in Article V (Remedial Provisions), each Grantor shall be entitled hereunder to receive all cash dividends paid in respect of the Pledged Collateral (other than liquidating or distributing dividends) with respect to the Pledged Collateral. Any sums paid upon or in respect of any Pledged Collateral upon the liquidation or dissolution of any issuer of any Pledged Collateral, any distribution of capital made on or in respect of any Pledged Collateral or any property distributed upon or with respect to any Pledged Collateral pursuant to the recapitalization or reclassification of the capital of any issuer of Pledged Collateral or pursuant to the reorganization thereof shall, unless otherwise subject to a perfected security interest in favor of the Collateral Agents, be delivered to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, to be held by it hereunder as additional collateral security for the Secured Obligations. If any sum of money or property so paid or distributed in respect of any Pledged Collateral shall be received by such Grantor as bailee, such Grantor shall, until such money or property is paid or delivered to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the

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Intercreditor Agreement, as bailee for the Secured Parties, hold such money or property in trust for the Collateral Agents, segregated from other funds of such Grantor, as additional security for the Secured Obligations.

(c) Except as provided in Article V (Remedial Provisions), each Grantor shall be entitled to exercise all voting, consent and corporate, partnership, limited liability company and similar rights with respect to the Pledged Collateral; provided, however, that no vote shall be cast, consent given or right exercised or other action taken by such Grantor that would materially impair the Collateral or violate the Loan Agreement.

(d) Such Grantor shall not grant “control” (within the meaning of such term under Article 9-106 of the UCC) over any Investment Property to any Person other than, the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties and statutory control granted to the Securities Intermediary solely due to the Securities Intermediary’s possession of such Investment Property in a Securities Account.

(e) In the case of each Grantor that is an issuer of Pledged Collateral, such Grantor agrees to be bound by the terms of this Agreement relating to the Pledged Collateral issued by it and shall comply with such terms insofar as such terms are applicable to it. In the case of any Grantor that is a holder of any Stock or Stock Equivalent in any Person that is an issuer of Pledged Collateral during the continuance of an Event of Default, such Grantor consents to (i) the exercise of the rights granted to the Collateral Agents hereunder (including those described in Section 5.3 (Pledged Collateral)), and (ii) the pledge by each other Grantor, pursuant to the terms hereof, of the Pledged Stock in such Person and to the transfer of such Pledged Stock to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, or its nominee and to the substitution of the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, or its nominee as a holder of such Pledged Stock with all the rights, powers and duties of other holders of Pledged Stock of the same class and, if the Grantor having pledged such Pledged Stock hereunder had any right, power or duty at the time of such pledge or at the time of such substitution beyond that of such other holders, with all such additional rights, powers and duties. Such Grantor agrees to execute and deliver to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, such certificates, agreements and other documents as may be necessary to evidence, formalize or otherwise give effect to the consents given in this clause (e).

Section 4.5 Accounts

(a) Such Grantor shall not, other than in the ordinary course of business consistent with its past practice, (i) grant any extension of the time of payment of any Account, (ii) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Account, (iv) allow any credit or discount on any Account or (v) amend, supplement or modify any Account in any manner that could adversely affect the value thereof.

(b) The Administrative Agent shall have the right to make test verifications of the Accounts in any manner and through any medium that it reasonably considers advisable, and such Grantor shall furnish all such assistance and information as the Administrative Agent

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may reasonably require in connection therewith. At any time and from time to time, upon the Administrative Agent’s request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others satisfactory to the Administrative Agent to furnish to the Administrative Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Accounts; provided, however, that in the case of any appraisal or audit, such appraisal or audit may only be undertaken if Revolver Usage at the time of such appraisal or audit is undertaken is in excess of $100,000,000 and provided further, that unless a Default or an Event of Default is continuing or a Triggering Period has occurred and is continuing, the Administrative Agent shall request no more than two such reports during any calendar year.

Section 4.6 Delivery of Instruments and Chattel Paper

Except as otherwise agreed by the Administrative Agent, if any amount in excess of $1,000,000 payable under or in connection with any Collateral owned by such Grantor shall be or become evidenced by an Instrument or Chattel Paper, such Grantor shall deliver within 10 days following the receipt thereof such Instrument or Chattel Paper to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, duly indorsed in a manner satisfactory to the Collateral Agents, or, if consented to by the Collateral Agents, s shall mark all such Instruments and Chattel Paper with the following legend: “This writing and the obligations evidenced or secured hereby are subject to the security interest of Wells Fargo Retail Finance, LLC, as Administrative Agent under that certain Amended and Restated Loan and Guaranty Agreement, and Citicorp North America, Inc., as Administrative Agent under that certain Term Loan Agreement”.

Section 4.7 Intellectual Property

(a) Such Grantor (either itself or through licensees) shall (i) continue to use each Trademark that is Material Intellectual Property in order to maintain such Trademark with respect to footwear and retail shoe store services (if so used as of the date hereof), free from any claim of abandonment for non-use, (ii) except as it may otherwise determine in the ordinary course of its business, maintain as in the past the quality of products and services offered under such Trademark, (iii) generally use such Trademark with commercially reasonable notices of registration and regular notices and legends required by applicable Requirements of Law and (iv) not (and not permit any licensee or sublicensee thereof to) knowingly do any act or knowingly omit to do any act whereby such Trademark (or any goodwill associated therewith) may become destroyed or invalidated in any way.

(b) Such Grantor (either itself or through licensees) shall not do any act, or omit to do any act, whereby any Patent that is Material Intellectual Property becomes forfeited, abandoned or dedicated to the public.

(c) Such Grantor shall notify the Administrative Agent promptly if it knows that any registration owned by such Grantor for any Material Intellectual Property is likely to become forfeited, abandoned or dedicated to the public or any action or proceeding is commenced seeking to limit in any material respect or cancel such Grantor’s ownership of, right to use, interest in, or the validity of, any Material Intellectual Property or such Grantor’s right to register the same or to own and maintain the same.

(d) Whenever such Grantor, either by itself or through any agent, licensee or designee, shall file an application for the registration of any Intellectual Property with the United

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States Patent and Trademark Office, the United States Copyright Office or any similar office or agency within the United States or register any Internet domain name, such Grantor shall report such filing to the Administrative Agent within 60 days after the last day of the fiscal quarter in which such filing occurs. Upon request of the Administrative Agent, such Grantor shall execute and deliver, and have recorded in the United States, all agreements, instruments, documents and papers as the Administrative Agent may request to evidence the Administrative Agent’s security interest in any Copyright, Patent, Trademark or Internet domain name and the goodwill and general intangibles of such Grantor relating thereto or represented thereby. The failure to provide or any omissions from such report shall not constitute an Event of Default unless any Material Intellectual Property is omitted therefrom. At the written request of the Administrative Agent, each Grantor shall provide a true and complete list of all Material Intellectual Property and United States copyright registrations included in the Collateral.

(e) Such Grantor shall take all reasonable actions necessary or requested by the Administrative Agent, including in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any similar office or agency and any Internet domain name registrar, to maintain and pursue each application (and to obtain the relevant registration) and to maintain each registration of any Copyright, Trademark, Patent or Internet domain name that is Material Intellectual Property, and that is in such Grantor’s reasonable judgment appropriate, including filing of applications for renewal, affidavits of use, affidavits of incontestability.

(f) In the event that any Material Intellectual Property is or has been infringed upon or misappropriated or diluted by a third party, such Grantor shall notify the Administrative Agent promptly after such Grantor learns thereof. Such Grantor shall take appropriate action in response to such infringement, misappropriation of dilution, including when bringing suit for infringement, misappropriation or dilution and to recover all damages for such infringement, misappropriation of dilution, and shall taking such other actions, in each case as appropriate in such Grantor’s reasonable judgment under the circumstances to protect such Material Intellectual Property.

(g) Unless otherwise agreed to by the Administrative Agent, such Grantor shall execute and deliver to the Administrative Agent for filing (i) in the United States Copyright Office a short-form copyright security agreement in the form attached hereto as Annex 5 (Form of Short Form Intellectual Prperty Security Agreement), (ii) in the United States Patent and Trademark Office and with the Secretary of State of all appropriate States of the United States a short-form patent security agreement in the form attached hereto as Annex 5 (Form of Short Form Intellectual Property Security Agreement) and (iii) in the United States Patent and Trademark Office a short-form trademark security agreement in form attached hereto as Annex 5 (Form of Short Form Intellectual Property Security Agreement).

Section 4.8 Payment of Obligations

Such Grantor shall pay and discharge or otherwise satisfy at or before maturity or before they become delinquent, as the case may be, all taxes, assessments and governmental charges or levies imposed upon the Collateral or in respect of income or profits therefrom, as well as all claims of any kind (including claims for labor, materials and supplies) against or with respect to the Collateral, except that no such charge need be paid if (i) the amount or validity thereof is currently being contested in good faith by appropriate proceedings, reserves in

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conformity with GAAP with respect thereto have been provided on the books of such Grantor, or (ii) such proceedings could not reasonably be expected to result in a Material Adverse Effect.

Section 4.9 Notice of Commercial Tort Claims

Such Grantor agrees that (i) within 60 days after the end of each fiscal quarter, such Grantor shall provide to the Administrative Agent a report setting forth all Commercial Tort Claims for which such Grantor has filed a complaint in a court of competent jurisdiction with respect to which the pleadings seek damages in excess of $1,000,000, if any, and (ii) the provisions of Section 2.1 (Collateral) shall apply with respect to any such Commercial Tort Claims. Any report delivered pursuant to this Section 4.9 (Notice of Commercial Tort Claims) shall, after the receipt thereof by the Administrative Agent, become part of Schedlue 7 (Commerical Tort Claims) for all purposes hereunder other than in respect of representations and warranties made prior to the date of such receipt.

ARTICLE V Remedial Provisions

Section 5.1 Code and Other Remedies

During the continuance of an Event of Default, the Administrative Agent may exercise, in addition to all other rights and remedies granted to it in this Agreement and in any other instrument or agreement securing, evidencing or relating to the Secured Obligations, all rights and remedies of a secured party under the UCC or any other applicable law. Without limiting the generality of the foregoing, the Administrative Agent, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon any Grantor or any other Person (all and each of which demands, defenses, advertisements and notices are hereby waived to the extent permitted by law), may in such circumstances forthwith collect, receive, appropriate and realize upon any Collateral, and may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver any Collateral (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker’s board or office of the Administrative Agent or any Lender or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. The Administrative Agent shall have the right upon any such public sale or sales, and, to the extent permitted by the UCC and other applicable law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption of any Grantor, which right or equity is hereby waived and released to the fullest extent permitted by law. Each Grantor further agrees, at the Administrative Agent’s request during the continuance of an Event of Default, to assemble the Collateral and make it available to the Administrative Agent at places that the Administrative Agent shall reasonably select, whether at such Grantor’s premises or elsewhere. The Administrative Agent shall apply the net proceeds of any action taken by it pursuant to this Section 5.1, after deducting all reasonable costs and expenses of every kind incurred in connection therewith or incidental to the care or safekeeping of any Collateral or in any way relating to the Collateral or the rights of the Administrative Agent and any other Secured Party hereunder, including reasonable attorneys’ fees and disbursements, to the payment in whole or in part of the Secured Obligations, in such order as the Loan Agreement shall prescribe, and only after such application and after the payment by the Administrative Agent of any other amount required by any provision of law, need the Administrative Agent account for the surplus, if any, to any Grantor. To the extent permitted

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by applicable law, each Grantor waives all claims, damages and demands it may acquire against the Administrative Agent or any other Secured Party arising out of the exercise by them of any rights hereunder. If any notice of a proposed sale or other disposition of Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least 10 Business Days before such sale or other disposition.

Section 5.2 Accounts and Payments in Respect of General Intangibles

(a) In addition to, and not in substitution for, any similar requirement in the Loan Agreement, if required by the Administrative Agent at any time during the continuance of an Event of Default, any payment of Accounts or payment in respect of General Intangibles, when collected by any Grantor, shall be forthwith deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Administrative Agent, in a Cash Management Account, subject to withdrawal by the Administrative Agent as provided in Section 5.4 (Proceeds to be Turned Over To Administrative Agent). Until so turned over, such payment shall be held by such Grantor in trust for the Administrative Agent, segregated from other funds of such Grantor.

(b) At the Administrative Agent’s request, during the continuance of an Event of Default, each Grantor shall deliver to the Administrative Agent or, at the Administrative Agent’s option, permit the Administrative Agent access to obtain copies or original and other documents evidencing, and relating to, the agreements and transactions that gave rise to the Accounts or payments in respect of General Intangibles, including all original orders, invoices and shipping receipts.

(c) The Administrative Agent may, without notice to the Grantors, at any time during the continuance of an Event of Default, limit or terminate the authority of a Grantor to collect its Accounts or amounts due under General Intangibles or any thereof.

(d) The Administrative Agent in its own name or in the name of others may at any time during the continuance of an Event of Default communicate with Account Debtors to verify with them to the Administrative Agent’s satisfaction the existence, amount and terms of any Account or amounts due under any General Intangible.

(e) Upon the request of the Administrative Agent at any time during the continuance of an Event of Default, each Grantor shall notify Account Debtors that the Accounts or General Intangibles have been collaterally assigned to the Administrative Agent and that payments in respect thereof shall be made directly to the Administrative Agent. In addition, the Administrative Agent may at any time during the continuance of an Event of Default enforce such Grantor’s rights against such Account Debtors and obligors of General Intangibles.

(f) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Accounts and payments in respect of General Intangibles to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Administrative Agent nor any other Secured Party shall have any obligation or liability under any agreement giving rise to an Account or a payment in respect of a General Intangible by reason of or arising out of this Agreement or the receipt by the Administrative Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent nor any other Secured Party be obligated in any manner to perform any obligation of any Grantor under or pursuant to any agreement giving rise to an Account or a payment in respect of a General Intangible, to make

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any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts that may have been assigned to it or to which it may be entitled at any time or times.

Section 5.3 Pledged Collateral

(a) During the continuance of an Event of Default, at the request of, and upon notice from the Administrative Agent to the relevant Grantor or Grantors, (i) the Administrative Agent shall have the right to receive any Proceeds of the Pledged Collateral and make application thereof to the Obligations in the order set forth in the Loan Agreement and (ii) the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, or its nominee may exercise (A) any voting, consent, corporate and other right pertaining to the Pledged Collateral at any meeting of shareholders, partners or members, as the case may be, of the relevant issuer or issuers of Pledged Collateral or otherwise and (B) any right of conversion, exchange and subscription and any other right, privilege or option pertaining to the Pledged Collateral as if it were the absolute owner thereof (including the right to exchange at its discretion any of the Pledged Collateral upon the merger, amalgamation, consolidation, reorganization, recapitalization or other fundamental change in the corporate or equivalent structure of any issuer of Pledged Stock, the right to deposit and deliver any Pledged Collateral with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as the Collateral Agents may determine), all without liability except to account for property actually received by it; provided, however, that the Term Agent shall have no duty to any Grantor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

(b) During the continuance of an Event of Default, in order to permit the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, to exercise the voting and other consensual rights that it may be entitled to exercise pursuant hereto and to receive all dividends and other distributions that it may be entitled to receive hereunder, (i) each Grantor shall promptly execute and deliver (or cause to be executed and delivered) to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, all such proxies, dividend payment orders and other instruments as the Collateral Agents may from time to time reasonably request and (ii) without limiting the effect of clause (i) above, such Grantor hereby grants to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, an irrevocable proxy to vote all or any part of the Pledged Collateral and to exercise all other rights, powers, privileges and remedies to which a holder of the Pledged Collateral would be entitled (including giving or withholding written consents of shareholders, partners or members, as the case may be, calling special meetings of shareholders, partners or members, as the case may be, and voting at such meetings), which proxy shall be effective, automatically and without the necessity of any action (including any transfer of any Pledged Collateral on the record books of the issuer thereof) by any other person (including the issuer of such Pledged Collateral or any officer or agent thereof) during the continuance of an Event of Default and which proxy shall only terminate upon the payment in full of the Secured Obligations.

(c) Each Grantor hereby expressly authorizes and instructs each issuer of any Pledged Collateral pledged hereunder by such Grantor to (i) comply with any instruction received by it from any Collateral Agent in writing that (A) states that an Event of Default has

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

occurred and is continuing and (B) is otherwise in accordance with the terms of this Agreement, without any other or further instructions from such Grantor, and each Grantor agrees that such issuer shall be fully protected in so complying and (ii) unless otherwise expressly permitted hereby, pay any dividend or other payment with respect to the Pledged Collateral directly to the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties.

Section 5.4 Proceeds to be Turned Over To Administrative Agent

Unless otherwise expressly provided in the Loan Agreement, all Proceeds received by the Administrative Agent hereunder in cash or Cash Equivalents shall be held by the Administrative Agent in a Cash Management Account. All Proceeds while held by the Administrative Agent in a Cash Management Account (or by such Grantor in trust for the Administrative Agent) shall continue to be held as collateral security for the Secured Obligations and shall not constitute payment thereof until applied as provided in the Loan Agreement or in the Intercreditor Agreement.

Section 5.5 Securities Laws

(a) Each Grantor recognizes that the Term Agent as agent for the Term Facility Secured Parties and, pursuant to the Intercreditor Agreement, as bailee for the Secured Parties, may be unable to effect a public sale of any Pledged Collateral by reason of certain prohibitions contained in the Securities Act and applicable state securities laws or otherwise or may determine that a public sale is impracticable or not commercially reasonable and, accordingly, may resort to one or more private sales thereof to a restricted group of purchasers that shall be obliged to agree, among other things, to acquire such securities for their own account for investment and not with a view to the distribution or resale thereof. Each Grantor acknowledges and agrees that any such private sale may result in prices and other terms less favorable than if such sale were a public sale and, notwithstanding such circumstances, agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner. The Term Agent acting in the above-referenced capacities shall be under no obligation to delay a sale of any Pledged Collateral for the period of time necessary to permit the issuer thereof to register such securities for public sale under the Securities Act, or under applicable state securities laws, even if such issuer would agree to do so.

(b) During the continuance of an Event of Default, each Grantor agrees to use commercially reasonable efforts to do or cause to be done all such other acts as may be reasonably requested of it to make such sale or sales of all or any portion of the Pledged Collateral pursuant to this Error! Reference source not found. valid and binding and in compliance with all other applicable Requirements of Law. Each Grantor further agrees that a breach of any covenant contained in this Section 5.5 will cause irreparable injury to the Collateral Agents, the Term Facility Secured Parties and the Secured Parties, that the Collateral Agents, the Term Facility Secured Parties and the Secured Parties have no adequate remedy at law in respect of such breach and, as a consequence, that each and every covenant contained in this Error! Reference source not found. shall be specifically enforceable against such Grantor, and such Grantor hereby waives and agrees not to assert any defense against an action for specific performance of such covenants except for a defense that no Event of Default has occurred under the Loan Agreement or the Term Loan Agreement.

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

Section 5.6 Deficiency

Each Grantor shall remain liable for any deficiency if the proceeds of any sale or other disposition of the Collateral are insufficient to pay the Secured Obligations and the reasonable out-of-pocket fees and disbursements of counsel employed by the Administrative Agent to collect such deficiency.

Section 5.7 Remedies Subject to Intercreditor Agreement

Notwithstanding the foregoing provisions, any rights and remedies and all representations and covenants contained in this Article V (Remedial Provisions) are qualified by and shall be subject to the terms of the Intercreditor Agreement.

ARTICLE VI The Administrative Agent

Section 6.1 Administrative Agent’s Appointment as Attorney-in-Fact

(a) Each Grantor hereby irrevocably constitutes and appoints the Administrative Agent and any officer or agent thereof, with full power of substitution, as its true and lawful attorney-in-fact with full irrevocable power and authority in the place and stead of such Grantor and in the name of such Grantor or in its own name, for the purpose of carrying out the terms of this Agreement, to take any appropriate action and to execute any document or instrument that may be necessary or desirable to accomplish the purposes of this Agreement, and, without limiting the generality of the foregoing, each Grantor hereby gives the Administrative Agent the power and right, on behalf of such Grantor, without notice to or assent by such Grantor, to do any of the following:

(i) in the name of such Grantor or its own name, or otherwise, take possession of and indorse and collect any check, draft, note, acceptance or other instrument for the payment of moneys due under any Account or General Intangible or with respect to any other Collateral and file any claim or take any other action or proceeding in any court of law or equity or otherwise deemed appropriate by the Administrative Agent for the purpose of collecting any such moneys due under any Account or General Intangible or with respect to any other Collateral whenever payable;

(ii) in the case of any Intellectual Property, execute and deliver, and have recorded, any agreement, instrument, document or paper as the Administrative Agent may deem appropriate to evidence the Administrative Agent’s security interest in such Intellectual Property and the goodwill and General Intangibles of such Grantor relating thereto or represented thereby;

(iii) pay or discharge taxes and Liens levied or placed on or threatened against the Collateral, effect any repair or pay any insurance called for by the terms of this Agreement (including all or any part of the premiums therefor and the costs thereof);

(iv) execute, in connection with any sale provided for in Section 5.1 (Code and Other Remedies) or Section 5.5 (Securities Laws), any endorsement, assignment or other instrument of conveyance or transfer with respect to the Collateral; and

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

(v) (A) direct any party liable for any payment under any Collateral to make payment of any moneys due or to become due thereunder directly to the Administrative Agent or as the Administrative Agent shall direct, (B) ask or demand for, collect, and receive payment of and receipt for, any moneys, claims and other amounts due or to become due at any time in respect of or arising out of any Collateral, (C) sign and indorse any invoice, freight or express bill, bill of lading, storage or warehouse receipt, draft against debtors, assignment, verification, notice and other document in connection with any Collateral, (D) commence and prosecute any suit, action or proceeding at law or in equity in any court of competent jurisdiction to collect any Collateral and to enforce any other right in respect of any Collateral, (E) defend any suit, action or proceeding brought against such Grantor with respect to any Collateral, (F) settle, compromise or adjust any such suit, action or proceeding and, in connection therewith, give such discharges or releases as the Administrative Agent may deem appropriate, (G) assign any Copyright, Patent or Trademark (along with the goodwill of the business to which any such Trademark pertains) throughout the world for such term or terms, on such conditions, and in such manner as the Administrative Agent shall in its sole discretion determine, including the execution and filing of any document necessary to effectuate or record such assignment and (H) generally, sell, transfer, pledge and make any agreement with respect to or otherwise deal with any Collateral as fully and completely as though the Administrative Agent were the absolute owner thereof for all purposes, and do, at the Administrative Agent’s option and such Grantor’s expense, at any time, or from time to time, all acts and things that the Administrative Agent deems necessary to protect, preserve or realize upon the Collateral and the Administrative Agent’s and the other Secured Parties’ security interests therein and to effect the intent of this Agreement, all as fully and effectively as such Grantor might do.

Anything in this clause (a) to the contrary notwithstanding, the Administrative Agent agrees that it shall not exercise any right under the power of attorney provided for in this clause (a) unless an Event of Default shall be continuing.

(b) If any Grantor fails to perform or comply with any of its agreements contained herein, the Administrative Agent, at its option during the continuance of a Default or an Event of Default, but without any obligation so to do, may perform or comply, or otherwise cause performance or compliance, with such agreement.

(c) The reasonable out-of-pocket expenses of the Administrative Agent incurred in connection with actions undertaken as provided in this Section 6.1, together with interest thereon at a rate per annum equal to the rate per annum at which interest would then be payable on past due Loans that are Base Rate Loans under the Loan Agreement, from the date of payment by the Administrative Agent to the date reimbursed by the relevant Grantor, shall be payable by such Grantor to the Administrative Agent on demand.

(d) Each Grantor hereby ratifies all that said attorneys shall lawfully do or cause to be done by virtue hereof. All powers, authorizations and agencies contained in this Agreement are coupled with an interest and are irrevocable until this Agreement is terminated and the security interests created hereby are released.

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

Section 6.2 Duty of Administrative Agent

The Administrative Agent’s sole duty with respect to the custody, safekeeping and physical preservation of the Collateral in its possession shall be to deal with it in the same manner as the Administrative Agent deals with similar property for its own account. None of the Administrative Agent, any other Secured Party nor any of their respective officers, directors, employees or agents shall be liable for failure to demand, collect or realize upon any Collateral or for any delay in doing so or shall be under any obligation to sell or otherwise dispose of any Collateral upon the request of any Grantor or any other Person or to take any other action whatsoever with regard to any Collateral. The powers conferred on the Administrative Agent hereunder are solely to protect the Administrative Agent’s interest in the Collateral and shall not impose any duty upon the Administrative Agent or any other Secured Party to exercise any such powers. The Administrative Agent and the other Secured Parties shall be accountable only for amounts that they actually receive as a result of the exercise of such powers, and neither they nor any of their respective officers, directors, employees or agents shall be responsible to any Grantor for any act or failure to act hereunder, except for their own gross negligence or willful misconduct.

Section 6.3 Authorization of Financing Statements

Each Grantor authorizes the Administrative Agent and its Affiliates, counsel and other representatives, at any time and from time to time, to file or record financing statements, amendments to financing statements, and other filing or recording documents or instruments with respect to the Collateral in such form and in such offices as the Administrative Agent reasonably determines appropriate to perfect the security interests of the Administrative Agent under this Agreement, and such financing statements and amendments may describe the Collateral covered thereby as “all assets of the debtor”, “all personal property of the debtor” or words of similar effect. Each Grantor hereby also authorizes the Administrative Agent and its Affiliates, counsel and other representatives, at any time and from time to time, to file continuation statements with respect to previously filed financing statements. A photographic or other reproduction of this Agreement shall be sufficient as a financing statement or other filing or recording document or instrument for filing or recording in any jurisdiction.

Section 6.4 Authority of Administrative Agent

Each Grantor acknowledges that the rights and responsibilities of the Administrative Agent under this Agreement with respect to any action taken by the Administrative Agent or the exercise or non-exercise by the Administrative Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of this Agreement shall, as between the Administrative Agent and the other Secured Parties, be governed by the Loan Agreement and by such other agreements with respect thereto as may exist from time to time among them, but, as between the Administrative Agent and the Grantors, the Administrative Agent shall be conclusively presumed to be acting as agent for the Administrative Agent and the other Secured Parties with full and valid authority so to act or refrain from acting, and no Grantor shall be under any obligation, or entitlement, to make any inquiry respecting such authority.

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

ARTICLE VII Miscellaneous

Section 7.1 Amendments in Writing

None of the terms or provisions of this Agreement may be waived, amended, supplemented or otherwise modified except in accordance with Section 15.1 (Amendments and Waivers) of the Loan Agreement; provided, however, that annexes to this Agreement may be supplemented (but no existing provisions may be modified and no Collateral may be released) through Pledge Amendments and Joinder Agreements, in substantially the form of Annex 3 (Form of Pledge Amendment) and Annex 4 (Form of Joinder Agreement) respectively, in each case duly executed by the Administrative Agent and each Grantor directly affected thereby.

Section 7.2 Notices

All notices, requests and demands to or upon the Administrative Agent or any Grantor hereunder shall be effected in the manner provided for in Section 12 (Notices) of the Loan Agreement; provided, however, that any such notice, request or demand to or upon any Grantor shall be addressed to the Borrower’s notice address set forth in such Section 12 (Notices) of the Loan Agreement.

Section 7.3 No Waiver by Course of Conduct; Cumulative Remedies

Neither the Administrative Agent nor any other Secured Party shall by any act (except by a written instrument pursuant to Section 7.15 (Amendments in Writing)), delay, indulgence, omission or otherwise be deemed to have waived any right or remedy hereunder or to have acquiesced in any Default or Event of Default. No failure to exercise, nor any delay in exercising, on the part of the Administrative Agent or any other Secured Party, any right, power or privilege hereunder shall operate as a waiver thereof. No single or partial exercise of any right, power or privilege hereunder shall preclude any other or further exercise thereof or the exercise of any other right, power or privilege. A waiver by the Administrative Agent or any other Secured Party of any right or remedy hereunder on any one occasion shall not be construed as a bar to any right or remedy that the Administrative Agent or such other Secured Party would otherwise have on any future occasion. The rights and remedies herein provided are cumulative, may be exercised singly or concurrently and are not exclusive of any other rights or remedies provided by law.

Section 7.4 Successors and Assigns

This Agreement shall be binding upon the successors and assigns of each Grantor and shall inure to the benefit of the Administrative Agent and each other Secured Party and their successors and assigns; provided, however, that no Grantor may assign, transfer or delegate any of its rights or obligations under this Agreement without the prior written consent of the Administrative Agent.

Section 7.5 Counterparts

This Agreement may be executed by one or more of the parties to this Agreement on any number of separate counterparts (including by telecopy), each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Signature pages may be detached from multiple counterparts and attached to a

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

single counterpart so that all signature pages are attached to the same document. Delivery of an executed counterpart by telecopy shall be effective as delivery of a manually executed counterpart.

Section 7.6 Severability

Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

Section 7.7 Section Headings

The Article and Section titles contained in this Agreement are, and shall be, without substantive meaning or content of any kind whatsoever and are not part of the agreement of the parties hereto.

Section 7.8 Entire Agreement

This Agreement together with the other Loan Documents represents the entire agreement of the parties and supersedes all prior agreements and understandings relating to the subject matter hereof.

Section 7.9 Governing Law

This Agreement and the rights and obligations of the parties hereto shall be governed by, and construed and interpreted in accordance with, the law of the State of New York.

Section 7.10 Additional Grantors

If, pursuant to Section 6.14 (Formation of Subsidiaries) of the Loan Agreement, the Borrower shall be required to cause any Subsidiary that is not a Grantor to become a Grantor hereunder, such Subsidiary shall execute and deliver to the Administrative Agent a Joinder Agreement substantially in the form of Annex 4 (Form of Joinder Agreement) and shall thereafter for all purposes be a party hereto and have the same rights, benefits and obligations as a Grantor party hereto on the Closing Date.

Section 7.11 Release of Collateral

(a) At the time provided in Section 16.12(a)(i) (Collateral Matters) of the Loan Agreement, the Collateral shall be released from the Lien created hereby and this Agreement and all obligations (other than those expressly stated to survive such termination) of the Administrative Agent and each Grantor hereunder shall terminate, all without delivery of any instrument or performance of any act by any party, and all rights to the Collateral shall revert to the Grantors. At the request and sole expense of any Grantor following any such termination, the Administrative Agent shall deliver to such Grantor any Collateral of such Grantor held by the Administrative Agent hereunder and execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such termination.

PLEDGE AND SECURITY AGREEMENT
COLLECTIVE BRANDS FINANCE, INC.

(b) If the Administrative Agent shall be directed or permitted pursuant to Section 16.12(a)(ii), (iii) or (iv) (Collateral Matters) of the Loan Agreement to release any Lien created hereby upon any Collateral (including any Collateral sold or disposed of by any Grantor in a transaction permitted by the Loan Agreement), such Collateral shall be released from the Lien created hereby to the extent provided under, and subject to the terms and conditions set forth in, Section 16.12(a)(ii), (iii) or (iv) (Collateral Matters) of the Loan Agreement. In connection therewith, the Administrative Agent, at the request and sole expense of the Borrower, shall execute and deliver to the Borrower all releases or other documents, including, without limitation, UCC termination statements, reasonably necessary or desirable for the release of the Lien created hereby on such Collateral. At the request and sole expense of the Borrower, a Grantor shall be released from its obligations hereunder in the event that all the capital stock of such Grantor shall be so sold or disposed; provided, however, that the Borrower shall have delivered to the Administrative Agent, at least five Business Days prior to the date of the proposed release (or such later date as may be acceptable to the Administrative Agent), a written request for release identifying the relevant Grantor and the terms of the sale or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a certification by the Borrower in form and substance satisfactory to the Administrative Agent stating that such transaction is in compliance with the Loan Agreement and the other Loan Documents.

Section 7.12 Reinstatement

Each Grantor further agrees that, if any payment made by any Credit Party or other Person and applied to the Obligations is at any time annulled, avoided, set aside, rescinded, invalidated, declared to be fraudulent or preferential or otherwise required to be refunded or repaid, or the proceeds of Collateral are required to be returned by any Secured Party to such Credit Party, its estate, trustee, receiver or any other party, including any Grantor, under any bankruptcy law, state or federal law, common law or equitable cause, then, to the extent of such payment or repayment, any Lien or other Collateral securing such liability shall be and remain in full force and effect, as fully as if such payment had never been made or, if prior thereto the Lien granted hereby or other Collateral securing such liability hereunder shall have been released or terminated by virtue of such cancellation or surrender), such Lien or other Collateral shall be reinstated in full force and effect, and such prior cancellation or surrender shall not diminish, release, discharge, impair or otherwise affect any Lien or other Collateral securing the obligations of any Grantor in respect of the amount of such payment.

Section 7.13 Intercreditor Agreement Governs

Notwithstanding anything herein to the contrary, the Liens and security interests granted to the Administrative Agent, for the benefit of the Secured Parties, pursuant to this Pledge and Security Agreement and the exercise of any right or remedy by the Administrative Agent and the other Secured Parties hereunder are subject to the provisions of the Intercreditor Agreement. In the event of any conflict or inconsistency between the provisions of the Intercreditor Agreement and this Pledge and Security Agreement, the provisions of the Intercreditor Agreement shall control.

Section 7.14 Delivery of Collateral

Prior to the Senior Collateral Transition Date, to the extent any Grantor is required hereunder to deliver Collateral to the Administrative Agent for purposes of possession and control and is unable to do so as a result of having previously delivered such Collateral to the

Annex 3
to
Pledge and Security Agreement

Error! Reference source not found.

This Pledge Amendment, dated as of __________ __, 20__, is delivered pursuant to Section 4.4(a) (Pledged Collateral) of the Pledge and Security Agreement, dated as of August 17, 2007, by Collective Brands Finance, Inc. (the “Borrower”), the [undersigned Grantor and the other] Subsidiaries of the Borrower from time to time party thereto as Grantors in favor of Wells Fargo Retail Finance, LLC, as agent for the Secured Parties referred to therein (the “Pledge and Security Agreement”) and the undersigned hereby agrees that this Pledge Amendment may be attached to the Pledge and Security Agreement and that the Pledged Collateral listed on this Pledge Amendment shall be and become part of the Collateral referred to in the Pledge and Security Agreement and shall secure all Secured Obligations of the undersigned. Capitalized terms used herein but not defined herein are used herein with the meaning given them in the Pledge and Security Agreement.


	[Grantor]
	By:
		Name:
		Title:

Pledged Stock


				Number of
				Shares, Units or
Issuer	Class	Certificate No(s).	Par Value	Interests

Pledged Debt Instruments


				Principal
Issuer	Description of Debt	Certificate No(s).	Final Maturity	Amount

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Annex 4
to
Pledge and Security Agreement

Form of joinder agreement

This Joinder Agreement, dated as of _________ __, 20__, is delivered pursuant to Section 7.10 (Additional Grantors) of the Pledge and Security Agreement, dated as of August 17, 2007, by Collective Brands Finance, Inc. (the “Borrower”) and the Subsidiaries of the Borrower listed on the signature pages thereof in favor of Wells Fargo Retail Finance, LLC, as agent for the Secured Parties referred to therein (the “Pledge and Security Agreement”). Capitalized terms used herein but not defined herein are used with the meanings given them in the Pledge and Security Agreement.

By executing and delivering this Joinder Agreement, the undersigned, as provided in Section 7.10 (Additional Grantors) of the Pledge and Security Agreement, hereby becomes a party to the Pledge and Security Agreement as a Grantor thereunder with the same force and effect as if originally named as a Grantor therein and, without limiting the generality of the foregoing, hereby grants to the Administrative Agent, as collateral security for the full, prompt and complete payment and performance when due (whether at stated maturity, by acceleration or otherwise) of the Secured Obligations of the undersigned, a Lien on and security interest in, all of its right, title and interest in, to and under the Collateral of the undersigned and expressly assumes all obligations and liabilities of a Grantor thereunder.

The information set forth in Annex 1-A is hereby added to the information set forth in Schedules 1 through 7 to the Pledge and Security Agreement. By acknowledging and agreeing to this Joinder Agreement, the undersigned hereby agrees that this Joinder Agreement may be attached to the Pledge and Security Agreement and that the Pledged Collateral listed on Annex 1-A to this Pledge Amendment shall be and become part of the Collateral referred to in the Pledge and Security Agreement and shall secure all Secured Obligations of the undersigned.

The undersigned hereby represents and warrants that each of the representations and warranties contained in Article III (Representations and Warranties) of the Pledge and Security Agreement applicable to it is true and correct on and as the date hereof as if made on and as of such date.

In witness whereof, the undersigned has caused this Joinder Agreement to be duly executed and delivered as of the date first above written.


	[Additional Grantor]
	By:
		Name:
		Title:

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Annex 5
to
Pledge and Security Agreement

form of short form intellectual property security agreement

[Copyright] [Patent] [Trademark] Security Agreement, dated as of _________ __, 20__, by each of the entities listed on the signature pages hereof [or that becomes a party hereto pursuant to Section 7.10 (Additional Grantors) of the Security Agreement referred to below] (each a “Grantor” and, collectively, the “Grantors”), in favor of Wells Fargo Retail Finance, LLC (“WFRF”), as agent for the Secured Parties (as defined in the Security Agreement referred to below) (in such capacity, the “Administrative Agent”).

W i t n e s s e t h:

Whereas, pursuant to the Amended and Restated Loan and Guaranty Agreement, dated as of August 17, 2007 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), among Collective Brands Finance, Inc. (the “Borrower”), the Guarantors party thereto, the Lenders party thereto and WFRF, as agent for the Lenders, the Lenders have severally agreed to make extensions of credit to the Borrower upon the terms and subject to the conditions set forth therein;

Whereas, the Grantors other than the Borrower are Guarantors under the Loan Agreement, whereby they have guaranteed the Obligations of the Borrower; and

Whereas, all the Grantors are party to a Pledge and Security Agreement of even date herewith in favor of the Administrative Agent (the “Security Agreement”) pursuant to which the Grantors are required to execute and deliver this [Copyright] [Patent] [Trademark] Security Agreement;

Now, Therefore, in consideration of the premises and to induce the Lenders and the Administrative Agent to enter into the Loan Agreement and to induce the Lenders to make their respective extensions of credit to the Borrower thereunder, each Grantor hereby agrees with the Administrative Agent as follows:

Section 1. Defined Terms

Unless otherwise defined herein, terms defined in the Loan Agreement or in the Security Agreement and used herein have the meaning given to them in the Loan Agreement or the Security Agreement.

Section 2. Grant of Security Interest in [Copyright] [Trademark] [Patent] Collateral

Each Grantor, as collateral security for the full, prompt and complete payment and performance when due (whether at stated maturity, by acceleration or otherwise) of the Secured Obligations of such Grantor, hereby mortgages, pledges and hypothecates to the Administrative Agent for the benefit of the Secured Parties, and grants to the Administrative Agent for the benefit of the Secured Parties a lien on and security interest in, all of its right, title and interest in, to and under the following Collateral of such Grantor (the “[Copyright] [Patent] [Trademark] Collateral”):

[(a) all of its Copyrights and Copyright Licenses to which it is a party, including, without limitation, those referred to on Schedule I hereto;

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(b) all extensions of the foregoing; and

(c) all Proceeds of the foregoing, including, without limitation, any claim by Grantor against third parties for past, present or future infringement of any Copyright or Copyright licensed under any Copyright License.]

[(a) all of its Patents and Patent Licenses to which it is a party, including, without limitation, those referred to on Schedule I hereto;

(b) all reissues, continuations or continuations-in-part of the foregoing; and

(c) all Proceeds of the foregoing, including, without limitation, any claim by Grantor against third parties for past, present or future infringement of any Patent or any Patent licensed under any Patent License.]

[(a) all of its Trademarks and Trademark Licenses to which it is a party, including, without limitation, those referred to on Schedule I hereto;

(b) all goodwill of the business connected with the use of, and symbolized by, each Trademark; and

(c) all Proceeds of the foregoing, including, without limitation, any claim by Grantor against third parties for past, present, future (i) infringement or dilution of any Trademark or Trademark licensed under any Trademark License or (ii) injury to the goodwill associated with any Trademark or any Trademark licensed under any Trademark License.]

Section 3. Security Agreement

The security interest granted pursuant to this [Copyright] [Patent] [Trademark] Security Agreement is granted in conjunction with the security interest granted to the Administrative Agent pursuant to the Security Agreement and each Grantor hereby acknowledges and affirms that the rights and remedies of the Administrative Agent with respect to the security interest in the [Copyright] [Patent] [Trademark] Collateral made and granted hereby are more fully set forth in the Security Agreement, the terms and provisions of which are incorporated by reference herein as if fully set forth herein.

[Signature Pages Follow]

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EXHIBIT L-l

FORM OF LIBOR NOTICE

Wells Fargo Retail Finance, LLC
One Boston Place
18th Floor
Boston, Massachusetts 02108
Attention: Business Finance Division Manager

Ladies and Gentlemen:

Reference is made to that certain Amended and Restated Loan and Guaranty Agreement, dated as of August 17, 2007 (the “Loan Agreement”), among Collective Brands Finance, Inc., a Nevada corporation (“Borrower”) the other credit parties signatory thereto (together with Borrower, the “Credit Parties”), the lenders signatory thereto (the “Lenders”), and Wells Fargo Retail Finance, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (“Agent”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Loan Agreement.

This LIBOR Notice represents Borrower’s request to elect the LIBOR Option with respect to [outstanding] Advances in the amount of $____________ (the “LIBOR Rate Loan”)[, and is a written confirmation of the telephonic notice of such election given to Agent].

Such LIBOR Rate Loan will have an Interest Period of [1, 2, 3, or 6] month(s) commencing on ____________.

This LIBOR Notice further confirms Borrower’s acceptance, for purposes of determining the rate of interest based on the LIBOR Rate under the Loan Agreement, of the LIBOR Rate as determined pursuant to the Loan Agreement.

As to any advance requested hereby, Borrower represents and warrants that (i) as of the date hereof, and as of the effective date of such Advance, each representation or warranty of any Credit Party contained in or pursuant to any Loan Document is true and correct in all material respects (except to the extent any representation or warranty expressly related to an earlier date and except to the extent that such representations and warranties relate to Schedules under the Loan Agreement that require only quarterly updates thereto), (ii) no Default or Event of Default has occurred and is continuing on the date hereof, nor will any thereof occur after giving effect to the request above, (iii) no injunction, writ, restraining order, or other order of any nature restricting or prohibiting, directly or indirectly, the making of the Advance requested above has been issued and remains in force by any Governmental Authority against any Credit Party or any of its Affiliates, and (iv) no Material Adverse Change has occurred.


Total Collective Brands Finance, Inc	Cert. #:		001

Borrowing Base Certificate	Date:		10/19/07


FAX To: Phil Carmichael @617-523-4029	Updates:	Quarterly


TOTAL BORROWINGBASE — UNCAPPED	$	0


TOTAL BORROWING BASE (capped at $350 Million)	$	0

AVAILABILITY CALCULATION (due 10:30am PST for same-day funding)


Beginning Principal Balance as of:					10/19/07				$	0

ADD:	Advances through				10/19/07				$	0

	Fees as of				10/19/07				$	0

	Adjustments				10/19/07				$	0

LESS:	Payments through				10/19/07				$	0

Ending Principal Balance Prior to Advance Request									$	0


Net Availability Prior to Today’s Request									$	0

*Today’s Advance Request:*									$	0

*Today’s Payment Request:*									$	0


Ending Loan Balance									$	0

Total L/C’s Outstanding	Doc:	$	0	Standby:		$	0	=	$	0


Total Exposure									$	0


Excess Availability									$	0

Collective Brands Finance, Inc. (the “Borrower”) represents and warrants that (a) said collateral with their representations, warrants, and complies covenants contained in the Loan Agreement between Lender and undersigned and; (b) no “Event of Default” (as defined in the Loan and Security Agreement) is presently in existence.


Authorized Signer:	Printed Name:	Signature:


WFRF Account Executive:	Printed Name:	Signature:


Stride Rite	Cert. #:		001

Borrowing Base Certificate	Date:		10/19/07

FAX To: Phil Carmichael @ 617-523-4029	Updates:	Quarterly


Credit Card Receivables (GL 130081-130083)	As of: 05/30/07					0

Advance Rate on Credit Card Receivables						0


Total Credit Card Receivables Borrowing Base						—



Wholesale Receivables	As of: 05/31/07				$	0

Less: Acct > 60 days Past Due or 90 days Past Invoice Date (calculated by Wells Application Group)				0

Aged Credits (calculated by Wells Application Group)				0

Cross Aged Accounts (calculated by Wells Application Group)				0

Dilution Over 5% (based on rollforward prepared by Emily)		7.5	%	0

Intercompany Business (calculated by Wells Application Group)				0

Service Charges (calculated by Wells Application Group)				0

Rebate Accrual (GL 130915)				0

Allowance for Chargebacks (GL 130913)				0

Allowance for Markdowns (GL 130912)				0

Allowance for Advertising (GL 130916)				0

Payment Term Discounts (GL 132100)				0

Total Wholesale Ineligibles						0

Total Eligible Wholesale Receivables						0


Advance Rate on Wholesale Receivables


Total Wholesale Receivables Borrowing Base						—


Retail Division Inventory Balance: (specialty, lease, virtual warehouses, .Com and Saucony)
	As of: 05/30/07					0

Less: Special Order (location #8002 on stock ledger)				0

Dummy Inventory (location #999999 on stock ledger)				0

Closed Stores (various closed locations on stock ledger)				0

Shrink Reserve (GL 140173)				0

Unrecorded Damages (based on one month avearge of damages for last 12 months)				0

Leased Department (all leased on stock ledger)				0

Total Retail Division Ineligibles						0

Total Eligible Retail Inventory						0


Standard Advance Rate on Cost:						0


Total Retail Division Borrowing Base						—

Outlet Division Inventory Balance:	As of: 05/30/07					—


Standard Advance Rate on Cost:						0

Total Outlet Division Borrowing Base						—

Wholesale Inventory (perpetual by construction code)	As of: 05/31/07					0

Less: Defects (department on construction code report)				0

Shrink Reserve (Fixed)				0

Tommy Hillfiger (division 70 and 80 on construction code perpetual)				0

Capitalized Purchase Price Variations (GL 140142)				0

Promotional Items (locations #11 and #12 on construction code perpetual)				0

Intercompany Profit (GL 140151)				0

Total Wholesale Ineligibles						0

Total Eligible Wholesale Inventory						0


Standard Advance Rate on Cost:						0


Total Wholesale Division Borrowing Base						—

In Transit Inventory Inventory Balance:
Total Eligible Inventory (asn_receipts 1 report)	As of: 05/31/07					0

Less: In Transit Over 60 Days				0

In Transit Not Paid For				0

In Transit to Intermational				0

Total In Transit Ineligibles						0

Total Eligible In Transit Inventory						0

Standard Advance Rate on Cost:						0


Total In Transit Borrowing Base						—


TOTAL RECEIVABLE BORROWING BASE						—
TOTAL INVENTORY BORROWING BASE						—

LESS AVAILABILITY RESERVES:
Gift Cards/Merchandise Credits/Customer Deposits - 50% (GL-210810, 210815 & 210816)	As of: 5/31/2007					0

Rent Reserves (one month’s rent for PA, VA and WA-based on actual check payments)		5/31/2007				0

Torrance, CA. - 3-Month Payable Reserve (based on estimated fees paid monthly)						0

Royalties( Tommy H / Wham-O) (GL 230101)		5/31/2007				0

Landing Cost/Freight & Duty on In-Transit (5% of Eligible In-Transit)		5/31/2007				0

Total Availability Reserves						0


TOTAL STRIDE RITE BORROWING BASE						—

Page 1 of 1


Payless ShoeSource, Inc.	Cert. #:		001

Borrowing Base Certificate	Date:		10/19/07


FAX To: Phil Carmichael @617-523-4029	Updates:	Quarterly


Credit Card Receivables	As of:	08/04/07					0

Advance Rate on Credit Card Receivables							0


Total Credit Card Receivables Borrowing Base							0



						COST

SIL & WIL (below-the-line) Inventory Balance:	As of:	08/04/07
WIL Payless (WA 2203)					0

WIL Other					0

SIL Payless (SL7703 - BU101ST)					0

SIL Payless Canada (GL Acct 161000 BU 103ST)					0

SIL Payless International (GL Acct 161000 - All Int’l BU’s)					0

SIL Other (SL7703 - BU601ST)			$		0

TOTAL SIL & WIL (below-the-line) Stock Ledger Inventory Balance:							0

LESS: Canada / International					0

Guam / Saipan / Virgin Islands (SL 7703 Download)					0

Puerto Rico					0

Consigned in Excess of $2.5MM					0

Unprocessed Damages (GL 163000)					0

WIL Shrink Reserve (1% of Total WIL)					0


Total Inventory Ineligibles							0


Total Eligible Stock Ledger Inventory							0


Standard Advance Rate on Cost:
Total Stock Ledger Inventory							—



PLUS IN-TRANSIT INVENTORY: Eligible Letter of Credit In-Transits: 0 Other Eligible In-Transits:				0 (1) (IT1052)

As of: 08/04/07							0

Total In-Transit Inventory Less: In-Transit to International (2) (Colon DC PO’s)					0

Less: In-Transit w/o Documentation (3) (Acct 171015 PSIL + BU401CO Wholesaling)					0

Less: Letter of Credit Inventory Over 60-Days (4)					0

Less: In-Transit Over 60-days (5) (EF1052)					0

Less: In-Transits from PSIL (related Hong Kong entity) (6) (# 1+# 2+# 3)X30%					0

Less: In-Transit Not Paid For (7) (# 1+# 2+# 3+# 6)X27%					0


Total In-Transit Ineligibles							0

Standard Advance Rate on Cost:							0

Total Eligible In-Transit Inventory							0



TOTAL INVENTORY BORROWING BASE							0

LESS AVAILABILITY RESERVES:
Gift Cards/Merchandise Credits/Customer Deposits - 50% of Balance	As of:	8/4/2007					0

Rent Reserves (one month’s rent for PA, VA and WA)		8/4/2007					0

CA Warehouse (3-month rent reserve)							0

Landing Cost/Freight & Duty on In-Transit (10% of Eligible In-Transit)		8/4/2007					0

Total Availability Reserves							0


TOTAL PAYLESS BORROWING BASE							0

Schedule E-1
Eligible Inventory Locations

Payless Locations

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3215 SW TOPEKA BLVD

TOPEKA

66611-2234

500 N GALLOWAY AVE

SUITE 124

MESQUITE

75149-4398

5709 4TH STREET

LUBBOCK

79416-4241

HAWKS CREEK SC

568 HIGHWAY 183

WHITE SETTLEMENT

76108-0000

8528 DAVIS BLVD. 190

NORTH RICHLAND HILLS

76180-0000

SUNLAND PLAZA

725 SUNLAND PARK DR

EL PASO

79912-6701

LUBBOCK SHOPPING CENTER

1803 7TH ST

SUITE 1101

LUBBOCK

79401-2325

KB PLAZA

5722 W AMARILLO BLVD

SUITE 5

AMARILLO

79106-4004

MIRABEAU SQUARE S/C

3562 LAMAR AVE

PARIS

75460-5026

1202 NW SHERIDAN

LAWTON

73505-5210

1001 E 8TH ST

ODESSA

79761-4633

3300 KEMP BLVD

WICHITA FALLS

76308-1834

231-B WEST UNIVERSITY DRIVE

DENTON

76201-1837

TOWN CENTER PLAZA

7201 SE 29TH ST STE 210

MIDWEST CITY

73110-6092

RIVERWALK CENTRE

2724 S TELEPHONE RD

MOORE

73160-2909

2500 NW 23RD ST

OKLAHOMA CITY

73107-2202

CENTERVILLE/CROSSROADS CENTER

1202 W CENTERVILLE RD # A

GARLAND

75041-5905

SIERRA VISTA SC

3434 W ILLINOIS AVE

BLDG 2 SUITE 202

DALLAS

75211-8722

PLYMOUTH PARK SHOPPING CENTER

1735 N STORY RD

SUITE 105

IRVING

75061-1852

1820 S WESTERN ST

AMARILLO

79106-5929

PINNACLE PARK SHOPPING CENTER

1515 N COCKRELL HILL ROAD 103

SUITE 103

DALLAS

75211-1315

1918 S BUCKNER BLVD

DALLAS

75217-1821

2175 S SHERIDAN RD

TULSA

74129-1001

8401 DYER ST

EL PASO

79904-2803

10705 GATEWAY WEST

SUITE J

EL PASO

79936-0000

3404 S LANCASTER RD

DALLAS

75216-5625

3310 MANSFIELD HWY

FORT WORTH

76119-6026

3900 N PRINCE ST

SPACE D

CLOVIS

88101-9702

WESTDALE MALL

2600 EDGEWOOD RD SW

NO 730

CEDAR RAPIDS

52404-7818

SMITH FARMS MARKETPLACE

9002 NORTH 121ST EAST AVE

SUITE 700

OWASSO

74055-0000

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

THE SHOPPES AT THOMSEN MILE

3838 N 168TH ST

SUITE 102 AND 103

OMAHA

68116-0000

CLINTON TOWNE CENTER

2418 VIRGINIA AVE

CLINTON

52732-7214

SYCAMORE PLAZA

8030 ACADEMY NE

SUITE C

ALBUQUERQUE

87111-1161

VINTON SQUARE S/C

3112 S 24TH ST

OMAHA

68108-1853

PINE TREE PLAZA

550 36TH AVE SW

SUITES Q AND 4

ALTOONA

50009-0000

4023 S NOLAND RD

INDEPENDENCE

64055-6531

PUEBLO MALL

3545 DILLON DR

SPACE 9

PUEBLO

81008-1008

3401 W BROADWAY

COUNCIL BLUFFS

51501-3265

SHOPS AT CARLISLE

2839 CARLISLE BLVD NE

SUITE 120

ALBUQUERQUE

87110-2877

ESL MART CENTER

3410 AVE I

SUITE D

SCOTTSBLUFF

69361-0000

HANES MALL

3320 SILAS CREEK PARKWAY

SUITE CL 324

WINSTON SALEM

27103-0000

STATELINE STATION SC

1020 W 136TH

KANSAS CITY

64145-0000

205 E 2ND ST

CALEXICO

92231-2753

1514 S OLIVER ST

WICHITA

67218-3228

1511 LOGAN AVE

CHEYENNE

82001-5137

411 W AGENCY RD

SUITE 6

WEST BURLINGTON

52655-1702

EDISON MALL

4125 CLEVELAND AVE

SUITE 1025

FORT MYERS

33901-0000

2570 S BROADWAY ST

SUITE 114

WICHITA

67216-1011

SUNSET MALL

1700 MARKET LANE

NORFOLK

68701-7328

7320 FEDERAL BLVD

WESTMINSTER

80030-4904

LAS TIENDAS PLAZA

431 E MORRISON RD

BROWNSVILLE

78526-0000

SPRINGDALE SC

1540 N LEWIS AVE

TULSA

74110-2535

WALDORF SHOPPERS WORLD

3280 CRAIN HWY

WALDORF

20603-0000

WESTVIEW S/C

3429 OLTON RD

PLAINVIEW

79072-6603

805 MELBOURNE RD

HURST

76053-4630

100

900 N MIDKIFF RD

MIDLAND

79701-2111

102

NORTHEAST PLAZA S/C

5908 WILSON RD # 10

KANSAS CITY

64123-1941

104

320 E BENTON ST

POCATELLO

83201-6504

105

BILLINGS MARKETPLACE

2499 KING AVENUE WEST SUITE #C

BILLINGS

59102-7462

107

CLINTON SUPER WALMART CENTER

1917 WEST 1800 NORTH

BLDG 2

CLINTON

84015-8328

111

5406 DOUGLAS AVE

DES MOINES

50310-1840

112

PINNACLE HILLS PROMENADE

2203 PROMENADE BLVD

SUITE 3190

ROGERS

72758-0000

115

THE 21 S/C

309 MAIN ST

GARDEN CITY

31408-2206

117

2600 S OLIVE ST

PINE BLUFF

71601-7857

118

7301 E ADMIRAL PL

TULSA

74115-7910

119

1411 S UNIVERSITY DR

FARGO

58103-4152

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

121

2201 TEXOMA PKWY

SHERMAN

75090-2417

123

3025 1ST AVE SOUTH

SPACE C112

FORT DODGE

50501-2995

124

MONTICELLO SHOPPES

4640 MONTICELLO AVE

SUITE 8B

WILLIAMSBURG

23188-8215

125

FOREST MALL

835 W JOHNSON ST

FOND DU LAC

54935-2033

127

BRECKENRIDGE FARM SHOPPING CENTER

1605 N BLUE LAKE BLVD

TWIN FALLS

83301-3374

128

425 N HOLMES AVE

IDAHO FALLS

83401-2615

130

828 N DAL PASO ST

HOBBS

88240-5318

131

DAKOTA SQUARE MALL

2400 10TH ST SW

MINOT

58701-6997

132

501 S MAIN ST

ROSWELL

88203-5756

133

QUINCY MALL

3255 BROADWAY

QUINCY

62301-3711

136

4124 W DIVISION ST

SAINT CLOUD

56301-3706

139

725 W MAIN ST

FARMINGTON

87401-5610

140

1518 S HASTINGS WAY

EAU CLAIRE

54701-4463

142

601 S BELT HWY

SAINT JOSEPH

64507-2108

143

PIONEER SQUARE CENTER

715 N PERKINS RD

STILLWATER

74075-5419

145

4824 S 4TH ST

LEAVENWORTH

66048-5035

146

3501 CALUMET AVE

MANITOWOC

54220-5429

150

COUNTRY CLUB PLAZA

2326 WATT AVE

SACRAMENTO

95825-0605

151

MARKETPLACE AT CENTERRA

1643 FALL RIVER DRIVE

SUITE 250

LOVELAND

80538-0000

154

KIRKWOOD PLAZA

659 KIRKWOOD MALL

BISMARCK

58504-5704

156

1522 HIGHWAY 82 E

GREENVILLE

38703-6080

160

DILLON PLAZA

630 W 6TH ST

JUNCTION CITY

66441-3146

161

819 21ST ST

LEWISTON

83501-3386

162

ELK PLAZA SHPG CNTR

1521 N HIGHWAY 81

DUNCAN

73533-1407

164

3511 10TH ST

SUITE 7

GREAT BEND

67530-3567

165

MARTIN PLAZA

1370 MARTIN BLVD

BALTIMORE

21220-0000

167

2720 N 14TH ST

PONCA CITY

74601-1737

168

VILLAGE SQUARE S/C

2601 CENTRAL AVE

DODGE CITY

67801-6272

169

1518 S CARAWAY RD

JONESBORO

72401-5308

170

SAN BENITO PLAZA

1145 ROSS RD

SUITE M

SAN BENITO

78586-0000

172

1628 W UNIVERSITY DRIVE

UNIT 5

EDINBURG

78540-0000

173

810 E MAIN ST

GRAND PRAIRIE

75050-5835

174

11115 E TRUMAN RD

INDEPENDENCE

64052-3840

175

SPRINGS VILLAGE

3917 S STATE HWY 97

SAND SPRINGS

74063-3829

176

TEMPLE STEPHENS SHPG CNTR

643 N MORLEY ST

MOBERLY

65270-2500

177

SOUTHTOWN SHOPPING CENTER

500 S WASHINGTON ST

CHILLICOTHE

64601-3038

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

183

SOUTHGATE SC

1501 SANDY HOLLOW RD

ROCKFORD

61109-2124

184

FLAGLER PARK PLAZA

10720 FLAGLER ST 9

MIAMI

33174-4406

185

5933 UNIVERSITY

CANTON

13617-0000

186

22701 HARPER AVE

SAINT CLAIR SHORES

48080-2943

187

GLENFAIR SHOPPING CENTER

6026 N 59TH AVE

GLENDALE

85301-7709

188

50 LA FRENTZ LANE

SUITE J

MARSHALLTOWN

50158-0000

189

THE MALL

2900 VINE ST

HAYS

67601-1929

200

1778 E MAIN ST

PRATTVILLE

36066-5582

201

COVINGTON MALL

170 COVINGTON MALL

ANDALUSIA

36420-2500

202

BELLEVIEW PLAZA SHP CNTR

58474 BELLEVIEW ROAD

PLAQUEMINE

70764-3913

203

712 BARTUR ST

HATTIESBURG

39401-7564

204

GLEASON’S CORNER MALL

2469 SW US HIGHWAY 90 SUITE 118

PO BOX 218

LAKE CITY

32055-8236

205

5606 NORMANDY BLVD

JACKSONVILLE

32205-6249

206

1801 JAMES L REDMAN PKWY

PLANT CITY

33566-6913

207

9037 US HIGHWAY 19

PORT RICHEY

34668-4850

208

535 PINE ISLAND RD

SUITE 301

NORTH FORT MYERS

33903-3764

209

4225 SOUTHWEST DRIVE

ABILENE

79606-0000

210

4004 N ARMENIA AVE

TAMPA

33607-1002

211

471 E MAIN ST

SUITE 1B

GOUVERNEUR

13642-0000

212

SOUTHHAVEN TOWN CENTER

6592 TOWNE CENTER LOOP

SPACE 1070

SOUTHAVEN

38671-0000

213

HIGHLAND PARK SHOPPING CENTER

615 WEST PARK AVE

GREENWOOD

38930-2907

214

VILLAGE SQUARE

3070 HIGHWAY 80 E

PEARL

39208-3423

215

BASIC PLAZA

100 BASIC DRIVE

WEST MONROE

71292-7900

217

2573 SOUTH FERDON BLVD

CRESTVIEW

32536-9425

218

WALMART PLAZA

661 BLANDING BLVD

SUITE 401

ORANGE PARK

32073-5048

219

CHAMBLEE VILLAGE

1841 CHAMBLEE TUCKER RD

SUITE 1-4A

CHAMBLEE

30341-2755

220

EASTLAKE TERRACE SC

1450 EASTLAKE PARKWAY

SUITE 806

CHULA VISTA

91915-0000

221

SILVER SPRINGS COMMONS

4920 NE SILVER SPRINGS BLVD

SUITE 101

OCALA

34470-3284

222

TYLER SHOPPING CENTER

6755 S BROADWAY

TYLER

75703-4731

223

AMERICAN PLAZA S/C

1524 W IRLO BRONSON MEMORIAL HWY

KISSIMMEE

34741-4002

225

DELCHAMPS PLAZA

222 N AIRLINE HWY

SUITE F

GONZALES

70737-3007

226

314 W LOOP 281

LONGVIEW

75605-4441

229

1260 N BROADWAY AVE

NO 2A AND 3A

BARTOW

33830-3343

231

2240 RABBIT DRIVE

SUIT 1000

TUPELO

38801-3165

232

CITRUS PARK TOWN CENTER

8130 CITRUS PARK TOWN CENTER DRIVE

TAMPA

33625-0000

234

PABLO CREEK EAST PLAZA

13740 BEACH BLVD

SUITE 105

JACKSONVILLE

32224-1208

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

236

PERRY PLAZA

1850 S JEFFERSON ST

PERRY

32348-5613

238

LEIGH MALL

1404 OLD ABERDEEN RD

COLUMBUS

39705-2129

239

DOLPHIN PLAZA

421 MARY ESTHER BLVD

MARY ESTHER

32569-1692

241

6404 GROOM RD

SUITE D

BAKER

70714-0000

242

5401 E S OLIVE

SUITE 800

PINE BLUFF

71603-0000

243

GULFPORT PLAZA

9368 HWY 49

NO C AND D

GULFPORT

39503-4259

244

DUNLAWTON SQARE SHPG CNTR

3819 S NOVA RD

PORT ORANGE

32127-4950

245

COLLEGE MARKET PLACE

21505 MARKET PLACE NW

SUITE 105

POULSBO

98370-0000

246

PALM BAY S/C

4711 BABCOCK ST NE STE 15

PALM BAY

32905-2805

247

2303 MACARTHUR DR

WEST ORANGE

77630-4813

248

3712 GULFWAY DR

PORT ARTHUR

77642-2828

249

2315 S 11TH ST

BEAUMONT

77701-6425

250

609 8TH AVE

NEW YORK

10018-0000

252

202 ARKANSAS BLVD

TEXARKANA

71854-1904

253

1121 E 5TH ST

TYLER

75701-3318

254

TOWN SOUTH CENTER

103 N BRENTWOOD DR

SUITE 100

LUFKIN

75901-0000

255

NORWOOD PARK PLAZA

1030 NORWOOD PARK BLVD

SUITE 320

AUSTIN

78753-0000

257

CENTRAL TEXAS MARKETPLACE

2600 W LOOP 340

WACO

76711-0000

258

MARKET PLACE SHOPPING CENTER

3052 SOUTH 31ST STREET

TEMPLE

76504-2448

259

2301 E 7TH ST

AUSTIN

78702-3427

260

2308 HORNE RD

CORPUS CHRISTI

78415-5325

261

701 E RIO GRANDE ST

VICTORIA

77901-6036

262

STAMFORD TOWN CENTER

100 GREYROCK PLACE

SPACE F227

STAMFORD

06901-0000

263

BOSQUE AT WOODED ACRES

5201 BOSQUE DRIVE

STE 200

WACO

76710-0000

264

3505 PALMER HWY

TEXAS CITY

77590-7059

265

LAUREL PARK SC

1210 S 77 SUNSHIRE STRIP

HARLINGEN

78550-8016

266

3 S 11TH

MCALLEN

78501-4853

268

SUNSET MALL

4001 SUNSET DR

SUITE 1262

SAN ANGELO

76904-5610

269

920 GULFGATE CENTER MALL

HOUSTON

77087-3028

270

TEJAS CENTER

725 E VILLA MARIA RD

3500

BRYAN

77802-5319

272

SOUTHMORE VILLAGE SC

120 E SOUTHMORE

PASADENA

77502-1708

273

9405 JENSEN DR

HOUSTON

77093-6820

276

WESTCREST SC

8554 LONG POINT RD

HOUSTON

77055-2311

279

ROANOKE CROSSING SHOPS

1224 N HWY 377

SUITE 103

ROANOKE

76262-0000

280

701 N TEXAS BLVD

WESLACO

78596-4805

281

ARKANSAS SHOPPING CENTER

1301 N HERVEY

UNIT C

HOPE

71801-2523

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

282

YUMA PALMS REGIONAL CENTER

1401 S YUMA PALMS PARKWAY 8

YUMA

85365-0000

283

LAVALLITA SC

1714 E MAIN ST

ALICE

78332-4083

284

TARGET SHOPPING CENTER

204 HWY 332 WEST

SPACE A

LAKE JACKSON

77566-4013

285

VILLAGE AT SURPRISE

13980 W BELL RD

SUITE 22

SURPRISE

85374-3863

289

HABERLE PLAZA

1201 S JACKSON ST

SUITE 139

JACKSONVILLE

75766-3047

291

BEAVER CREEK COMMONS

1055 BEAVER CREEK COMMONS DR

SUITE 160

APEX

27502-3918

292

408 E SUNFLOWER RD

CLEVELAND

38732-2734

293

WALMART SHOPPING CENTER

2001 WALMART WAYY

RADCLIFF

40160-1489

294

COLUMBIA JUNCTION SC

101 WALTER PAYTON DR

COLUMBIA

39429-3738

295

APOPKA REGIONAL SC

759 S ORANGE BLOSSOM TRL

NO 17

APOPKA

32703-3708

296

SOUTH MEADOW SQUARE

324 ELMIRA RD

SUITE 400

ITHACA

14850-5104

298

MEADOWBROOK MART

335 MEADOWBROOK RD

JACKSON

39206-5329

300

WILKES BARRE MARKETPLACE

2160 HIGHLAND PARK BLVD

WILKES BARRE

18702-6059

301

MALL AT 163RD ST

1443 NE 163RD ST

NORTH MIAMI BEACH

33162-4624

302

717 44TH AVE W

BRADENTON

34207-1557

303

111 W WILLOW ST

LAFAYETTE

70501-2839

304

GREAT RIVER RD SC

287 SARGENT PRENTISS DR

NATCHEZ

39120-4225

305

SOUTHSIDE SQUARE

1022 S MAIN ST

SUITE G-F

KERNERSVILLE

27284-8178

306

COBBLESTONE VILLAGE

370 CBL DR

SUITE 101

SAINT AUGUSTINE

32086-0000

308

SHAWNEE SHOPPING CENTER

4903 N UNION

SUITE 101

SHAWNEE

74804-0000

310

TIFFANY PLAZA SHOPPING CENTER

2766 RODEO RD

ABBEVILLE

70510-4053

312

BRAINARD MARKET CENTER

480 GREENWAY VIEW DRIVE

SUITE 101

CHATTANOOGA

37411-5689

313

WAL MART PLAZA

1002 JEFFERSON TERRACE BLVD

SUITE F

NEW IBERIA

70560-5712

314

DIXIE PLAZA SHOPPING CENTER

310 DIXIE PLAZA

NATCHITOCHES

71457-5880

317

1610 US 46

WEST PATERSON

07424-0000

318

PALLISADES COURT

51 NATHANIEL PLACE

ENGLEWOOD

07631-2736

319

LAS CRUCES SQUARE

1455 HICKORY DRIVE 1

SUITE 1

LAS CRUCES

88005-0000

320

STERLING POINTE COMMONS

2312 TREASURY DRIVE SE

CLEVELAND

37323-7185

321

SKYVIEW PLAZA

7909 S ORANGE BLOSSOM TRL

ORLANDO

32809-6909

325

2737 SE HIGHWAY 70

ARCADIA

34266-5401

326

WEDGEWOOD COMMONS

3226 S FEDERAL HWY

STUART

34997-4912

327

CROSSROADS SC

868 N MAIN ST

VIDOR

77662-4336

328

EAST TOWN SC

2013 HIGHWAY 72 E

SPACE E

CORINTH

38834-6710

330

HOBBY LOBBY CENTER

2702 W THOMAS ST

HAMMOND

70401-2839

335

FIVE POINTS WEST

2209 BESSEMER RD

BIRMINGHAM

35208-4712

336

37-12 JUNCTION BOULEVARD

FLUSHING

11368-0000

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

337

COUNTRYSIDE PLAZA

1220 HWY 278

CAMDEN

71701-4552

338

11900 ATLANTIC BLVD

SUITE 201

JACKSONVILLE

32225-2920

341

981 BROOKWAY BLVD

BROOKHAVEN

39601-2643

345

THE CROSSROADS SC

2816 HIGHWAY 71

MARIANNA

32446-1893

346

58418 TYLER ST

SLIDELL

70461-0000

347

LAKE SQUARE MALL

10401 US HIGHWAY 441 STE 064

LEESBURG

34788-7243

349

2011 AIRLINE DR

BOSSIER CITY

71111-3203

353

1330 N WEST AVE

EL DORADO

71730-3854

355

831 BOLTON AVE

ALEXANDRIA

71301-6826

356

611 1/2 22ND AVE S

MERIDIAN

39301-6117

357

BEL AIR MALL

3402 BEL AIR MALL

SPACE E-2

MOBILE

36606-3402

360

303 W FAIRVIEW AVE

MONTGOMERY

36105-1619

361

PANAMA CITY SQUARE

605 W 23RD ST

PANAMA CITY

32405-3922

363

5400 MCCLELLAN BLVD

ANNISTON

36206-3853

367

2517 HOLLYWOOD AVE

SHREVEPORT

71108-3805

369

3011 LOUISVILLE AVE

MONROE

71201-5136

371

PARKWAY SHOPPING CENTER

1231 APALACHEE PARKWAY

TALLAHASSEE

32301-4543

372

419 W MAIN STREET

DOTHAN

36301-1615

373

PARK WEST PLACE

10734 TRINITY PARKWAY

SPACE D

STOCKTON

95219-7232

374

COUNTRYWALK PLAZA

13789 SW 152ND ST

MIAMI

33177-8126

375

5842 PLANK RD

BATON ROUGE

70805-1320

376

4239 DENNY AVE

PASCAGOULA

39581-5502

379

BOWDOIN PLACE

705E HIGHWAY 43 S

SARALAND

36571-3604

380

1229 MARKET ST

SUITES 6 / 6A

CLARKSVILLE

72830-9027

382

1500 CLAY ST

VICKSBURG

39183-3016

384

SOUTHLAND MALL

5953 W PARK AVE SUITE 3013

HOUMA

70364-3739

386

WALMART PLAZA

6033 MER ROUGE RD

BASTROP

71220-6709

387

609 HOMER RD

MINDEN

71055-2909

388

1700 NW 13TH STREET

GAINESVILLE

32609-3415

389

3621 PAGE BLVD

SAINT LOUIS

63113-3807

391

140 NW CALIFORNIA BLVD

PORT SAINT LUCIE

34986-0000

392

2911 TERRY RD

JACKSON

39212-3054

393

KENWOOD SHOPPING CENTER

1600 S RUTH ST

SULPHUR

70663-4906

394

4396 PERKINS RD

BATON ROUGE

70808-3031

395

SCARLET BROOK MARKETPLACE

119 W BOYLESTON

SPACE 92

WEST BOYLSTON

01583-1713

396

8099 S DIXIE HIGHWAY

SUITES 6 AND 7

MIAMI

33143-7920

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

397

PENROSE PLAZA SHOPPING CENTER

2914 ISLAND AVE # 2916

PHILADELPHIA

19153-2026

400

51520 GRATIOT AVE

CHESTERFIELD

48051-2008

407

OPRY MILLS MALL

417 OPRY MILLS DR

NASHVILLE

37214-2443

411

MARKETPLACE AT CENTERTON SQUARE

22 CENTERTON RD

UNIT F1

MOUNT LAUREL

08054-3381

412

NORTHLAKE VILLAGE

6801 NORTHLAKE MALL DR

SUITE 147

CHARLOTTE

28216-0000

414

CROSSROADS PLAZA

519 OGLETHORPE HWY

HINESVILLE

31313-4412

416

3909 FAIRVIEW AVE

SUITE 115

MERIDIAN

83642-5809

417

8319 ROGERS AVE

FORT SMITH

72903-5236

418

PALISADES SC

304 OXMOOR RD

HOMEWOOD

35209-6116

420

150 PAVILLION PARKWAY

B7-B8

FAYETTEVILLE

30214-7308

422

AUBURN PLAZA

2665 BELL RD

AUBURN

95603-2541

423

2301 ELIDA RD

LIMA

45805-1201

424

DECATUR CROSSING

286 S DECATUR BLVD

LAS VEGAS

89107-2936

426

BOLGER SQUARE SC

17710 EAST 39 ST SOUTH

INDEPENDENCE

64055-6725

428

SHOPS AT BOARDWALK

8608 N BOARDWALK AVE

KANSAS CITY

64154-5239

429

ONE KELLOGG PLACE

11661 EAST KELLOGG

SPACE 101

WICHITA

67207-1967

430

TRUMAN CORNERS

12202 S 71ST HWY

GRANDVIEW

64030-1130

434

5405 W SAGINAW HWY STE A

LANSING

48917-1918

435

DUBLIN SHOPPING CENTER

2103 VETERANS BLVD

SUITE A2

DUBLIN

31021-7502

439

2153 RAWSONVILLE RD

BELLEVILLE

48111-2283

441

HILLTOP PLAZA

3 HILLTOP PLZ

KITTANNING

16201-8905

443

NEW BERN COMMONS

4501 NEW BERN AVE

SPACE 110

RALEIGH

27610-1441

444

ATHENS CENTER

3061 ATLANTA HIGHWAY

SUITE 201

ATHENS

30606-3334

446

SHOPS AT PRAIRIE CROSSING

544 S RANDALL RD

SOUTH ELGIN

60177-0000

448

WESTLAND PLAZA

6629 N WAYNE RD

WESTLAND

48185-7007

451

GREENFIELD GATEWAY SC

1728 S GREENFIELD RD

STE 101 BLDG 1

MESA

85206-3484

452

GRAND ISLAND PLAZA

2390 DIERS AVENUE

SUITE 100

GRAND ISLAND

68803-0000

454

ST JOHNS TOWN CENTER

4611 RIVER CITY DR

SPACE 101

JACKSONVILLE

32246-7426

455

WHITE FLINT MALL

11301 ROCKVILLE PIKE

SP 1 TO 5/1

KENSINGTON

20895-1021

457

NORRIDGE COMMONS

4141 N HARLEM AVE

NORRIDGE

60706-1211

458

UNIVERSITY HEIGHTS SHOPPING CENTER

12822 I-10 WEST

BLDG 2 SUITE 210

SAN ANTONIO

78249-2210

460

733 BROAD ST

NEWARK

07102-4104

461

LIBERAL PLAZA S/C

1537 N KANSAS AVE

LIBERAL

67901-5202

463

MONTGOMERY PLAZA SC

501 CARROLL STREET STE 624

SPACE 140

FORT WORTH

76107-0000

464

OROVILLE PLAZA

1124 ORO DAM BLVD E

SUITE L

OROVILLE

95965-5844

467

475 HWY E 53

CALHOUN

30701-3058

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

468

340 5TH AVE # 342

PITTSBURGH

15222-2401

471

CRYSTAL SC

331 WILLOW BND

CRYSTAL

55428-3969

473

JANNS MALL

225 N MOORPARK RD

SUITE B

THOUSAND OAKS

91360-4321

474

MERVYN’S S/C

4450 CALIFORNIA AVE STE H

BAKERSFIELD

93309-1196

476

THE ENGLEWOOD PLAZA

6920A S ASHLAND AVE

CHICAGO

60636-3940

478

LAKE MEAD SQUARE

1818 E LAKE MEAD BLVD

NORTH LAS VEGAS

89030-7100

480

7880 PLAZA BLVD

MENTOR

44060-5515

482

THE CROSSINGS SC

3359 GRAND OAKS BLVD

SPACE 105

CORONA

92881-0000

484

PEAR TREE S/C

211 N ORCHARD AVE

UKIAH

95482-4503

485

NORTHGATE MALL

320 NORTHGATE MALL

SPACE J170

CHATTANOOGA

37415-6921

486

AUGUSTA MALL

3450 WRIGHTSBORO RD

SUITE 2290

AUGUSTA

30909-2599

487

GATEWAY MALL

1008 US HIGHWAY 9

SPACE 5 AND 6

PARLIN

08859-1401

488

EAST COUNTY SQUARE

13465 CAMINO CANADA

SUITE 108

EL CAJON

92021-8813

489

ESCONDIDO MISSION CENTER

357 W MISSION AVE

ESCONDIDO

92025-1729

490

1220 HIGHLAND AVENUE

SPACE 4A

SELMA

36701-4124

491

COURTHOUSE SHADOWS SC

3370 TAMIAMI TRL E

NAPLES

34112-4931

493

MUSTANG RETAIL CENTER

1001 E HWY 152

SUITE 113

MUSTANG

73064-0000

494

FAYETTE MALL

3615 NICHOLASVILLE RD

SUITE 856

LEXINGTON

40503-4409

495

2307 S ZERO STREET

SUITE 109

FORT SMITH

72901-8643

497

BAYBROOK SHOPPING CENTER

1805 WEST BAY AREA BLVD

WEBSTER

77598-3403

498

EAST CEDARBROOK PLAZA

3001 CHELTENHAM AVE

SPACE 3000

WYNCOTE

19095-0000

499

111 OSBORNE WAY

SUITE 5

GEORGETOWN

40324-9636

503

8694 NW 13TH TERRACE

DORAL

33126-1511

504

THE SHOPS AT BUENA PARK

7540 ORANGETHORPE AVENUE

BUENA PARK

90621-3458

505

THE MARKETPLACE AT BOB BULLOCK

4311 CLARK BLVD

SUITE A

LAREDO

78043-0000

507

1077 W HIGHLAND AVE

SAN BERNARDINO

92405-3207

508

1304 WIBLE STREET

SUITE 103

BAKERSFIELD

93304-4129

511

5122 N 95TH AVE

SUITE 130A

GLENDALE

85305-0000

512

ANTIOCH CROSSING CENTER

417 EAST RTE 173

UNIT 101

ANTIOCH

60002-9406

513

2048 STORY RD

SAN JOSE

95122-1668

515

640 S GAFFEY ST

SAN PEDRO

90731-3027

517

1201 COLUMBUS ST

BAKERSFIELD

93305-2009

518

PHOENIX WEST PLAZA

4344 W INDIAN SCHOOL RD

UNIT 11

PHOENIX

85031-2984

519

600 REDWOOD ST

VALLEJO

94590-2941

521

455 W WILLOW ST

LONG BEACH

90806-2843

522

1033 N ARIZONA AVENUE

CHANDLER

85225-6693

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

523

1431 WEST KNOX ST

SUITE 100

TORRANCE

90502-0000

526

5095 STOCKTON BLVD

SACRAMENTO

95820-5407

533

CENTER AT SLATTEN RANCH

5749 LONE TREE WAY

SPACE B

ANTIOCH

94531-8587

535

6948 MAGNOLIA AVE

RIVERSIDE

92506-2845

536

513 BROADWAY

UNIT 1A

NEW YORK

10012-4426

537

1014 S MOONEY BLVD

VISALIA

93277-3502

538

ALPHA BETA SC

262 E HARVARD BLVD

SANTA PAULA

93060-3372

540

SPRING VALLEY SC

631 SWEETWATER RD

SPRING VALLEY

91977-5628

541

40 W 14TH ST

NEW YORK

10011-7501

542

RESEDA PLAZA

18201 SHERMAN WAY

RESEDA

91335-4551

543

5404 N BLACKSTONE AVE

FRESNO

93710-5016

546

NORTHERN CROSSING

5707 WEST NORTHERN

SUITE A-106

GLENDALE

85301-1334

547

TEMPLE CITY CENTER

5563 ROSEMEAD BLVD

TEMPLE CITY

91780-1802

549

MID FIAR PLAZA SHPG CNTR

1936 N TEXAS ST

FAIRFIELD

94533-3820

550

SPRADLIN FARMS SC

175 CONSTON AVENUE

SPACE C6

CHRISTIANSBURG

24073-1151

551

SUTTER CROSSROADS SC

1222 H COLUSA AVE

YUBA CITY

95991-3656

552

GOLDEN CIRCLE SC

311 N CAPITOL AVE

SUITE 1

SAN JOSE

95133-1943

554

AUDUBON CROSSING

130 BLACKHORSE PIKE

SUITE 300

AUDUBON

08106-1900

556

WOODSIDE CENTRAL SC

2531 EL CAMINO REAL

REDWOOD CITY

94061-3812

557

CERES PLAZA SHOPPING CENTER

1366 E HATCH RD

MODESTO

95351-5011

559

LAKELAND SQUARE MALL

3800 US HIGHWAY 98 NORTH

SUITE 102

LAKELAND

33809-3849

562

SOUTHGATE PLAZA

4306 FLORIN RD

SPACES 2 AND 3

SACRAMENTO

95823-2510

565

1921 N MAIN ST

SUITE 115

PEARLAND

77581-3305

567

YOUNGS BAY PLAZA

133 S HIGHWAY 101

WARRENTON

97146-9314

569

GRANT ROAD CENTER

1040 GRANT RD

SUITE 140

MOUNTAIN VIEW

94040-3200

574

SANTEE TROLLEY SQUARE

9850 MISSION GORGE RD

SUITE B

SANTEE

92071-3834

575

SPOKANE VALLEY PLAZA

15705 E BROADWAY AVE

SPOKANE VALLEY

99037-9544

576

FOUR CORNERS

28435 TOMBALL PKY

TOMBALL

77375-3307

578

HILLSBORO SC

1300 B SW OAK

HILLSBORO

97123-3875

580

GOOD CIRCLE SC

157 E EL CAMINO REAL

SUNNYVALE

94087-1937

581

VINEYARD SHPG CNTR

5100 CLAYTON RD STE 18

CONCORD

94521-3139

582

BREA UNION PLAZA

2515 E IMPERIAL HWY

SUITE A

BREA

92821-6130

583

SOUTH TOWNE CROSSING

197 DAMONTE RANCH PARKWAY

UNIT A

RENO

89521-2990

588

SEVEN TREES SC

2330 STERLING AVE

SPACE 3 C

SAN BERNARDINO

92404-4624

590

GULF COAST TOWN CENTER

9908 GULF COAST MAIN ST

SUITE 110

FORT MYERS

33913-8956

592

CICERO MARKET PLACE

3021 S CICERO AVENUE

CICERO

60804-3639

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

593

DIAMOND SHOPPING CENTER

1891 NE 7TH ST

GRANTS PASS

97526-3403

595

RANCHO SAN DIEGO TOWN CENTER

2891 JAMACHA RD

SPACE 14F

EL CAJON

92019-4397

597

HAMPTON VILLAGE CENTRE

2867 S ROCHESTER RD

ROCHESTER HILLS

48307-4579

598

CASTLE ROCK SHPG CNTR

1181 E MAIN ST

PRICE

84501-2714

599

BRIGGSMORE SHPG CNTR

2001L MCHENRY AVE

MODESTO

95350-3245

602

PALO VERDE SC

7105 E 22ND ST

TUCSON

85710-6401

604

9525 OLD SPANISH TRAIL

SUITE 121

TUCSON

85748-6644

606

870 W COMMERCE WAY

SUITE A

BRIGHAM CITY

84302-0000

607

MARINA LAKES SC

2121 AMIDON AVENUE

WICHITA

67203-2116

611

WINDWARD PLAZA

401 WINDWARD DR

SPACE 417

NEWTON

67114-5425

614

BUNKER HILL S/C

1460 N MAIN ST

ALTUS

73521-2104

615

BERRYVILLE CENTER

928 W TRIMBLE

SUITE B

BERRYVILLE

72616-4238

616

TYLER OUTLET

3840 W HIGHWAY 64

TYLER

75704-6924

618

3086 W ROUTE 60

MUNDELEIN

60060-0000

619

555 WASHINGTON SQUARE

WASHINGTON

63090-5343

620

3033 28TH STREET SE

KENTWOOD

49512-1626

621

CYPRESS VILLAGE S/C

10861 SAINT CHARLES ROCK RD

SAINT ANN

63074-1507

623

1758 S 20TH STREET

OZARK

65721-7000

624

COSHOCTON DOWNTOWNER

490 DOWNTOWNER PLZ

COSHOCTON

43812-1929

625

MARKET PLACE SC

7715 MARKETPLACE DR

AURORA

44202-8763

627

AUSTINTOWN PLAZA

6000 MAHONING AVE

YOUNGSTOWN

44515-2240

628

1790 LAWNDALE

SAGINAW

48603-0000

629

FOX PLAZA SHOPPING CTR

5523 ALAMEDA AVE

EL PASO

79905-2915

630

MALL OF ABILENE

4310 BUFFALO GAP RD STE 1270

SPACE 1124

ABILENE

79606-2785

631

IRVING TOWN CENTER

3401 W AIRPORT FREEWAY

SPACE 140

IRVING

75062-5930

632

SALEM SQUARE

12405 E MISSISSIPPI AVE

UNIT 101

AURORA

80012-3477

633

PLAZA NORTH SC

131 N MCDOWELL BLVD

PETALUMA

94954-2306

637

YANKTON MALL

2101 BROADWAY ST

SUITE F6

YANKTON

57078-1607

639

1205 N MAIN ST

LOGAN

84341-2219

640

8621 EAST POINT DOUGLAS ROAD

COTTAGE GROVE

55016-4086

641

603 S BISHOP AVE

SUITE A

ROLLA

65401-4314

642

UNIVERSITY PLAZA

405 E UNIVERSITY DR

EDINBURG

78539-3562

643

1003 W GANNON DR

FESTUS

63028-2606

644

835 S KUNER RD

BRIGHTON

80601-2857

645

CHERRYLAND CENTER

1708 S GARFIELD

SPACE C106

TRAVERSE CITY

49686-4338

646

1053 N SHIAWASSEE ST

CORUNNA

48817-1151

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

647

HIGH PLAINS SC

1307 W MAIN ST

STERLING

80751-2834

648

101 GATEWAY BLVD

SPACE E

BOX 459 3

ROCK SPRINGS

82901-5710

650

CONYERS CROSSING

1489 HIGHWAY 138 SE

CONYERS

30013-1286

655

MARKET PLACE OF WARSAW

2818 FRONTAGE RD

WARSAW

46580-3912

659

HILLTOP MALL

5019 NORTH 2ND AVENUE

SPACE 19

KEARNEY

68847-2427

660

WALMART SC

11481 TARA BLVD

SUITE 1-B

HAMPTON

30228-1687

661

WATER TOWER PLACE

1261 WATER TOWER PL

ARNOLD

63010-2142

663

BONANZA SQUARE

581 N EASTERN AVE

PAD A

LAS VEGAS

89101-3422

664

LITCHFIELD PLAZA

1403 W FERDON ST

SUITE 3

LITCHFIELD

62056-4448

665

5707 BUFORD HWY NE

DORAVILLE

30340-1206

666

SOUTH TOWNE CROSSING

140 SE JOHN JONES DR

SUITE 148

BURLESON

76028-0000

667

8526 S VERMONT AVE

LOS ANGELES

90044-3426

668

CHICKASHA SQUARE

2327 PONDEROSA DR

CHICKASHA

73018-6839

670

COLLEGE PLAZA SHPG CNTR

2010 CERRILLOS RD STE 6

SANTA FE

87505-3275

672

UVALDE RETAIL CENTER

3030 E MAIN ST

SUITE A

UVALDE

78801-0000

673

RIVER OAKS WEST SC

50 EAST RIVER OAKS CENTER

CALUMET CITY

60409-5520

676

BASSETT CENTER

6101 GATEWAY BLVD W

SPACE C9

EL PASO

79925-3416

677

WASHINGTON CORNER S/C

9910 E WASHINGTON ST # 9912

INDIANAPOLIS

46229-3040

679

NORTHRIDGE SC

7891 WADSWORTH BLVD

ARVADA

80003-2107

680

1002 A NORTH MERIDIAN

SUITE 101

PUYALLUP

98371-0000

682

MIDWAY SHOPPING CENTER

1468 UNIVERSITY AVE W

SAINT PAUL

55104-3901

683

AUBURN NORTH S/C

1215 AUBURN WAY N

AUBURN

98002-4148

684

ORCHARDS MALL

1800 PIPESTONE RD

SPACE E48

BENTON HARBOR

49022-2311

686

BEMIDJI RETAIL CENTER

2219 PAUL BUNYAN DR NW 1

SUITE 42

BEMIDJI

56601-4162

687

LUDINGTON SHOPPING CENTER

5582 US 10 WEST

LUDINGTON

49431-2456

688

GLENS SHOPPING CENTER NORTH

1131 US 31 NORTH

PETOSKEY

49770-9305

693

CAMEL PLAZA

900E CAMEL DR

GILLETTE

82716-4955

695

NEWPORT CENTRE

30 MALL DR W

JERSEY CITY

07310-1603

697

GREENGATE CENTER

1860 GREENGATE CENTER BLVD

GREENSBURG

15601-0000

700

JANTZEN BEACH CENTER

1222 JANTZEN BEACH CTR

PORTLAND

97217-7836

701

1000 W BROADWAY ST

ARDMORE

73401-4531

704

973 W NORTH TEMPLE

SALT LAKE CITY

84116-3362

705

2923 W BROADWAY BLVD

STOP ONE

SEDALIA

65301-2214

707

BASELINE PLAZA

20164 WEST 8 MILE RD

SOUTHFIELD

48075-5659

708

1960 S CAMPBELL AVE

SPRINGFIELD

65807-2651

710

1012 E 23RD ST

SUITE 100

COLUMBUS

68601-3706

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

712

NORTHPARK SHOPPING CENTER

320 E YOUNG ST

SUITE C

WARRENSBURG

64093-1258

714

MILWAUKIE MARKET PLACE

10882 SE OAK ST

MILWAUKIE

97222-6694

718

WYANDOTTE PLAZA S/C

7714 STATE AVE

KANSAS CITY

66112-2820

719

WESTGATE MARKET

6712 W KELLOGG DRIVE

WICHITA

67209-2216

722

3520 N 1ST ST

ABILENE

79603-6914

723

3779 STATE RTE 13

PULASKI

13142-2402

724

6385 ULALI DR NE

SUITE 101

KEIZER

97303-1723

726

48 BOARDMAN POLAND RD

BOARDMAN

44512-4601

728

29821 FORD RD

GARDEN CITY

48135-2366

730

SAINT CLOUD COMMONS

4554 13TH ST

SPACE A

SAINT CLOUD

34769-6706

733

THORNTON TOWN CENTER

10001 GRANT STREET

SPACE D

THORNTON

80229-4535

734

3047 NICOLLET AVE

MINNEAPOLIS

55408-3129

735

1603 ROBERT ST S

WEST SAINT PAUL

55118-3903

737

CROSSING OAKS SHPG CNTR

7134 S MEMORIAL DR

TULSA

74133-2962

739

EXPRESSWAY PLAZA

1200 LOWES BOULEVARD

SUITE 112

KILLEEN

76542-5204

740

ARLINGTON CENTER

820 ARLINGTON CTR

ADA

74820-2828

741

FT OGLETHORPE SC

400 BATTLEFIELD PKY

FORT OGLETHORPE

30742-3847

743

6359 NE MARTIN LUTHER KING JR BLVD

PORTLAND

97211-3029

744

MEMORIAL BEND SHOPPING CENTER

5234 MEMORIAL DR

SUITE D

STONE MOUNTAIN

30083-3113

747

PECAN PROMENADE SC

9870 WEST LOWER BUCKEYE RD

SUITE 145

TOLLESON

85353-0000

748

CLEARWATER PLAZA

5216 E CLEVELAND BLVD

SUITE J

CALDWELL

83607-8124

750

820 S RIVERSIDE DR

IOWA CITY

52246-5611

754

2326 INDUSTRIAL RD

SUITE 200

EMPORIA

66801-6659

755

THE SHOPS OF HULEN

5816 SOUTH HULEN STREET

FORT WORTH

76132-2684

757

3437 WILLIAM

CAPE GIRARDEAU

63701-9507

759

MAPLEWOOD SQUARE

2716 N 90TH ST

OMAHA

68134-5706

762

1175 NW 9TH ST

CORVALLIS

97330-4505

763

CHAMPAIGN TOWN CENTER

2002 N PROSPECT

CHAMPAIGN

61822-1230

764

LAKE FOREST CROSSING

4180 S LAKE FOREST DR

SPACE 420

MCKINNEY

75070-0000

766

937 G AVE

DOUGLAS

85607-2015

767

KITSAP MALL

SPACE K-4

PO BOX 2888

SILVERDALE

98383-2888

768

ZUNI SAN MATEO SHOPPING

5555 ZUNI RD SE

SUITE 10

ALBUQUERQUE

87108-2942

770

BETHANY TOWNE CENTER

6135 N 35TH AVE

SUITE 189

PHOENIX

85017-1955

771

WAKE POINTE

11216 CAPITAL BLVD

SUITE 108

WAKE FOREST

27587-4521

773

SOUTH SQUARE SHOPPING CENTER

3415 WESTGATE DR

SUITE 109

DURHAM

27707-2536

775

WOLF CREEK SC

10503 SOUTH 15TH ST

SUITE 104

BELLEVUE

68123-4085

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

776

PONY VILLAGE MALL

1611 VIRGINIA AVE

BOX 512

NORTH BEND

97459-2729

777

5334 ROSS AVENUE SUITE 900

DALLAS

75206-0000

779

9080 OVERLAND PLAZA

OVERLAND

63114-6122

781

BOONTON SQUARE SC

308 WOONTON ST

UNIT L

BOONTON

07005-0000

782

321 S MAIN ST

SAPULPA

74066-4109

783

801 N GILBERT ST

DANVILLE

61832-3823

785

2011 S GREGG ST

BIG SPRING

79720-5436

788

WESTWOOD PLAZA

12289 W CENTER RD

OMAHA

68144-3931

789

MANSION MALL SHPG CNTR

1435 NORTHWESTWOOD

POPLAR BLUFF

63901-3315

792

219 N CANAL ST

CARLSBAD

88220-5829

793

4102 N KEYSTONE AVE

INDIANAPOLIS

46205-2843

797

CHARLOTTESVILLE FASHION SQUARE

1600 E RIO RD

SUITE 1314

CHARLOTTESVILLE

22901-1405

800

115 E DORSET DRIVE

SUITE E

DIXON

95620-9243

802

POWERS PEAK CENTER

5620 E WOODMEN RD SPACE 10

SPACE 8

COLORADO SPRINGS

80920-5272

803

PLAZA NORTH

1800 FT HARRISON

SPACE 10

TERRE HAUTE

47804-0000

804

2014 MISSOURI BLVD

JEFFERSON CITY

65109-4717

805

ADRIAN MALL

1357 SOUTH MAIN SPACE D9

ADRIAN

49221-4352

806

SHOPPES AT GRAND PRAIRIE

5201 W WAR MEMORIAL DR

SPACE 506

PEORIA

61615-0000

809

WHITTWOOD TOWN CENTER

15604 WHITTWOOD LANE

WHITTIER

90603-2324

811

2705 NE 238 DR

SUITE F

WOOD VILLAGE

97060-0000

812

301 GALLATIN RD

NASHVILLE

37206-3218

814

BASHFORD MANOR MALL

3610 MALL RD

LOUISVILLE

40218-5403

815

3640 GREEN MOUNT CROSSING DRIVE

SUITE 109

SHILOH

62269-0000

816

1021 WEST UNIVERSITY AVE

SUITE 125

GEORGETOWN

78628-0000

817

4028 75TH ST

KENOSHA

53142-4310

818

2155 S MACARTHUR BLVD

SPRINGFIELD

62704-4501

821

3928 7TH STREET RD

SHIVELY

40216-4189

824

227 E MCGALLIARD RD

MUNCIE

47303-2010

829

MORELAND RIPPLE WATER RETAIL

2489 VILLAGE GREEK LANDING SE

ATLANTA

30316-3285

833

1223 W MORTEN

SPACE 6 AND 7

JACKSONVILLE

62650-2874

835

907 N ILLINOIS RTE 3

WATERLOO

62298-1074

836

THE CENTER AT HOBBS BROOK

110 CHARLTON ROAD

STURBRIDGE

01566-0000

839

SOUTH PLAZA

4052 S PLAZA DR

MEMPHIS

38116-6335

840

WEST POINT CROSSING

1183 W IRVINGTON RD

SUITE 191

TUCSON

85714-0000

841

GREEN TREE MALL

757 E LEWIS AND CLARK EXPRESSWAY

SUITE 406

CLARKSVILLE

47129-2269

843

AVON COMMONS

10423 US E HIGHWAY 36

SPACE 12

AVON

46123-0000

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

845

94 DEMARS BLVD

TUPPER LAKE

12986-0000

847

3421 N UNIVERSITY ST

PEORIA

61604-1322

848

WALMART CENTER

1280 EIGHTEEN MILE RD

SUITE A

CENTRAL

29630-8605

849

2500 N DIRKSEN PARKWAY

SPRINGFIELD

62702-1447

852

SHOPS AT MT AIRY

1448 EDGEWOOD DR

SPACE 600

MOUNT AIRY

27030-5216

854

MARIETTA TRADE CENTER

200 COBB PARKWAY S

SUITE 440

MARIETTA

30060-0000

857

SHERWOOD SHOPPING CENTER

1123 E MAIN ST

MESA

85203-8823

858

3087 VICTORY DR

COLUMBUS

31903-1827

859

EASTLAND MALL

1615 E EMPIRE ST

SPACE A6 AND A7

BLOOMINGTON

61701-3581

861

60 SHOPS AT 5 WAY

SPACE 60

SPACE 106

PLYMOUTH

02360-0000

862

WALNUT CREEK PLAZA

1461 GRAY HWY

SUITE 4

MACON

31211-1905

864

KING CITY SQUARE

425 427 S 42ND ST

SUITE 11

MOUNT VERNON

62864-2209

865

BELMONT HILLS SHOPPING CENTER

2432 ATLANTA RD STE A

SMYRNA

30080-2000

867

CROSSROADS CENTER

2060 CORSSROADS BLVD

SUITE 115

WATERLOO

50702-4423

868

111 N MISSOURI ST

WEST MEMPHIS

72301-3109

869

4633 AMERICAN WAY

SPACE 2

MEMPHIS

38118-8403

870

1314 TURNER MCCALL BLVD

ROME

30161-6070

871

RIVERGATE MALL

1000 RIVERGATE PKWY

SPACE 1610

GOODLETTSVILLE

37072-0000

872

6751 NORTH CHURCH

SUITE B

MULBERRY

33860-2080

875

TYMBERWOOD CENTER

4237-A OUTER LOOP

LOUISVILLE

40219-3850

876

TURFWAY CENTER

4989 HOUSTON RD

FLORENCE

41042-1365

880

SOUTHGATE SC

1827 S 3RD ST

MEMPHIS

38109-7717

881

VINCENNES PLAZA

628 NIBLACK BLVD

VINCENNES

47591-3630

886

TWO THOUSAND CENTER

2008 S WOOD DR

OKMULGEE

74447-6849

887

29 W FORDHAM RD

BRONX

10468-0000

888

3074 S 13TH ST

MILWAUKEE

53215-3826

889

1321 CAMP JACKSON RD

CAHOKIA

62206-2202

890

ROCKTON SHOPPING CENTER

3130 N ROCKTON AVE

ROCKFORD

61103-2837

891

CONWAY COMMONS

555 ELSINGER BLVD

CONWAY

72032-4714

892

CASA GRANDE MALL

1336 E FLORENCE BLVD

CASA GRANDE

85222-5302

893

PAGE PLAZA

1115 SOUTH SANDERSON AVE

BUILDING C

HEMET

92545-0000

894

444 N MICHIGAN AVE

LOBBY 3

CHICAGO

60611-3983

895

2131 FRAYSER BLVD

MEMPHIS

38127-5753

897

REGENCY PLAZA

2889 BOGEY RD

SPACE A-2

SAINT CHARLES

63303-3526

899

SEAGOVILLE CENTER

344 NORTH HIGHWAY 175

SEAGOVILLE

75159-1839

900

K-MART CENTER

1720 N BALTIMORE ST

KIRKSVILLE

63501-2485

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

901

4926 CHRISTY BLVD

SAINT LOUIS

63116-1218

902

NAMEOKI COMMONS SC

3499 NAMEOKI RD

GRANITE CITY

62040-3719

904

2170 HARKRIDER ST

SPACE 2

CONWAY

72032-2857

905

OCEAN SPRINGS

991 E EAU GALLIE BLVD # 9

INDIAN HARBOUR BEACH

32937-4905

907

LANES MILL MARKETPLACE

4819 HWY 9

SPACE B4B

HOWELL

07731-3749

909

8290 E 96TH ST

FISHERS

46037-9794

910

1281 E MAGNOLIA

UNIT G

FORT COLLINS

80524-4793

911

THE CROSSING

128 GARRETT MORRIS PKY

MINERAL WELLS

76067-9612

913

777 SOUTH JEFFERSON

COOKEVILLE

38501-4071

915

100 BUSINESS LOOP 70 W

COLUMBIA

65203-3245

916

1516 MILITARY RD

SPACE D

BENTON

72015-2915

918

DEER TRACE PLAZA

4097 STATE HWY 28

SHEBOYGAN FALLS

53085-2848

920

1100 W 9 MILE RD

FERNDALE

48220-1220

921

144 B EAST 98TH STREET

BROOKLYN

11212-3827

923

PO BOX 504461 CK

7 GOLD BUILDING PALE ARNOLD RD

SAIPAN

96950-8901

926

40668 US HIGHWAY 19 N

TARPON SPRINGS

34689-4726

927

SHADY BROOK MALL

800 JAMES CAMPBELL BLVD

SUITE 14A

COLUMBIA

38401-5932

928

4680 BLANDING BLVD

JACKSONVILLE

32210-7325

933

TERRACE PLAZA

8856 TERRACE PLZ

TAMPA

33617-6212

934

BROAD STREET CENTRE

1276 NW BROAD ST # 58

MURFREESBORO

37129-1713

938

MEMORIAL HEALTH CARE PLAZA

3997 UNIVERSITY BLVD S

JACKSONVILLE

32216-4312

942

OLD HICKORY SQUARE

1970 N HIGHLAND AVE

JACKSON

38305-4526

945

K-MART SHPG CNTR

303 S DIAMOND BAR BLVD

DIAMOND BAR

91765-1613

947

NEW CUT MARKET CENTER

165 OUTER LOOP ROAD

SUITE 134

LOUISVILLE

40214-5544

948

2305 S JEFFERSON AVE

MOUNT PLEASANT

75455-6011

949

MERCHANTS COVE SC

2112 S MCKENZIE

FOLEY

36535-1753

950

130 ALTAMA CONNECTOR BLVD

BRUNSWICK

31525-1891

953

101 E END BLVD S

MARSHALL

75670-5601

955

ST LOUIS MILLS

555 ST LOUIS MILLS BLVD

HAZELWOOD

63042-0000

956

1013 E CARL ALBERT PKY

MCALESTER

74501-5123

958

WARNER ROBINS PLACE

2724 WATSON BLVD

SPACE L K

WARNER ROBINS

31093-8051

959

1700E S BROADWAY

EDMOND

73013-4050

960

POINT AT NORTHROCK

3130 NORTH ROCK ROAD #100

WICHITA

67226-1311

963

BROADWAY CROSSING

3213 MAIN ST

SUITE 1

BRYANT

72022-0000

965

6046 S CEDAR ST

LANSING

48911-5153

966

PROMENADE AT ALEXANDER PLACE

7841 ALEXANDER PLACE

SUITE 100

RALEIGH

27617-0000

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

968

WYOMING VILLAGE

1218 28TH ST SW

WYOMING

49509-2702

969

PERIMETER OAKS SHOPPING CENTER

3268 INNER PERIMETER RD

SUITE A

VALDOSTA

31602-1006

972

JORDAN CREEK MALL

101 JORDAN CREEK PARKWAY

SUITE 11004

WEST DES MOINES

50265-8113

973

MC ALPIN SC

1900 E VICTORY DR

SAVANNAH

31404-3713

974

DYERSBURG MALL

2700 LAKE RD

DYERSBURG

38024-1666

975

WESTGATE SHPG CNTR

131 S CENTRAL EXPY

MC KINNEY

75070-3743

976

HERITAGE PLAZA

1214 WOODLAWN ROAD

P O BOX 20

LINCOLN

62656-9746

978

NORTH PARK PLAZA

1641 MOUNT HOOD AVE

WOODBURN

97071-9070

979

KMART CENTER

2632 W 6TH ST

SUITE 4

THE DALLES

97058-4168

981

WESTON COMMONS

4553 WESTON RD

DAVIE

33331-3140

982

TOWN WEST PLAZA

1444 W MOORE AVE

TERRELL

75160-2304

983

2734 W NORTH AVE

CHICAGO

60647-5247

985

RICHLAND VILLAGE

1386 E BELT LINE RD

RICHARDSON

75081-3709

987

WEST JORDAN TOWN CENTER

6802 S REDWOOD RD

SPACE C1

WEST JORDAN

84084-2405

989

GRIFFIN CROSSROADS

1575 N EXPRESSWAY

GRIFFIN

30223-1746

990

FAIRVIEW PARK PLAZA

1009 W BROADWAY

CENTRALIA

62801-5309

992

THE FOUNTAINS OF MIRAMAR PLAZA

2965 SW 160TH AVE

SPACE A13

MIRAMAR

33023-4212

993

EAST FOREST PLAZA

5422 FOREST DR

SUITE 102

COLUMBIA

29206-5401

994

PARK PLACE PLAZA

17631 HALSTED

HOMEWOOD

60430-2011

995

2251 N OAK RD

PLYMOUTH

46563-3432

1000

220 S STATE ST

CHICAGO

60604-2001

1001

TURNPIKE CENTER

197 S TURNPIKE RD # 199

SANTA BARBARA

93111-2208

1002

PARK MALL

5870 E BROADWAY BLVD

SPACE 405

TUCSON

85711-3914

1004

GOVERNORS SQUARE

2801 WILMA RUDOLPH BLVD

SUITE 230

CLARKSVILLE

37040-5063

1005

GWINNETT MARKETFAIR

3675 SATELLITE BLVD

SPACE 500

DULUTH

30096-2311

1008

781 W HAMILTON AVE

CAMPBELL

95008-0402

1011

SANTA ANA DWNTWN PLAZA

407 E 1ST ST STE 2A

SANTA ANA

92701-5340

1014

2601 OAKDALE RD STE A

MODESTO

95355-2257

1015

VAL VISTA TOWNE CENTER

1505 EAST WARNER RD

SUITE 103

GILBERT

85296-3150

1016

SUNLAND SC

10509 SUNLAND BLVD

SPACE M

SUNLAND

91040-1907

1019

AVONDALE SC

1450 N DYSART RD

SPACE A-7 AND A-8

AVONDALE

85323-1533

1024

LINDA MAR SHOPPING CENTER

1215 LINDA MAR SHOPPING CENTER

PACIFICA

94044-3347

1025

1604 CHESTNUT ST

PHILADELPHIA

19103-5119

1030

NEW TOWNE PLAZA

44610 FORD RD

SPACE A116

CANTON

48187-2943

1031

SOUTH COUNTY CENTER

43 S COUNTY CENTER WAY

SAINT LOUIS

63129-1006

1032

HOOD COMMONS

55 CRYSTAL AVE

SPACE 10

DERRY

03038-1702

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1033

GLENVILLE TOWNE CENTER

10537 ST CLAIR AVE

SUITE 108 AB

CLEVELAND

44108-1973

1036

TARGET POWER CENTER

11321 BANDERA RD

SAN ANTONIO

78250-0000

1037

1316 PRECINCT LINE RD

SPACE 924

HURST

76053-3865

1038

THE MALL AT VICTOR VALLEY

14440 BEAR VALLEY RD

SPACE 441

VICTORVILLE

92392-5404

1039

4140 E 22ND ST

TUCSON

85711-5335

1043

CROSSROADS MALL

6650 S WESTNEDGE AVE

SUITE 132

PORTAGE

49024-3590

1045

1727 E FOWLER AVE

TAMPA

33612-5523

1047

RUSHMORE MALL

2200 N MAPLE AVE

SPACE 508

RAPID CITY

57701-7881

1048

ST LUCIE SQUARE

10921 SOUTH US HWY 1

PORT SAINT LUCIE

34952-6417

1049

4406 W LOOP 250 N

SPACE E9

MIDLAND

79707-3166

1052

SAN DIMAS PLAZA

987 W ARROW HWY

SAN DIMAS

91773-2410

1053

SOUTH MALL

3300 LEHIGH ST

ALLENTOWN

18103-7041

1057

ELK GROVE VILLAGE S/C

8547 ELK GROVE BLVD

ELK GROVE

95624-1774

1058

GRAND CANYON PKWY

4205 S GRAND CANYON DRIVE

SUITE 4

LAS VEGAS

89147-7124

1059

DELAWARE PLAZA

180 DELAWARE AVE

DELMAR

12054-1304

1061

MARQUETTE MALL

450 SAINT JOHN RD

SPACE A-9

MICHIGAN CITY

46360-7354

1062

FORD CITY MALL

7601 S CICERO AVE

SPACE 1498

CHICAGO

60652-1574

1064

WESTRIDGE SC

3050 MARTIN LUTHER KING BLVD

STE E-1

ATLANTA

30311-1500

1065

MCKINLEY MALL

3701 MCKINLEY PKY

SPACE 702

BLASDELL

14219-2695

1066

LEON CENTER

555 NE 167TH ST

NORTH MIAMI BEACH

33162-3911

1067

CENTRE POINT PLAZA

2018 E IRVINGTON RD

SPACE B1

TUCSON

85714-1825

1072

WESTERN HILLS PLAZA

6180 GLENWAY AVE BLDG F

SPACE 825

CINCINNATI

45211-6320

1073

215 LINCOLN RD

MIAMI BEACH

33139-3116

1074

65 E FLAGLER ST

SPACE 2

MIAMI

33131-1003

1076

10101 MABLEVALE PLAZA DRIVE

SPACE A

LITTLE ROCK

72209-4959

1077

CARROLLTON SC

1305 S PARK ST

CARROLLTON

30117-4433

1078

WESTRIDGE SC

1029 W PATRICK ST

SPACE C3-4

FREDERICK

21702-3903

1079

CLIFTON PARK CENTER

820 CLIFTON PARK CENTER

SPACE 94

CLIFTON PARK

12065-3908

1080

212 N MICHIGAN AVE

CHICAGO

60601-5906

1082

CRENSHAW PLAZA

3232 W SLAUSON AVE

SPACE 1

LOS ANGELES

90043-2564

1083

GARDEN GROVE PAVILION

12055 BROOKHURST ST

GARDEN GROVE

92840-2814

1084

SOUTHBRIDGE CROSSING

8073 OLD CARRIAGE COURT N

SHAKOPEE

55379-0000

1085

MODEL T PLAZA

14132 WOODWARD AVE

HIGHLAND PARK

48203-2995

1086

MANOR S/C

1272 MILLERSVILLE PIKE

LANCASTER

17603-6656

1089

SOUTHGATE PLAZA

1052 UNION RD

WEST SENECA

14224-3449

1091

TRANCAS JEFFERSON CENTER

1303 TRANCAS ST

NAPA

94558-2911

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1093

MAPLE GROVE CROSSINGS

8056 WEDGEWOOD LANE NORTH

MAPLE GROVE

55369-9406

1096

BLOOMINGDALE SQUARE

933 E BLOOMINGDALE AVE # 935

SPACE 201 AND 203

BRANDON

33511-8118

1097

HIGHLAND LAKES SHOPPING CENTER

7457 W COLONIAL DR # 269

SPACE 14

ORLANDO

32818-6508

1101

MEADOWS SQUARE

4701 N CONGRESS AVE

BOYNTON BEACH

33426-7908

1102

THE CROSSING

1001 N BECKLEY RD

SPACE 430C

DESOTO

75115-4261

1104

BELMONT SHOPPING CENTER

2010 E 8 MILE RD

DETROIT

48234-1000

1107

HUDSON MALL

ROUTE 440

SPACE 63

JERSEY CITY

07305-0000

1109

LOS CERRITOS CENTER

108 LOS CERRITOS MALL

CERRITOS

90703-5421

1110

THE MALL AT ROBINSON TOWNSHIP

100 ROBINSON CENTER DR

SUITE 1370

PITTSBURGH

15205-0000

1113

WESTRIDGE COURT

256 S RT 59

SPACE 128

NAPERVILLE

60540-0915

1114

1831 MARTIN LUTHER KING JR BLVD

GREENVILLE

38701-7801

1115

FAIRFAX CIRCLE PLAZA

9508 ARLINGTON BLVD

FAIRFAX

22031-4702

1117

505 BROADWAY # 507

BAYONNE

07002-3713

1119

ACADEMY PLACE

5120 N ACADEMY BLVD

COLORADO SPRINGS

80918-4002

1121

TARGET CENTER

9011 GARFIELD AVE

SOUTH GATE

90280-3801

1124

FIVE POINT SC

4101 US HIGHWAY 77

SPACE B-1

CORPUS CHRISTI

78410-4542

1125

PROMENADE SC

1220 AIRLINE RD

SPACE 135

CORPUS CHRISTI

78412-3473

1127

HAMILTON MALL

4403 BLACK HORSE PIKE

SPACE 134

MAYS LANDING

08330-3114

1133

CIELO VISTA MALL

8401 GATEWAY BLVD W

SPACE M-1

EL PASO

79925-5600

1134

JOURNAL SQUARE

2843 2845 KENNEDY BLVD

JERSEY CITY

07306-3902

1135

WESTWOOD MALL

3020 US HIGHWAY 41 W

SPACE 4

MARQUETTE

49855-2273

1136

DELTA PLAZA SHOPPING CENTER

301 N LINCOLN RD STE 5

SPACE 5

ESCANABA

49829-1387

1139

5540 FRANKLIN BLVD

SACRAMENTO

95820-4742

1140

NORTH LAKE SQUARE

1245 N LAKE AVE

PASADENA

91104-2855

1141

GOTHAM PLAZA

163 E 125TH ST

NEW YORK

10035-1748

1143

NORTHGATE MALL

5015 NORTHGATE MALL

SPACE B-72

SAN RAFAEL

94903-3649

1144

SOUTHLAND MALL

339 SOUTHLAND MALL

SUITE 80

HAYWARD

94545-2131

1148

CENTRAL MALL

2259 S 9TH ST

SPACE 16

SALINA

67401-7313

1149

311 W LEXINGTON ST # 13

BALTIMORE

21201-3414

1151

SPRING HILL MALL

1306 SPRING HILL MALL

SPACE 1306

WEST DUNDEE

60118-1262

1152

TOWN WEST SHOPPING CENTER

2505 W KINGS HIGHWAY

PARAGOULD

72450-3921

1153

7877 FLORENCE AVE

DOWNEY

90240-3774

1155

FRANCIS SCOTT KEY MALL

5500 BUCKEYSTOWN PIKE

SPACE 840

FREDERICK

21703-8331

1156

THREE RIVERS MALL

351 THREE RIVERS DR

SPACE 245

KELSO

98626-3129

1158

FLORENCE MALL

1174 FLORENCE MALL

FLORENCE

41042-1445

1159

SUPER WALMART PLAZA

3815 DEVONSHIRE AVE NE

SPACE 135

SALEM

97305-1381

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1161

CRANBERRY MALL

400 N CENTER ST

SPACE 169

WESTMINSTER

21157-5193

1164

RIDGMAR MALL

1822 GREEN OAKS RD

SPACE N-9

FORT WORTH

76116-1702

1165

WESTCHESTER S/C

8681 SW 24TH ST

MIAMI

33155-2337

1166

1317 N MAIN ST

SPACE A-1

SUMMERVILLE

29483-7342

1168

CHINO TOWN CENTER

5533 PHILADELPHIA ST

SPACE 5

CHINO

91710-7538

1169

ATLANTIC TERMINAL

139 FLATBUSH AVE

BROOKLYN

11217-1403

1172

THE SUGARLAND TARGET CENTER

16312 SOUTHWEST FREEWAY

SPACE F

SUGAR LAND

77479-0000

1173

ROSEVILLE CENTER

1921 DOUGLAS BLVD

SUITE 107

ROSEVILLE

95661-3817

1176

HEGENBERGER COMMERCIAL CENTER

8460 EDGEWATER DR

SUITE C

OAKLAND

94621-0000

1177

SOUTHWEST PLAZA

8501 W BOWLES AVE

SPACE 2-B-255

LITTLETON

80123-9502

1179

6161 RIDGE AVE

PHILADELPHIA

19128-2627

1180

SIERRA TOWN CETNER

6815 SIERRA CENTER PKWY

SUITE 100

RENO

89511-0000

1182

MARKET AT UVALDE SC

13502 EAST FWY

HOUSTON

77015-5918

1185

FRY ROAD CROSSING

1741 N FRY RD

KATY

77449-3347

1187

1800 S ASHLAND AVE

CHICAGO

60608-2806

1189

1291ER POINT PLAZA

804 W STREET RD

WARMINSTER

18974-3125

1190

GEORGIA SQUARE

3700 ATLANTA HWY

SPACE 125

ATHENS

30606-7201

1191

STONECREST MALL

2929 TURNER HILL RD

SUITE 1020

LITHONIA

30038-2527

1193

IRVING MALL

3723 IRVING MALL

SPACE F-5A

IRVING

75062-5157

1194

3518 BERGENLINE AVE # 3520

UNION CITY

07087-4751

1195

330 S SALINA ST

SYRACUSE

13202-1602

1196

TOWN SQUARE MALL

5000 FREDERICA ST

SPACE F-8

OWENSBORO

42301-7424

1197

GREENRIDGE PLAZA

1618 NAY AUG AVE

SCRANTON

18509-1868

1199

3601 RIVERS AVE

CHARLESTON

29405-7038

1200

301 N HIGHWAY 190 STE A2

SPACE A-2

COVINGTON

70433-5057

1201

EDGEWATER PLAZA

2600 BEACH BLVD

SUITE 61

BILOXI

39531-4601

1202

COASTAL WAY SHOPPING CENTER

13107 CORTEZ BLVD

BROOKSVILLE

34613-4802

1203

WESTGATE SC

8847 VETERANS BLVD

SPACE 9

METAIRIE

70003-5268

1204

509 S GLOSTER

TUPELO

38801-5527

1206

SHOPS AT CLERMONT

2670 E HIGHWAY 50 BAYS 3 AND F

CLERMONT

34711-3184

1207

MAGNOLIA PLAZA

50 HWY 79 BYPASS NORTH

PO BOX 296

MAGNOLIA

71754-0000

1208

BELLE TERRE SHOPPING CENTER

1800 W AIRLINE HWY

SUITE C

LA PLACE

70068-3335

1209

610 N CANAL BLVD

SUITE 2

THIBODAUX

70301-6491

1210

YUBA CITY MARKETPLACE

1070 HARTER RD

SUITE 101

YUBA CITY

95993-0000

1211

CORAL SKY PLAZA

510 SR #7

BAY 6

ROYAL PALM BEACH

33411-0000

1212

NEW SMYRNA BEACH REGIONAL S/C

1996 HWY 44

NEW SMYRNA BEACH

32168-8349

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1213

DESERT PALMS POWER CENTRE

3833 E THOMAS RD

PHOENIX

85018-7511

1214

MANHATTAN POWER CENTER

1451 A MANHATTAN BLVD

HARVEY

70058-0000

1215

JASPER PLAZA

820 W GIBSON ST

JASPER

75951-0000

1216

TWIN CITY SHPG CNTR

824 N SEBASTIAN

WEST HELENA

72390-1821

1217

LOOP SC

1971 GOVERNMENT ST

MOBILE

36606-1628

1218

SOUTHGATE PLAZA

510 N NAVY BLVD

PENSACOLA

32507-2080

1219

SHOPS AT WEST

760 ACADEMY DRIVE

SUITE 100

BESSEMER

35022-5200

1220

MISSION LAKES SC

5516 S STATE RD 7

SUITE 134

LAKE WORTH

33467-0000

1221

108 UTICA STREET

HAMILTON

13346-2009

1224

RICHMOND RANCH SC

220 RICHMOND RANCH RD

SPACE 2

TEXARKANA

75503-3838

1226

BABY SUPERSTORE PLAZA

7554 W COMMERCIAL BLVD

LAUDERHILL

33319-2132

1227

3826 GENERAL DEGAULLE

NEW ORLEANS

70114-8208

1228

KMART SHOPPING CENTER

8229 N FLORIDA AVE

TAMPA

33604-3003

1230

WEST TOWN CORNERS

280 S SR 434

SUITE 1043

ALTAMONTE SPRINGS

32714-3859

1231

THE PLAZA AT CEDAR HILL

352 NORTH HIGHWAY 67

SUITE 352 A

CEDAR HILL

75106-0000

1233

NORTH PARK PLAZA

5852 EASTEX FREEWAY

BEAUMONT

77708-4824

1234

SHOPS AT AUBURNDALE

2052 HWY 92 WEST

AUBURNDALE

33823-0000

1235

PLAZA AT POST FALLS

710 CECIL RD

104

POST FALLS

83854-0000

1236

CROSSROADS PLAZA SC

50 ROUTE 17K

SUITE 119

NEWBURGH

12550-0000

1237

KMART SHOPPING CENTER

3062 STATE ROUTE 35

SPACE 19

HAZLET

07730-1505

1241

INDIAN RIVER SHOPPING CENTER

3661 SANGANI BLVD

A-F

DIBERVILLE

39540-8779

1242

UNIVERSITY MALL

1122 N UNIVERSITY DR # 0

NACOGDOCHES

75961-4264

1243

EAST GATE SHOPPING CENTER

2329 E HILLSBOROUGH AVE

TAMPA

33610-4404

1244

SEMINOLE MARKETPLACE

1389 WP BALL BLVD

SANFORD

32771-7205

1245

CORAL RIDGE MALL

3200 N FEDERAL HWY

SPACE 152

FORT LAUDERDALE

33306-1062

1246

9256 PARKWAY EAST

SUITE A

SUITE B

BIRMINGHAM

35206-1509

1247

FT MYERS SHOPPING CENTER

4155 PALM BEACH BLVD

FORT MYERS

33916-3410

1249

LAUDERHILL MALL

1429 N W 40TH AVENUE

FORT LAUDERDALE

33313-5805

1250

WESTSIDE SOUTH SC

62-B WEST BANKS EXPRESSWAY

GRETNA

70053-3654

1251

PINETREE VILLAGE

2243 HIGHWAY 15 N

LAUREL

39440-1834

1253

YAZOOVILLE SHPG CNTR

1216 JERRY CLOWER BLVD

YAZOO CITY

39194-3077

1256

PATRIOT VILLAGE

1256 E BRANDON BLVD

SUITE H

BRANDON

33511-5529

1259

COLONIAL MALL

1801 BELTLINE ROAD SOUTHWEST

SPACE C5

DECATUR

35601-0000

1262

PARK CENTRAL CROSSING

8555 MEMORIAL BLVD

SP 400

PORT ARTHUR

77640-0000

1265

TOWN AND COUNTRY SC

205 HWY 19 SOUTH

PALATKA

32177-3937

1266

BISCAYNE SHOPPING PLAZA

8040 NE 5TH AVE

MIAMI

33138-4510

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1267

681 E OAKLAND PARK BLVD

FORT LAUDERDALE

33334-2745

1268

18299 NW 27TH AVE

CAROL CITY

33056-3510

1269

NORTHSIDE SC

7900 NW 27TH AVE

MIAMI

33147-4902

1270

QUINCY COMMONS

1954 PAT THOMAS PKWY

QUINCY

32351-0000

1271

3980 S MILITARY TRL

LAKE WORTH

33463-3434

1273

700 E MERRITT ISLAND CSWY

SPACE 7

MERRITT ISLAND

32952-3553

1275

KMART SC

9170 MANSFIELD RD

SHREVEPORT

71118-3123

1277

ELMWOOD VILLAGE

1200 S CLEARVIEW PKY

SUITE 1314

NEW ORLEANS

70123-2300

1280

820 1ST ST

BRADENTON

34208-2556

1281

EAST SIDE PLAZA

949 A GRAND CAILLOU RD

SUITE 3

HOUMA

70363-5705

1283

BIG LAKE SHOPPING CENTER

946 S MAIN

BELLE GLADE

33430-4226

1284

RIVERFRONT PLAZA

2657 N ELSTON

CHICAGO

60647-2018

1285

UNIVERSITY MALL

1701 MCFARLAND BLVD E

SUITE 106

TUSCALOOSA

35404-5827

1288

HIGHLAND SQUARE

1130 DUNN AVE

JACKSONVILLE

32218-4832

1289

CENTRAL PLAZA S/C

3251 CENTRAL AVE

SAINT PETERSBURG

33713-8520

1291

ORANGE PARK MALL

1910 WELLS RD

SPACE E-15

ORANGE PARK

32073-6771

1296

33497 S DIXIE HWY

FLORIDA CITY

33034-0000

1297

MALL OF AMERICAS

7833 W FLAGLER ST

SUITE 51

MIAMI

33144-2303

1299

NORTH PARK MALL

1200 E COUNTY LINE RD

SUITE 140 SPACE E8

RIDGELAND

39157-0000

1300

BROADWAY SHPG CNTR

231 W 81ST AVE

MERRILLVILLE

46410-5452

1302

WEST CENTURY SC

5029 W MAIN ST

KALAMAZOO

49009-1004

1303

MAGIC CITY SHPG CNTR

189 WOOSTER RD N

BARBERTON

44203-2558

1304

MONDAWMIN MALL

2301 LIBERTY HEIGHTS AVE

BALTIMORE

21215-8019

1306

HARRISBURG-WAYSIDE SC

6828 HARRISBURG BLVD

HOUSTON

77011-4626

1307

ST JOHN’S PLAZA

3233 GARDEN ST

TITUSVILLE

32796-3004

1308

WHITE LANE PLAZA

2200 WHITE LANE

BAKERSFIELD

93304-4678

1309

UNIVERSITY MALL

1237 E MAIN ST

SUITE A 37

CARBONDALE

62901-3114

1311

EVERETT MALL

1402 SE EVERETT MALL WAY

SPACE 154

EVERETT

98208-2857

1312

TARGET CENTER

1050-G FORDING ISLAND RD

BLUFFTON

29910-0000

1313

141 E FLAGLER ST

MIAMI

33131-1101

1316

489 HIALEAH DR # 1

HIALEAH

33010-5320

1317

HALLWOOD PLAZA

4913 CLIO RD

FLINT

48504-1886

1318

TWIN PEAKS MALL

1250 S HOVER RD

BLDG 1 SUITE 103

LONGMONT

80501-7939

1321

TOWNE MALL

1704 N DIXIE HWY

SPACE A-4

ELIZABETHTOWN

42701-9449

1323

UNIVERSITY MALL

575 E UNIVERSITY MALL

SUITE J170

OREM

84097-8225

1324

4600 SUMMER AVE

MEMPHIS

38122-4136

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1325

806 H ST NE

WASHINGTON

20002-3629

1328

CAMDEN CENTER

2778 MOUNT EPHRAIM AVE

CAMDEN

08104-3212

1329

SANTA FE PLACE

4250 CERRILLOS RD SPACE 144

PO BOX 29601

SANTA FE

87592-4697

1330

DUMAS CENTER

2025 S DUMAS AVE

SUITE 100

DUMAS

79029-6101

1331

LINWOOD S/C

3118 PROSPECT AVE

KANSAS CITY

64128-1559

1332

FT HENRY MALL

2101 FORT HENRY DR

SPACE 55

KINGSPORT

37664-3659

1333

FAIRGROUNDS SQUARE

3050 N 5TH ST

SPACE 66

READING

19605-2473

1334

SOUTHERN SC

7525 TIDEWATER DR

SPACE 11

NORFOLK

23505-3700

1338

CERMAK COURT

2537 W CERMAK RD

CHICAGO

60608-3719

1339

RIVERSIDE SQUARE

3145 S ASHLAND AVE

SPACE 121

CHICAGO

60608-6248

1342

SUNNYMEADE VILLAGE

24525 ALESSANDRO BLVD

SPACE A

MORENO VALLEY

92553-3917

1344

GREENBRIER MALL

1401 GREENBRIER PKY

SPACE 2000

CHESAPEAKE

23320-2830

1345

OLD RANCH TOWN CENTER

12410 SEAL BEACH BLVD

STE A

SEAL BEACH

90740-2788

1346

GREENWOOD MALL

2625 SCOTTVILLE RD

SPACE 518

BOWLING GREEN

42104-4477

1347

642 RACE ST

CINCINNATI

45202-2323

1348

HILLTOP CENTER

1611 HILLTOP DR STE A

REDDING

96002-0254

1349

EUCLID-SUPERIOR CENTER

13519 EUCLID AVE

CLEVELAND

44112-4205

1360

CITRUS VILLAGE

2310 CALIFORNIA AVE

SUITE 102

CORONA

92881-6622

1361

ALTON SQUARE

106 ALTON SQ

SPACE 106

ALTON

62002-5917

1362

87TH AND COTTAGE GROVE

8552 S COTTAGE GROVE

CHICAGO

60619-0000

1363

4225 S LOOP 289

LUBBOCK

79423-1100

1364

3122 LAMAR AVE

MEMPHIS

38114-6406

1366

LANCE S/C

435 S SR 7

BAY 1/2/2/4

HOLLYWOOD

33023-6747

1367

CATALINA PLAZA

3658 W 3RD ST

LOS ANGELES

90020-2043

1368

GRAND PLAZA

3300 E I-40 HWY

SPACE C

AMARILLO

79103-4831

1369

1417 MERRITT BLVD

BALTIMORE

21222-2111

1372

WAL MART CENTER

8162 TALBERT AVE UNIT 104

HUNTINGTON BEACH

92648-2987

1373

MIRA MESA SC WEST

8155 MIRA MESA BLVD

SUITE 9

SAN DIEGO

92126-2635

1374

FRY’S PLAZA

3944 E GRANT RD

TUCSON

85712-2559

1376

CROSSROADS SHOPPING CENTER

2441 CLARIBEL RD

SUITE A

RIVERBANK

95367-0000

1377

CROSSROADS TOWNE CENTER

3855 S GILBERT RD

SUITE 102

GILBERT

85297-0000

1378

19100 LIVERNOIS AVE

DETROIT

48221-1716

1379

KEMAH CENTER

153 FM 518 SUITE A

KEMAH

77565-0000

1380

QUARTERMASTER PLAZA SC

2240 OREGON AVE H3

PHILADELPHIA

19145-4121

1382

PECANLAND MALL

4700 MILLHAVEN RD

SUITE 1412

MONROE

71203-7032

1383

BERKSHIRE MALL

1665 STATE HILL ROAD

SPACE B-4

READING

19610-1900

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1384

BERLIN CIRCLE PLAZA

116 WALKER AVE

SPACE 14

WEST BERLIN

08091-1424

1385

VINEYARD PLAZA

3964 VINEYARD DR

DUNKIRK

14048-3522

1386

9301 CULLEN BLVD

HOUSTON

77051-3318

1388

FOUNTAIN SQUARE

350 E BELL ROAD 14.15

SUITE 14

PHOENIX

85022-6311

1389

THE ESPLANADE

1401 W ESPLANADE AVE

SPACE L-2

KENNER

70065-2845

1391

EL DORADO MARKETPLACE

102 W EL DORADO BLVD

STE A

FRIENDSWOOD

77546-6500

1392

VILLAGE AT NARANJA LAKES

27381 S DIXIE HWY

HOMESTEAD

33032-8210

1393

NORTHSIDE MARKETPLACE

2277 GALLATIN PIKE N

MADISON

37115-2018

1394

TEMPLE MALL

3111 S 31ST ST

SPACE 3113

TEMPLE

76502-1956

1396

MALL DEL NORTE

5300 SAN DARIO AVE

SUITE 206

LAREDO

78041-3002

1397

SOONER FASHION MALL

3303 W MAIN ST # 3307

SPACE 3219

NORMAN

73072-4806

1399

SHERWOOD SHOPPING PLAZA

7126 EASTERN AVE

BELL GARDENS

90201-3906

1400

GALLERIA AT SOUTH BAY

1815 HAWTHORNE BLVD

SPACE #198

REDONDO BEACH

90278-3424

1406

SUMMITWOOD CROSSING

1734 NW CHIPMAN RD

SPACE S

LEES SUMMIT

64081-2447

1409

SEMINOLE CENTER

3715 S ORLANDO DR

SUITE 100

SANFORD

32773-6189

1412

THE BOUQUET CENTER

26574 BOUQUET CANYON RD

SAUGUS

91350-2353

1413

GERMANTOWN PKWY

465 N GERMANTOWN PARKWAY

SUITE 112

CORDOVA

38018-6209

1415

GATEWAY MALL

5156 NORWOOD AVE

SUITE 1A

JACKSONVILLE

32208-5003

1417

7900 S COTTAGE GROVE AVE

CHICAGO

60619-3911

1419

ROGUE VALLEY MALL

1600 N RIVERSIDE AVE

SPACE 2095

MEDFORD

97501-4661

1422

WYNNEWOOD VILLAGE

255 WYNNEWOOD VILLAGE

DALLAS

75224-1826

1423

SELMA SC

2837 WHITSON ST

SELMA

93662-2623

1424

SANTA FE CROSSROADS S/C

1450 N SANTA FE AVE

SPACE A

VISTA

92083-3203

1426

SUNLAND PARK MALL

750 SUNLAND PARK DR

SPACE G4

EL PASO

79912-6709

1427

MUSIC CITY MALL

4101 E 42ND ST

SPACE L60 BOX 101

ODESSA

79762-7239

1429

ALAMEDA TOWN CENTER

2202 J SOUTH SHORE CENTER

ALAMEDA

94501-5746

1433

CYPRESS FASHION PLAZA

6868 KATELLA AVE

CYPRESS

90630-5108

1435

CRENSHAW/IMPERIAL SC

11312 CRENSHAW BLVD

INGLEWOOD

90303-2807

1437

SOUTHLAND S/C

931 W STATE ROAD 84

FORT LAUDERDALE

33315-2431

1439

PLAZA VIEJO SHOPPING CENTER

7470 PADRE ISLAND BLVD

SUITE 180

BROWNSVILLE

78526-0000

1440

ALEMEDE AMERICAS CENTER

9417 ALEMEDA AVE

SPACE E

EL PASO

79907-5601

1443

WHARTON SQUARE

2001 WHARTON ST

PITTSBURGH

15203-1915

1444

EAST TABLELAND

1221 S GILBERT RD

SPACE 35

MESA

85204-6078

1446

LINDELL MARKET PLACE

4159 LINDELL BLVD

SAINT LOUIS

63108-2913

1447

PARAMOUNT TOWN CENTER

16289 PARAMOUNT BLVD

SUITE 5

PARAMOUNT

90723-5462

1448

MICHAELS AURORA PLAZA

15221 E MISSISSIPPI AVE

SPACE 2528

AURORA

80012-3747

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1449

ESCONDIDO PROMENADE

1230 AUTO PARKWAY

SUITE C

ESCONDIDO

92025-2226

1460

1414 ATLANTIC AVE

SUITE B

ATLANTIC CITY

08401-8006

1462

3450 W 26TH ST

#50

CHICAGO

60623-3906

1463

GREENBRIAR MALL

2841 GREENBRIAR PKY SW

SPACE N220

ATLANTA

30331-2620

1465

JANAF SHOPPING CENTER

5900 E VIRGINIA BEACH BLVD UNIT 62

NORFOLK

23502-2459

1468

1822 W OLIVE AVE

MERCED

95348-1202

1471

WESTGATE MALL

1600 SARATOGA AVE

SPACE 45

SAN JOSE

95129-5101

1472

FOX VALLEY CENTER

1164 FOX VALLEY CENTER

SPACE H1D

AURORA

60504-4107

1474

1001 WEST MITCHELL ST

MILWAUKEE

53204-3308

1476

11211 SE 82ND AVE

PORTLAND

97266-7635

1477

ALMEDA CROSSING SHOPPING CENTER

10013 ALMEDA GENOA RD STE G

HOUSTON

77075-0000

1480

PREMIER PLAZA

3127 N SAN FERNANDO RD

UNIT N

LOS ANGELES

90065-1412

1485

5670 W 3500 S

WEST VALLEY CITY

84128-2602

1487

718 CANAL ST # 720

NEW ORLEANS

70130-2310

1488

MCMINNVILLE PLAZA

2280 N HIGHWAY 99W

SUITE B

MCMINNVILLE

97128-9219

1489

TIMES SQUARE

3656 W SHAW AVE

FRESNO

93711-3231

1490

MANOR PLAZA

1007 NW 9TH AVE

FORT LAUDERDALE

33311-6220

1494

JORDAN LANDING

7083 S PLAZA CENTER DRIVE

WEST JORDAN

84084-0000

1499

GULF VIEW SQUARE

9409 US HIGHWAY 19

SPACE 369

PORT RICHEY

34668-4625

1503

7715 SW NYBERG RD

TUALATIN

97062-9460

1506

DONLON PLAZA

4050 E MAIN STREET

VENTURA

93001-0000

1507

SOUTH VALLEY SC

7716 RICHMOND HWY

SPACE 9

ALEXANDRIA

22306-2843

1508

COUNTRY CLUB PLAZA

4167 W 167TH ST

SUITE D4

COUNTRY CLUB HILLS

60478-0000

1509

BRENTWOOD S/C

1717 W SAN CARLOS ST

SAN JOSE

95128-5205

1510

ATLANTIC PLAZA

410 ATLANTIC AVE

PITTSBURG

94565-5240

1512

MONTCLAIR PLAZA

2168 E MONTCLAIR PLAZA LN

MONTCLAIR

91763-1535

1514

WETHERSFIELD SHOPPING CENTER

1063 SILAS DEANE HIGHWAY

WETHERSFIELD

06109-4229

1515

3730 FEDERAL BLVD

DENVER

80211-2806

1516

LONG BEACH TOWNE CENTER

7370 CARSON BLVD

SPACE B

LONG BEACH

90808-2360

1518

NITTANY MALL

2901 E COLLEGE AVE

SUITE 11

STATE COLLEGE

16801-7517

1519

SCHUYLKILL MALL

432 SCHUYLKILL MALL

FRACKVILLE

17931-2519

1520

SOUTH PLAINS MALL

6002 SLIDE RD # 216

P O BOX 68216

LUBBOCK

79414-8216

1521

LYCOMING MALL

300 LYCOMING MALL CIRCLE

SUITE 2057

MUNCY

17756-8079

1522

6170 VAN BUREN BLVD

RIVERSIDE

92503-0000

1524

BEST MARSHALLS PLAZA

721 W 2ND ST STE A

SAN BERNARDINO

92410-3261

1525

CHERRYDALE POINT SC

1508 POINTSET HWY

SUITE A2

GREENVILLE

29609-2929

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1527

COLONADE AT STATE COLLEGE

331 COLONNADE BLVD

SHOPS B

STATE COLLEGE

16803-2308

1530

8824 RAINIER AVE S

SEATTLE

98118-4929

1533

4350 UNIVERSITY AVE

SUITE 101

SAN DIEGO

92105-1625

1535

WILLOW CREEK CENTER

2301 WILLOW RD

GLENVIEW

60025-0000

1539

SOUTHLAND MALL

20505 S DIXIE HWY

SPACE 1767

MIAMI

33189-1229

1541

PICO RIVERA PLAZA

8680 WHITTIER BLVD

PICO RIVERA

90660-2444

1542

WESTVIEW MALL

5814 BALTIMORE NATIONAL PIKE

SPACE A-7

BALTIMORE

21228-1335

1543

THE DISTRICT

11511 PARKWAY PLAZA DR

SUITE 100

SOUTH JORDAN

84095-0000

1544

SCOTTS VALLEY S/C

266A MOUNT HERMON RD

SCOTTS VALLEY

95066-4024

1548

SEARS SC

4618 FOREST HILL BLVD

WEST PALM BEACH

33415-5724

1549

PRIME OUTLETS OF GROVE CITY

1911 LEESBURG GROVE CITY RD

SPACE 225

GROVE CITY

16127-0000

1550

MAYFAIR MALL

2500 N MAYFAIR RD

WAUWATOSA

53226-0000

1551

THE LAKES MALL

5600 HARVEY

STE 1004

MUSKEGON

49444-0000

1553

FASHION FAIRE PLACE

15100 HESPERIAN BLVD

SUITE 304 306

SAN LEANDRO

94578-3600

1554

YORK MARKETPLACE

2539 E MARKET ST

YORK

17402-2403

1555

ASPEN HILL SHOPPING CENTER

13653 CONNECTICUT AVE

ASPEN HILL

20906-2914

1556

UNIVERSITY MALL

155 DORSET STREET

SOUTH BURLINGTON

05403-6346

1558

4815 LONE TREE WAY

SPACE A

ANTIOCH

94531-8553

1559

WESTGATE MARKETPLACE

5924 SW 3RD ST

SPACE A

OKLAHOMA CITY

73128-0000

1561

MALL OF THE BLUFFS

1751 MADISON AVE

SPACE 114

COUNCIL BLUFFS

51503-5265

1562

MARKET PLACE WEST SHOPPING CENTER

3009 W 11TH AVE

EUGENE

97402-3101

1563

MALL AT MANASSAS

8300 SUDLEY RD

MANASSAS

20109-3458

1565

VICTORY CROSSING

4010 VICTORY BLVD

SUNIT C

PORTSMOUTH

23701-2820

1568

BROOKDALE CENTER

1341 BROOKDALE CENTER SPACE 4

SPACE A-4

BROOKLYN CENTER

55430-2809

1569

PLAZA S/C

346 HOWE

CUYAHOGA FALLS

44221-4918

1570

MAYFAIR SHOPPING CENTER

6434 SACKETT ST

SPACE A-15

PHILADELPHIA

19149-3140

1574

SUFFOLK SHOPPING CENTER

1407 N MAIN ST

SUFFOLK

23434-4352

1576

EASTPOINT MALL

7826 EASTPOINT MALL

BALTIMORE

21224-2119

1577

VALUE CITY SC

5245 RIDGE AVE

CINCINNATI

45213-2509

1580

OAKWOOD MALL

4800 GOLF RD

SPACE 80

EAU CLAIRE

54701-9024

1583

6661 SW 8TH ST

MIAMI

33144-4817

1584

LAKE JUNE PLAZA

10325 LAKE JUNE RD

DALLAS

75217-5312

1592

INGRAM HILLS

6080 INGRAM RD

SAN ANTONIO

78238-4402

1594

DEKALB MARKET SQUARE

2350 SYCAMORE RD

SUITE K

DEKALB

60115-2000

1595

187 BROADWAY

NEW YORK

10007-3101

1598

4325 VETERANS MEMORIAL BLVD

METAIRIE

70006-5404

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1599

COUNTY FAIR MALL

1264 E GIBSON RD

SPACE C-311

WOODLAND

95776-6316

1602

2598 CANDLER RD

DECATUR

30034-1401

1603

LAS AMERICAS PLAZA V

11865 SW 26TH ST

SUITE G1

MIAMI

33175-2471

1604

THE COLONY SQUARE

5001 MAIN ST

SPACE 101

THE COLONY

75056-2266

1605

GRAND PLAZA

10223 GRAND AVE

FRANKLIN PARK

60131-3138

1606

RIVERS EDGE CENTRE

560 JACKSON BLVD

ERWIN

28339-0000

1607

7015 S 1300 E

MIDVALE

84047-1860

1609

PARK LEE CENTER

1615 W CAMELBACK RD

SPACE M101

PHOENIX

85015-3526

1610

MAGIC VALLEY MALL

1485 POLELINE RD E

SPACE 163

TWIN FALLS

83301-3588

1612

CANYON SPRINGS SC

2851 CANYON SPRINGS PARKWAY

SUITE E

RIVERSIDE

92507-0934

1616

1253 S SR 7

PLANTATION

33317-5805

1617

UNIVERSITY PLAZA

3500 MAIN ST

SP 370

AMHERST

14226-3120

1624

CIRCLE PLAZA

6716 BLACK HORSE PIKE

EGG HARBOR TOWNSHIP

08234-3910

1625

VILLAGE SHOPES OF GAINSVILLE

891 DAWSONVILLE HIGHWAY 190

SPACE 43

GAINESVILLE

30501-2637

1626

WAL MART SC

504 BYPASS 72NW

SUITE B

GREENWOOD

29649-1300

1628

LOUIS JOLIET MALL

3340 MALL LOOP DR

SPACE 1418A

JOLIET

60435-1057

1630

6378 VAN NUYS BLVD

VAN NUYS

91401-2601

1631

WHEATLAND PLAZA

3215 KIRNWOOD DR

SUITE 101

DALLAS

75237-0000

1633

WILLOWBROOK CENTER

11850 WILMINGTON AVE

LOS ANGELES

90059-3016

1634

BUCKINGHAM PLAZA

1501 A W BUCKINGHAM PLAZA

GARLAND

75042-4204

1635

TYRONE SQUARE

2361 TYRONE WAY

SPACE 768

SAINT PETERSBURG

33710-3970

1637

OAKLAWN PROMENADE

6356 W 95TH ST

OAK LAWN

60453-2202

1642

1651 GORDON HIGHWAY

AUGUSTA

30906-2220

1643

MIAMI INTERNATIONAL

1455 NW 107 AVE

SUITE 894

MIAMI

33172-2723

1644

THE PAVILION

16408 BEACH BLVD

WESTMINSTER

92683-7835

1645

RED BIRD OAKS SC

4333 GANNON LN

SPACE 116

DALLAS

75237-4224

1646

HAMMERLY PLAZA

10148 HAMMERLY BLVD

HOUSTON

77080-5010

1648

TILLMANS CORNERS

5300 HALLS MILL RD

SUITE B

MOBILE

36619-9613

1649

BAY PARK SQUARE

607 BAY PARK SQUARE

SPACE 607

GREEN BAY

54304-5202

1650

NEWPARK MALL

2215 NEWPARK MALL

NEWARK

94560-5248

1651

THE FLORIDA MALL

8001 S ORANGE BLOOSOM TRAIL

SPACE 308 A

ORLANDO

32809-7654

1652

LINCOLN PARK SC

1738 DIX HWY

LINCOLN PARK

48146-1413

1656

HARBOR VIEW STATION

6255 COLLEGE DR

SUITE B

SUFFOLK

23435-3309

1657

NORTHLAND CENTER

21500 NORTHWESTERN HWY

SPACE 9

SOUTHFIELD

48075-5018

1659

WESTWOOD PLAZA

1816 SAM RITTENBURG BLVD

CHARLESTON

29407-4868

1665

SHOPPINGTOWN MALL

3649 ERIE BLVD E

SPACE 83

DEWITT

13214-2738

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1667

SKYWEST COMMONS SC

20483 HESPERIAN BLVD

HAYWARD

94541-4729

1669

SAN TAN GATEWAY SC

1005 SOUTH ARIZONA AVE

SUITE 13

CHANDLER

85248-1510

1670

WIRE GRASS COMMONS

900 COMMONS DRIVE #103

DOTHAN

36303-2200

1672

MARYLAND CROSSING

4011 S MARYLAND PKY

LAS VEGAS

89119-7548

1673

NELLIS CROSSING

1268 S NELLIS BLVD

SPACE E-131

LAS VEGAS

89104-5782

1675

VILLAGE SHOPPING CENTER

3020 N MAIN

SUITE 282

HOPE MILLS

28348-1731

1680

5719 APPALACHIAN HWY

BLUE RIDGE

30513-4248

1683

GALLERY AT HARBORPLACE

200 E PRATT ST

SUITE 4100

BALTIMORE

21202-6155

1684

THE GALLERIA

1816 GALLERIA BLVD

SUITE A

CHARLOTTE

28270-2409

1685

NORTHERN LIGHTS S/C

186 NORTHERN LIGHTS PLAZA

NORTH SYRACUSE

13212-4107

1687

BRISTOL PLACE

3398 S BRISTOL ST

SPACE A

SANTA ANA

92704-8204

1688

STONY ISLAND PLAZA

1625 E 95TH ST

CHICAGO

60617-4707

1689

SOUTHDALE S/C

10 MOUNTAIN RD

GLEN BURNIE

21061-7974

1690

1593 NIAGARA FALLS BLVD

SUITE 350

AMHERST

14228-2705

1691

RIVERTOWNE COMMONS

6153 OXON HILL RD

SPACE 28

OXON HILL

20745-3108

1692

LARWIN SQUARE

616 E FIRST STREET

TUSTIN

92780-3418

1694

BALLSTON COMMON

4238 WILSON BLVD

SPACE 2180

ARLINGTON

22203-1823

1695

MERCHANTS SQUARE S/C

7119 HIGHWAY 85

RIVERDALE

30274-2900

1697

ROSS PARK MALL

1000 ROSS PARK MALL DR

PITTSBURGH

15237-3875

1698

1359 E MANNING AVE

REEDLEY

93654-2352

1699

FAIRLANE MEADOWS SHOPPING CENTER

16201 FORD RD

SPACE 118

DEARBORN

48126-2945

1700

CAROLINA PLACE MALL

11025 CAROLINA PLACE PARKWAY

SPACE C 30

PINEVILLE

28134-8843

1701

ALEXANDRIA MALL

3437 MASONIC DR

SUITE 1180

ALEXANDRIA

71301-3686

1703

THE DISTRICT AT HOWELL MILL

1801 HOWELL MILL ROAD NW STE 520

ATLANTA

30318-0914

1706

HICKORY POINT MALL

1275 HICKORY POINT MALL

FORSYTH

62535-2071

1708

314 E MARTINTOWN RD

SPACE 2

NORTH AUGUSTA

29841-4261

1709

TOWNE WEST SQUARE

4600 W KELLOGG

SPACE LO6A

WICHITA

67209-2568

1711

THE EMPIRE

340 EMPIRE MALL

SIOUX FALLS

57106-6507

1712

CORTANA MALL

9403 CORTANA PL

BATON ROUGE

70815-8702

1713

LANGLEY PARK PLAZA

7943 NEW HAMPSHIRE AVE

HYATTSVILLE

20783-4609

1715

MAPLEWOOD MALL

3001 WHITE BEAR AVE N

SPACE 2009

MAPLEWOOD

55109-1215

1717

1120 G STREET NW

WASHINGTON

20005-3801

1718

WAL MART PLAZA

1857 PLAZA DRIVE

OLEAN

14760-1835

1719

FREDERICKTOWN MALL

1301 W PATRICK ST

FREDERICK

21702-3889

1720

EFFINGHAM CROSSROADS

1302 AVENUE OF MID AMERICA

SPACE 74

EFFINGHAM

62401-4588

1722

SAWMILL SQUARE

910 SAWMILL RD

LAUREL

39440-3961

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1726

5177 HWY 51 NORTH

SENATOBIA

38668-1725

1727

NORTH LAUDERDALE MARKET CENTER

7260 W MCNAB RD

NORTH LAUDERDALE

33068-5441

1729

4111 N VERMILION

SUITE 8

DANVILLE

61834-4508

1731

SHORT PUMP VILLAGE

11412 W BROAD STREET

GLEN ALLEN

23060-5821

1732

FACTORY OUTLET SHOPPING CENTER

5267 W OAK RIDGE

ORLANDO

32819-9408

1733

PRINCE GEORGES PLAZA

3500 EAST-WEST HWY

HYATTSVILLE

20782-1916

1734

RICHLAND FASHION MALL

6001 W WACO DR

SUITE 215

WACO

76710-6301

1735

SUNRISE MALL

2370 N EXPRESSWAY

SUITE 1066

BROWNSVILLE

78526-1606

1737

LARGO PLAZA

10498 CAMPUS WAY SOUTH

UPPER MARLBORO

20774-1387

1738

1943 MELODY DRIVE

GREENFIELD

46140-1199

1740

KIMBERLY PLAZA SC

17 KIMBERLY PLAZA

SPACE 2B

CRANBERRY

16319-0000

1741

CLEARVIEW MALL

101 CLEARVIEW CIRCLE

SPACE 215

BUTLER

16001-1576

1742

THUNDERBIRD MALL

1409 S 12TH ST

VIRGINIA

55792-3337

1743

WALMART PLAZA

2108 S IRBY STREET

FLORENCE

29505-3445

1745

NORTHWOODS MALL

4501 N WAR MEMORIAL DR

SPACE BU07

PEORIA

61613-1000

1747

VALLEY MALL

17301 VALLEY MALL RD

HAGERSTOWN

21740-6966

1748

PIERRE BOSSIER MALL

2950 E TEXAS ST

SUITE 552

BOSSIER CITY

71111-3265

1749

MILLER HILL MALL

1600 MILLER TRUNK HWY

DULUTH

55811-5640

1754

METRO NORTH S/C

400 NW BARRY RD

KANSAS CITY

64155-2730

1755

TRI-STATE MALL

333 NAAMANS RD

SUITE 48

CLAYMONT

19703-2805

1756

KILLEEN MALL

2100 S W S YOUNG DR

SPACE 1380

KILLEEN

76543-5352

1757

SPOTSYLVANIA MALL

840 SPOTSYLVANIA MALL

FREDERICKSBURG

22407-1123

1759

WEST MANCHESTER MALL

1800 LOUCKS RD

SUITE 244

YORK

17408-0000

1760

COLLEGE MALL

2834 E 3RD ST

SPACE F12

BLOOMINGTON

47401-5423

1761

GROVE PARK SHOPPING CENTER

1413 US HIGHWAY 98 S

LAKELAND

33801-6550

1763

LAFAYETTE SQUARE

3919 LAFAYETTE RD

SPACE 256

INDIANAPOLIS

46254-2531

1764

CHAMBERSBURG MALL

3055 BLACK GAP RD

SPACE 925

CHAMBERSBURG

17201-9734

1766

FOOD WORLD PLAZA SOUTH

600 SKYLAND BLVD E

TUSCALOOSA

35405-4037

1767

PADRE STAPLES MALL

5488 S PADRE ISLAND DR STE 1334

SPACE 1334

CORPUS CHRISTI

78411-4117

1769

GREENWOOD PARK MALL

1251 US 31 NORTH

BOX 84

GREENWOOD

46142-4526

1772

SOUTH PARK MALL

2310 SW MILITARY DR

SUITE 514

SAN ANTONIO

78224-1409

1775

VIEWMONT MALL

67 VIEWMONT MALL

SCRANTON

18508-1360

1776

THE VILLAGE SHOPPING CENTER

3534 VILLAGE COURT

GARY

46408-1428

1780

BUTLER PLAZA

3556 SW ARCHER RD

GAINESVILLE

32608-2438

1781

WALTERBORO SHOPPING CENTER

371 BELLS HWY

SPACE D

WALTERBORO

29488-2703

1782

MARKS SQUARE

4600 MOBILE HWY

SUITE 16

PENSACOLA

32506-3529

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1783

VALLEY VIEW PLAZA

3304 S WESTERN AVE

SPACE 12

MARION

46953-0000

1787

GATEWAY PLAZA

499 SUNRISE HWY W 21

PATCHOGUE

11772-2200

1788

AURORA PLAZA S/C

673 PEORIA ST

AURORA

80011-8228

1790

VILLAGE WEST SHOPPING CENTER

8555 W BELLEVIEW AVE

SUITE D26

LITTLETON

80123-7307

1792

24112 E ORCHARD RD

UNIT A

AURORA

80016-5330

1793

PLAZA LA CIENEGA

1831 LACIENEGA D

LOS ANGELES

90035-4603

1795

THE MARKETPLACE

834 E VALLEY BLVD

ALHAMBRA

91801-5225

1797

PARK PLAZA

944 WESTERN AVE

SAN PEDRO

90732-2427

1798

10222 N 43RD AVE

GLENDALE

85302-2037

1799

TALAVI TOWN CENTER

5805 W BELL RD

SPACE 9-1

GLENDALE

85308-3879

1802

HOLIDAY VILLAGE S/C

1200 10TH AVE S

GREAT FALLS

59405-4424

1803

FRONTIER MALL

1400 DELL RANGE BLVD

CHEYENNE

82009-4801

1804

1749 MAIN ST SUITE A

BILLINGS

59105-4035

1805

BUTTE PLAZA

3100 HARRISON AVE

BUTTE

59701-3652

1806

SOUTHGATE MALL

2901 BROOKS ST

MISSOULA

59801-7763

1810

FOOTHILLS FASHION MALL

215 E FOOTHILLS PKY STE 125

FORT COLLINS

80525-2624

1811

TOWN CENTER AT AURORA

14200 E ALAMEDA AVE

SUITE 116

AURORA

80012-2511

1812

GREELEY MALL

1952 GREELEY MALL

GREELEY

80631-8522

1813

GLENDALE GALLERIA

2236 GLENDALE GALLERIA

GLENDALE

91210-2201

1815

SANTA ROSA PLAZA

1031 SANTA ROSA PLAZA

SANTA ROSA

95401-6340

1816

VINTAGE FAIRE MALL

3401 DALE RD

SPACE 255

MODESTO

95356-0505

1817

SOUTH GATE CENTER

447A BLOSSOM HILL ROAD

SAN JOSE

95123-1609

1819

VALLEY PLAZA

2701 MING AVE

SUITE C80

BAKERSFIELD

93304-4440

1821

CAPITAL MALL

625 BLACK LAKE BLVD

SUITE 126

OLYMPIA

98502-8603

1824

SEATAC MALL

1812 S SEATAC MALL

FEDERAL WAY

98003-6038

1826

BREA MALL

2067A BREA MALL

BREA

92821-5756

1828

CHULA VISTA CENTER

555 BROADWAY

SPACE 132

CHULA VISTA

91910-5339

1830

NEWGATE MALL

1216 NEWGATE MALL

OGDEN

84405-1707

1831

BUENA PARK MALL

8370 ON THE MALL

SUITE F

BUENA PARK

90620-3243

1832

BOWIE TOWN CENTER

15608 EMERALD WAY

SPACE A09

BOWIE

20716-0000

1833

SUNRISE MALL

5951 SUNRISE MALL

CITRUS HEIGHTS

95610-6901

1834

MANCHESTER CENTER

3302 N BLACKSTONE AVE

SPACE 180

FRESNO

93726-5389

1837

3421 CENTURY BLVD

INGLEWOOD

90303-1218

1838

WESTMINSTER MALL

1053 WESTMINSTER MALL

WESTMINSTER

92683-4954

1839

OAK SUMMIT

374 EAST HANES MILL RD

SUITE 22

WINSTON SALEM

27105-0000

1841

DEL AMO FASHION CENTER

21880 HAWTHORNE BLVD

SPACE 380

TORRANCE

90503-7022

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

1842

SOUTHPORT COMMONS

4850 E SOUTHPORT RD

SPACE C

INDIANAPOLIS

46237-3318

1843

THE VINEYARD SC

1205 N FM 1604 WEST

SUITE 101

SAN ANTONIO

78258-0000

1846

INTERNATIONAL GATEWAY OF THE AMERICAS

4265 CAMINO DE LA PLAZA

SP 192

SAN YSIDRO

92173-3026

1848

SAUL KLEINFELD SC

1801 ZARAGOSA

SPACE A

EL PASO

79936-0000

1852

PRIEN LAKE MALL

680 W PRIEN LAKE RD

SPACE A01

LAKE CHARLES

70601-8457

1855

SPECTRUM TOWNE CENTER

3935 GRAND AVE

SPACE A

CHINO

91710-0000

1856

TARGET SC

1555 MARKET PLACE BLVD

CUMMING

30041-7935

1857

CHANDLER FASHION CENTER

3111 WEST CHANDLER BLVD

SUITE 2008

CHANDLER

85226-5082

1859

WOODLAND MALL

3135 28TH ST SE

SPACE D101

GRAND RAPIDS

49512-0000

1860

1402 164TH ST SW

SUITE 305 306

LYNNWOOD

98037-8515

1867

PROGRESS PLAZA

1501 N BROAD ST

SPACE A7

PHILADELPHIA

19122-3319

1870

SILVER CREEK PLAZA

1763 E CAPITOL EXPY

SAN JOSE

95121-1561

1871

MANHATTAN TOWN CENTER

100 MANHATTAN TOWN CTR

SPACE 465

MANHATTAN

66502-6001

1872

QUAIL SPRINGS MALL

2501 W MEMORIAL RD

SPACE 205

OKLAHOMA CITY

73134-8039

1873

TULSA PROMENADE MALL

4107 S YALE AVE

TULSA

74135-6022

1874

HAWTHORNE WORKS SHOPPING CENTER

2201 S CICERO AVE

CICERO

60804-2410

1875

WALNUT SQUARE MALL

2150 E WALNUT AVE

SPACE 40

DALTON

30721-4534

1876

RALEYS TOWNE CENTER

20 RALEYS TOWNE CTR

ROHNERT PARK

94928-2439

1877

NEPTUNE CITY SHOPPING CENTER

116 3RD AVE

NEPTUNE CITY

07753-6400

1878

HOLLYWOOD PLAZA

1100 N VERMONT AVE

SUITE 16

LOS ANGELES

90029-1765

1880

TACOMA CENTRAL SC

3304 S 23RD ST

SUITE 1

TACOMA

98405-1699

1881

KOHLS SSHOPPING CENTER

5015 MT ZION PARKWAY

STOCKBRIDGE

30281-0000

1883

VALLEY WEST MALL

1551 VALLEY WEST DR

SPACE 156

WEST DES MOINES

50266-1112

1884

WHEATON PLAZA

11160 VEIRS MILL RD

SPACE P 104

WHEATON

20902-2538

1885

MIAMI VALLEY CENTRE

987 E ASH ST SPACE D-4

PIQUA

45356-4133

1886

RED BANKS COMMONS SC

222 S RED BANK RD

SUITE H

EVANSVILLE

47712-4736

1888

154 TOWNCENTER RD

MATTESON

60443-2245

1890

3792 CLEVELAND AVE

FORT MYERS

33901-7909

1893

HAMDEN PLAZA

2100 DIXWELL AVENUE

SPACE 222

HAMDEN

06514-0000

1895

BEACON CENTER

6700 7 RICHMOND HIGHWAY

ALEXANDRIA

22306-0000

1897

AVON COMMONS

35880 DETROIT RD

AVON

44011-0000

1898

HAMILTON MARKET

406 MARKETPLACE BLVD

HAMILTON

08691-0000

1907

2826 N BROADWAY

PITTSBURG

66762-6563

1936

3453 VALLEY PLAZA PARKWAY

SPACE E

FORT WRIGHT

41011-0000

1941

MERIDIAN VILLAGE

16420 STATE RT 161

SUITE 104

PUYALLUP

98375-0000

2000

SOUTH LAKEVIEW PLAZA S/C

4404 LEMAY FERRY RD

SAINT LOUIS

63129-1758

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2001

2029 W 7TH AVE

CORSICANA

75110-4959

2003

CAMP CREEK MARKETPLACE

3662 MARKET PLACE BLVD

STE 720

EAST POINT

30344-2027

2004

1813 N 1ST ST

JACKSONVILLE

72076-2858

2007

SOUTHERN HILLS MALL

4400 SARGEANT RD

SPACE 350

SIOUX CITY

51106-0000

2009

TARGET SC

2610 S CHERRY LN

FORT WORTH

76116-3920

2010

2121 S BRAHMA

KINGSVILLE

78363-7106

2011

MILLINGTON SHPG CNTR

8043 US HIGHWAY 51 N

MILLINGTON

38053-1730

2012

SAN FRANCISCO CENTER

865 MARKET ST

SUITE C-20

SAN FRANCISCO

94103-1918

2015

EMPIRE MALL

3921 W 41ST ST

SIOUX FALLS

57106-0721

2017

2003 S MISSION ST

MOUNT PLEASANT

48858-4424

2018

6702 INDIANAPOLIS BLVD

HAMMOND

46324-1708

2021

3255 LAWRENCEVILLE SUWANEE RD NW

STE C

SUWANEE

30024-0000

2022

TOWN AND COUNTRY SC

701 N LEXINGTON SPRINGMILL RD

MANSFIELD

44906-1224

2023

MARKET SQUARE SHPG CNTR

2206H S MARKET ST

BRENHAM

77833-5832

2024

3760 S DORT HWY

FLINT

48507-2051

2027

SILVERLAKE SHOPPING CENTER

3101 SILVERLAKE VILLAGE DRIVE

PEARLAND

77584-8082

2028

GOLF PLAZA II

1002 S ELMHURST RD

MOUNT PROSPECT

60056-4240

2031

ELDRIDGE CROSSING SHOPPING CENTER

12637 FM 1960 RD W

HOUSTON

77065-4003

2032

CENTRAL MALL

5111 ROGERS AVE

SUITE 40X

FORT SMITH

72903-2047

2033

WALDEN PARK SHOPPING CENTER

14005 N HWY 183

SUITE 100

AUSTIN

78717-5954

2035

RUSHMORE MALL

2112 N MAPLE AVE

RAPID CITY

57701-7813

2036

MANCHESTER MEADOWS SC

13921 MANCHESTER ROAD

MANCHESTER

63011-4510

2037

ROCKWELL PLAZA

7228 NORTHWEST HIGHWAY

OKLAHOMA CITY

73132-0000

2038

DARDENNE TOWN SQUARE

7943 HIGHWAY N

DARDENNE PRAIRIE

63368-7382

2039

2200 OAKLAND AVE

INDIANA

15701-3385

2040

2097 S HIGHLAND AVE

JACKSON

38301-0000

2041

UNIVERSITY PLAZA

401 N HIGHWAY 77 STE 20

SPACE 4004

WAXAHACHIE

75165-1874

2042

MALL AT SIERRA VISTA

2200 EL MERCADO LOOP

SPACE 1184

SIERRA VISTA

85635-5216

2043

IMPERIAL VALLEY MALL

3451 S DOGWOOD AVE

SUITE 1414

EL CENTRO

92243-9673

2045

ALVIN 6 CENTER

1591 EAST HIGHWAY 6

SUITE 106

ALVIN

77511-4600

2048

5950 STATE HWY 6

SUTIE F

MISSOURI CITY

77459-0000

2049

NORTHTOWN MALL

3131 FOREST LANE

SPACE 403

DALLAS

75234-7783

2051

TARGET SUPER CENTER

20811 HWY 59 UNIT A

HUMBLE

77338-2210

2053

GATEWAY CENTER

1751 W HOWARD ST

SUITE B

CHICAGO

60626-1626

2054

HILLCREST PLAZA S/C

5010 OVERLAND RD

BOISE

83705-2632

2055

THE SHOPS AT MISSION VIEJO

198 THE SHOPS AT MISSION VIEJO

MISSION VIEJO

92691-0000

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2057

NORTH FOUNTAIN SC

6344 S US HIGHWAY 85-87

FOUNTAIN

80817-1006

2058

FOREST WEST SHOPPING CENTER

5375 ANTOINE DR

HOUSTON

77091-4909

2059

2090 W GRAND RIVER AVE

OKEMOS

48864-1707

2060

PORTERS COMMON SHOPPING CENTER

3710 HWY 18

SUITE H

BLYTHEVILLE

72315-6881

2061

MILLS PLAZA SHPG CNTR

218 MILLS AVE

LAS VEGAS

87701-4125

2062

HEARTHSTONE CORNERS

6142 STATE HWY 6 NORTH

HOUSTON

77084-1304

2067

3915 7TH ST

BAY CITY

77414-4513

2068

4685 PRESIDENTIAL PKWY

SPACE PAD

MACON

31206-3153

2069

5150 SOUTHLAND BLVD

SAN ANGELO

76904-0000

2071

OLYMPIC GATEWAY

1163 E WISHKAH ST

ABERDEEN

98520-4201

2072

WADSWORTH SC

172 GREAT OAKS TRL

WADSWORTH

44281-9465

2073

RIVERVIEW SC

3427 W COURT ST

PASCO

99301-3871

2074

2861 E BELTLINE PKY

ALTON

62002-4856

2080

KMART CENTER

2575 S MAIN ST

RICE LAKE

54868-2931

2081

COLLEGE NORTH SC

1907 N SAINT MARYS ST

BEEVILLE

78102-2428

2082

900 MERCHANT ST

VACAVILLE

95688-5316

2084

SOUTH PLAZA SHOPPING CENTER

23111 EUREKA RD

TAYLOR

48180-5262

2086

FOUR CORNERS-ANGLETON

1826 N VELASCO ST

ANGLETON

77515-3015

2088

ARROWHEAD MALL

501 N MAIN ST

SPACE 52

MUSKOGEE

74401-6348

2089

1060 N WICKHAM RD

MELBOURNE

32935-8937

2090

ALDERWOOD MALL

3000 184TH STREET SW

SPACE 392

LYNNWOOD

98037-0000

2091

PALM GROVE CENTER

10010 ALABAMA ST

SUITE A

REDLANDS

92374-2062

2092

CROSSROADS MARKET PLACE

1957 WENTZVILLE PKWY

SUITE 102

WENTZVILLE

63385-3424

2096

THE FORUM AT OLYMPIA

8242 AGORA PKWY

UNIT D-2

SELMA

78154-1304

2099

VENTURE STORES SC

4707 E BANNISTER RD

KANSAS CITY

64137-1288

2101

308 W COMMERCE

SPACE 22

BROWNWOOD

76801-1808

2102

BURNSVILLE CENTER

1151 BURNSVILLE CTR

BURNSVILLE

55306-4438

2103

GAINESVILLE SHOPPING CENTER

960 E HIGHWAY 82

GAINESVILLE

76240-2720

2105

MARYSVILLE KMART PLAZA

9623 STATE AVE

MARYSVILLE

98270-2257

2106

RIVER PARKWAY PLAZA

215 FORKS OF THE RIVER PKY

SUITE 1

SEVIERVILLE

37862-3418

2107

PLATTE RIVER AMLL

1100 S DEWEY ST

NORTH PLATTE

69101-6161

2108

LAKESIDE TOWN SHOPS

5840 S UNIVERSITY DR

SUITE 101

DAVIE

33328-6117

2109

CUDAHY PLAZA

7913 ATLANTIC

CUDAHY

90201-5710

2111

1777 SW LOOP 410

SAN ANTONIO

78227-1679

2114

PLAZA DEL SOL

2201 AVENUE F

DEL RIO

78840-3120

2115

KMART SC

3565 INDUSTRIAL DR

SANTA ROSA

95403-2012

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2116

KING PLAZA

1374 E COURT ST

SEGUIN

78155-5131

2117

1503 3RD AVE

NEW YORK

10032-0000

2118

1435 N MITCHELL ST

CADILLAC

49601-1128

2122

NEWPORT S/C

1717 MONMOUTH ST

NEWPORT

41071-2635

2124

WHITEHALL SC

8156 S TRYON ST

SUITE G

CHARLOTTE

28273-0000

2125

EASTGATE SC

2400 BELLMEAD DR

BELLMEAD

76705-3264

2126

WALNUT SQUARE SC

604 S WALNUT AVE

SUITE 400

NEW BRAUNFELS

78130-5723

2127

7414 UNIVERSITY BLVD

SUITE 112

WINTER PARK

32792-8881

2128

1813 SOUTH PADRE ISLAND DRIVE

CORPUS CHRISTI

78416-1340

2129

2042 CROCKETT RD

PALESTINE

75801-5908

2130

PERU MALL

26 PERU MALL

SUITE G4

PERU

61354-1029

2132

2664 DEMORY LANE

ARANSAS PASS

78336-0000

2133

TRINITY VALLEY SHPG CNTR

2630 N JOSEY LN STE 101

CARROLLTON

75007-5541

2134

800 E ROLLINS RD

ROUND LAKE

60073-2245

2135

SCOTTSDALE S/C

8055 S CICERO AVE

CHICAGO

60652-2003

2136

MISSION VALLEY CENTER

1640 CAMINO DEL RIO

SUITE 129

SAN DIEGO

92108-1506

2140

1064 FM 802

BROWNSVILLE

78526-1565

2145

6096 BROADWAY

MERRILLVILLE

46410-2620

2146

COUNTRY CLUB VILLAGE

1105 COUNTRY CLUB DR

MADERA

93638-1537

2147

LOUETTA CROSSING

20530 I 45 NORTH

SUITE A

SPRING

77373-2931

2148

E ANAHEIM SHOPPING CENTER

2236 E LINCOLN AVE

ANAHEIM

92806-4107

2149

SANTA MARIA SC

1427 S BROADWAY

SANTA MARIA

93454-6913

2150

PALOUSE EMPIRE MALL

1996 W PULLMAN RD

MOSCOW

83843-4013

2153

KIRKWOOD COMMONS

1050 S KIRKWOOD RD

KIRKWOOD

63122-7224

2155

FAIRWAY CENTRE

5765 FAIRMONT PKWY

PASADENA

77504-0000

2158

SOUTHGATE CENTER

20980 LIBBY RD

MAPLE HEIGHTS

44137-2931

2159

HILLCREST SHOPPING CENTER

1701 N LARKIN AVE

SUITE B3

CREST HILL

60403-9731

2161

TRULY PLAZA SHOPPING CENTER

114 TRULY PLAZA

CLEVELAND

77327-4889

2162

3418 HIGHWAY 6 SOUTH

SUITE A

HOUSTON

77082-4204

2164

MOHAVE PLAZA

3352 E ANDY DEVINE AVE # US66

KINGMAN

86401-3704

2168

WEST OAKS PLAZA SHPG CNTR #G-7

43484 W OAKS DR

NOVI

48377-3307

2169

FREMONT PLAZA

845 E 23RD ST

FREMONT

68025-2444

2171

GALLERIA DALLAS

13350 DALLAS PKWY

SUITE 3270

DALLAS

75240-6658

2172

6175 OLD NATIONAL HWY

SUITE 190

ATLANTA

30349-4366

2173

522 SOUTH 1750 WEST 554

SPRINGVILLE

84663-0000

2174

400 N 7TH HIGHWAY

BLUE SPRINGS

64014-3854

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2175

PLAZA DE FLORES

700 N ZARAGOZA RD

EL PASO

79907-4735

2178

RIVER CITY MARKET PLACE

13249 CITY SQUARE DR

SUITE 103

JACKSONVILLE

32218-7239

2179

3210 SYCAMORE SCHOOL RD

FORT WORTH

76133-5602

2182

ARGYLE SQUARE

25699 A SW ARGYLE AVE

WILSONVILLE

97070-0000

2183

306 ROUTE 9 NORTH

WOODBRIDGE

07095-1004

2184

ATLANTIC BUSINESS CENTER

2283 SW 2ND ST

POMPANO BEACH

33069-3101

2185

729 KING ST

SUITE 100

LAYTON

84041-4672

2186

BUTTERFIELD STAGE SQUARE

700 N MAIN ST

CORONA

92880-1439

2187

PARLIAMENT PLAZA

11547 WEST AVE

SAN ANTONIO

78213-1343

2188

WHARTON PLAZA

327 E BOLING HWY

WHARTON

77488-3240

2189

CALHOUN PLAZA SHPG CNTR

305 CALHOUN PLZ

PORT LAVACA

77979-2421

2191

BRANSON LANDING

415 BRANSON LANDING

BRANSON

65616-0000

2193

GALLATIN VALLEY MALL

2825 W MAIN ST

SUITE 3B

BOZEMAN

59718-3927

2197

NASSAU PARK PAVILION

660 NASSAU PARK BLVD

PRINCETON

08540-5949

2200

MIDTOWN PLAZA

967 ANN ST

MONTGOMERY

36107-2901

2201

NEW FOREST CROSSING

5915 E SAM HOUSTON PKWY NORTH

HOUSTON

77049-2506

2202

4605 AVENUE H

ROSENBERG

77471-2003

2203

21212 KUYKENDAHL

UNIT K

SPRING

77388-0000

2205

MALL OF LOUISIANA

6401 BLUEBONNET BLVD

SUITE 2200

BATON ROUGE

70836-2200

2206

CLOVIS COMMONS SC

635 W HERNDON AVE

SUITE 500

CLOVIS

93612-0196

2208

254 5TH AVE WEST N

KALISPELL

59901-3806

2209

NORTHPOINTE CENTER

3871 GORSKY DRIVE

SUITE 43

ZANESVILLE

43701-6429

2210

MESA MALL

2424 HIGHWAY 6 AND 50

SPACE 504

GRAND JUNCTION

81505-1115

2211

ROUND ROCK WEST S/C

1110 N I H 35

SUITE G

ROUND ROCK

78681-4203

2212

PARAMOUNT RETAIL CENTER

14525 E LAKEWOOD BLVD

PARAMOUNT

90723-3644

2213

JOSHUA VILLAGE SC

57990 29 PALMS HWY

YUCCA VALLEY

92284-5878

2214

TRI COUNTY SHOPPING CENTER

5580 FM 3009

SUITE 100

SCHERTZ

78154-3207

2216

WALGREENS AND 3 SHOPS

6125 N BROADWAY ST

CHICAGO

60660-2501

2218

EL PUEBLO S/C

217 E EXPRESSWAY 83

MISSION

78572-5558

2221

WATERTOWN MALL

1300 9TH AVE SE

WATERTOWN

57201-5399

2223

NORTHGATE CENTER

2345 N MAIN ST

LIBERTY

77575-3901

2224

NORTHEAST TOWERS

4640 ROOSEVELT BLVD

SUITE B

PHILADELPHIA

19124-2300

2225

2511 GRAND AVE

WAUKEGAN

60085-3316

2226

SOUTHFIELD PLAZA

8741 S HARLEM AVE

SPACE C-6

BRIDGEVIEW

60455-1905

2228

760 W VALENCIA RD

TUCSON

85706-7644

2229

KMART CENTER

495 N STATE ST

OREM

84057-3801

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2230

SAWGRASS MILLS

12801 W SUNRISE BLVD

SUITE 925

SUNRISE

33323-4019

2232

1413 1ST ST S

WILLMAR

56201-4221

2235

26135 MISSION BLVD

HAYWARD

94544-3028

2236

NORTH AURORA TOWNE CENTER

1740 ORCHARD GATEWAY BLVD

SPACE 103

NORTH AURORA

60542-6502

2237

16 W BIRCH ST

CALEXICO

92231-2317

2238

7661 N LINDBERGH BLVD

HAZELWOOD

63042-2124

2239

4155 N 56TH ST

SUITE 301

MILWAUKEE

53216-2122

2240

COTTONWOOD MALL

4835 HIGHLAND DR

SPACE 1117

SALT LAKE CITY

84117-6013

2241

2671 W MAIN ST

SNELLVILLE

30078-3161

2242

ROSEMEAD PLAZA

3014 SAN GABRIEL BLVD

ROSEMEAD

91770-2536

2243

11151 S MICHIGAN AVE # 53

CHICAGO

60628-4322

2247

1122 MAIN ST

DELANO

93215-1734

2249

SUNNY SIDE SHOPPES

5845 SUNNY SIDE RD

SUITE 100/200

INDIANAPOLIS

46235-8400

2250

696 E 104TH AVE

DENVER

80233-4104

2253

390 E HOLT AVE

POMONA

91767-5538

2258

VICTORY VILLAGE CENTER

280 E LAKE MEADE DR

SUITE B

HENDERSON

89015-5593

2262

2769 CHASTAIN MEADOWS PARKWAY

SUITE 140

MARIETTA

30066-3361

2263

EAGLE ROCK PLAZA

2700 COLORADO BLVD

SPACE 108

LOS ANGELES

90041-1099

2265

CENTER AT SULPHUR SPRINGS

1402 MOCKINGBIRD LN

SULPHUR SPRINGS

75482-6006

2267

2400 SAUNDERS AVE

LAREDO

78040-3235

2268

2270 MAIN STREET NW

SUITE F

LOS LUNAS

87031-0000

2270

BASSE/BLANCO CENTER

4414 BLANCO RD

SAN ANTONIO

78212-1046

2271

GALVEZ SHOPPING CENTER

6228 BROADWAY

SUITE O

GALVESTON

77551-1031

2272

2814 S 108TH ST

WEST ALLIS

53227-3224

2273

SOUTHPARK MALL

901 11TH ST SW

SPENCER

51301-5500

2274

PARADISE PLAZA

2229 ODDIE BLVD

SPARKS

89431-7573

2275

MITCHELL PARK SHOPPING CENTER

815 S LAYTON BLVD

MILWAUKEE

53215-1289

2277

DEANZA COUNTRY PLAZA

7830 LIMONITE AVE # 32

RIVERSIDE

92509-5360

2278

4935 W COMMERCE ST

SAN ANTONIO

78237-1508

2283

1150 W HENDERSON AVE

PORTERVILLE

93257-1453

2284

SOLANO MALL

1350 TRAVIS BLVD

SPACE 1386A

FAIRFIELD

94533-0000

2288

WESTFIELD WEST PARK

3049 WILLIAMS ST

SUITE 197

CAPE GIRARDEAU

63703-6340

2290

434 E CHARTER WAY

STOCKTON

95206-1435

2291

2800 N MILWAUKEE AVE

CHICAGO

60618-7401

2292

GATEWAY SHOPPING CENTER

15161 U S HWY 19 SOUTH

THOMASVILLE

31792-4853

2293

9047 S COMMERCIAL AVE

CHICAGO

60617-4304

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2294

4024 W NORTH AVE

CHICAGO

60639-5204

2296

WEATHERFORD COMMONS

1940 SOUTH MAIN BUILDING C

WEATHERFORD

76086-0000

2297

BEACH STREET COMMONS

3869 MAURICE AVE

SUITE 101

FORT WORTH

76111-0000

2299

ATHENS CENTER

1111 E TYLER ST

SUITE 121

ATHENS

75751-2182

2300

806 N CAGE BLVD

PHARR

78577-3106

2301

DENTON TOWN CROSSING

1719 S LOOP 288

SUITE 170

DENTON

76205-4623

2302

2642 SW 29TH ST

OKLAHOMA CITY

73119-1804

2303

MARYVILLE S/C

1804 S MAIN ST

MARYVILLE

64468-2616

2304

LOMPOC CORNERS SHOPPING CENTER

663 W CENTRAL AVE

LOMPOC

93436-2837

2306

ELKHART MARKET CENTRE

4024 GOSHEN RD

SUITE 8

GOSHEN

46526-5802

2309

CERMAK PLAZA

7097 CERMAK RD

BERWYN

60402-2137

2311

HICKORY RIDGE CROSSING S/C

3625 HICKORY HILL RD

MEMPHIS

38115-5010

2312

4316 CAMP ROBINSON RD

NORTH LITTLE ROCK

72118-4612

2314

DELCO PLAZA

8802 COLERAIN AVE

CINCINNATI

45251-2920

2315

WESTERN SPRINGS SC

2587 S 177 PLAZA

OMAHA

68130-0000

2316

LEGACY VILLAGE

2156 E BASELINE RD

PHOENIX

85042-7031

2317

HEMET VALLEY CENTER

3541 W FLORIDA AVE

HEMET

92545-3564

2319

SOUTHERN PLAZA

825 W SOUTHERN AVE

SUITE 100

PHOENIX

85041-4705

2320

179 W SOUTH ST

KEWANEE

61443-3741

2321

1020 SW MILITARY DR

SAN ANTONIO

78221-1569

2325

THE MALL WEST END

861 RALPH DAVID ABERNATHY BLVD SW

ATLANTA

30310-1828

2326

SIX CORNER PLAZA

3951 N CICERO AVE

CHICAGO

60641-2710

2327

ROSEVILLE MARKETPLACE

10431 FAIRWAY DRIVE 100

ROSEVILLE

95678-1987

2328

AMERAGE HEIGHTS TOWN CETNER

1895 W MALVERN

FULLERTON

92833-0000

2329

CORDOVA VILLAGE SC

10697 FOLSOM BLVD

RANCHO CORDOVA

95670-4828

2330

2336 CEASER E CHAVEZ AVE

LOS ANGELES

90033-1811

2333

VANCOUVER MALL

8700 NE VANCOUVER MALL DR

SUITE 159

VANCOUVER

98662-6750

2335

K MART CENTER

8489 AUBURN BLVD

CITRUS HEIGHTS

95610-0313

2337

1304 JUNCTION HWY

SUITE 400

KERRVILLE

78028-4807

2338

CHAPEL HILLS MALL

1710 BRIARGATE BLVD

SUIE 401

COLORADO SPRINGS

80920-3449

2339

5616 W VERNOR HWY

DETROIT

48209-2158

2340

3030 HARBOR BLVD

COSTA MESA

92626-2562

2341

1380 S PROVIDENCE CENTER DRIVE

SPACE A

CEDAR CITY

84720-1891

2342

3410 E 14TH ST

OAKLAND

94601-3036

2343

BANDERA CENTER

904 BANDERA RD

SAN ANTONIO

78228-4923

2344

5984 DAHLIA

COMMERCE CITY

80022-0000

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2345

PHEASANT HILL PLAZA

263 S BOLINGBROOK DR

BOLINGBROOK

60440-2931

2349

4742 S ASHLAND AVE

CHICAGO

60609-4231

2350

SAWYER HEIGHTS VILLAGE

1901 TAYLOR ST

SUITE B

HOUSTON

77007-0000

2352

SPRECKLES PARK

297 COMMERCE AVE

MANTECA

95336-5061

2353

TULSA MEMORIAL SHOPPING CENTER

10846 SOUTH MEMORIAL

SUITE 103

TULSA

74133-0000

2354

9839 DYER ST

EL PASO

79924-4722

2355

4501 MAPLE AVE

DALLAS

75219-1830

2356

WESTGATE SHOPPING CENTER

1933 DAVIS STREET

SAN LEANDRO

94577-1260

2358

ONTARIO MARKETPLACE

203 E LANE NORTH

SUITE 1

ONTARIO

97914-3061

2359

3172 E TULARE AVE

FRESNO

93702-2725

2362

EDEN PRAIRIE CENTER

125 EDEN PRAIRIE CENTER

SPACE 2216

EDEN PRAIRIE

55344-0000

2363

BALDWIN PARK MARKETPLACE

14460 MERCED AVE

SUITE 130

BALDWIN PARK

91706-5143

2364

PINE RIDGE MALL

4155 YELLOWSTONE AVE # 182

CHUBBUCK

83202-2452

2365

PINEBOROUGH S/C

1501 W CHURCH

SUITE 500

LIVINGSTON

77351-3076

2366

MEMORIAL CITY MALL

900 GESSNER RD

SUITE 219

HOUSTON

77024-2505

2368

SOUTHBAY PAVILLION

20700 AVALON BLVD STE 301

CARSON

90746-3734

2369

OAK LAWN

4101 W 95TH ST

OAK LAWN

60453-3587

2371

THE LANDING MALL

1126 E MEYER BLVD

KANSAS CITY

64131-1205

2372

4301 AVENUE OF THE CITIES

MOLINE

61265-4547

2374

ANIMAS VALLEY MALL

4601 E MAIN ST

SUITE 450

FARMINGTON

87402-8667

2375

2416 W MASON ST

SPACE 105

GREEN BAY

54303-0000

2377

2927 NOGALITOS

SAN ANTONIO

78225-1924

2378

MCCRELESS CORNER

3602 S NEW BRAUNFELS AVE

SAN ANTONIO

78223-1460

2381

CABRILLO CENTER

1423 FREEDOM BLVD

WATSONVILLE

95076-2742

2382

TEL-HURON PLAZA

41 S TELEGRAPH RD

PONTIAC

48341-1580

2389

GATEWAY PLAZA

13342 TELEGRAPH RD

SANTA FE SPRINGS

90670-4016

2390

6535 WOODWARD AVE

DETROIT

48202-3239

2391

EAST RIDGE MALL

601 SE WYOMING BLVD STE 104

CASPER

82609-4204

2392

KENNEWICK PLAZA

2817 W KENNEWICK AVE

KENNEWICK

99336-2927

2393

3401 W LAWRENCE AVE

CHICAGO

60625-5103

2394

10536 S EWING AVE

CHICAGO

60617-6219

2396

VENTURE SHOPPING CENTER

11440 S HALSTED ST

CHICAGO

60628-5202

2399

FIESTA MART SHOPPING CENTER

611 W JEFFERSON

SUITE 103

DALLAS

75208-4817

2400

SANDY MALL

824 E 9400 S

SANDY

84094-3653

2402

COMPTON TOWNE CTR

186 E COMPTON BLVD

COMPTON

90220-2411

2403

BRENTWOOD CENTER

2099 S FEDERAL BLVD

DENVER

80219-5429

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2404

11330 GRATIOT AVE

DETROIT

48213-1336

2405

SAN MAR PLAZA

929 HIGHWAY 80

SAN MARCOS

78666-8133

2406

10801 HAWTHORNE BLVD

LENNOX

90304-2319

2412

11003 1/2 MARKET STREET RD

HOUSTON

77029-2336

2416

612 S BROADWAY

LOS ANGELES

90014-1807

2418

1 S PULASKI RD

CHICAGO

60624-2815

2419

LINCOLN MALL

622 GEORGE WASHINGTON HWY

SUITE A03

LINCOLN

02865-0000

2422

PINE TREE PLAZA

4311 E LINCOLNWAY

SUITE J

STERLING

61081-7619

2423

2225 N SHEPHERD DR

HOUSTON

77008-1953

2425

998 W WILL ROGERS BLVD

CLAREMORE

74017-5417

2428

CENTERPLACE OF GREELEY

4530 CENTERPLACE DRIVE

SUITE 372

GREELEY

80634-3747

2430

2740 MISSION ST

SAN FRANCISCO

94110-3104

2434

712 E ALISAL ST

SALINAS

93905-2604

2436

9417 MESA

SUITE E

HOUSTON

77028-1202

2437

CENTER CITY SHPG CNTR

152 N AVALON ST

MEMPHIS

38104-2408

2439

13 N GROESBECK HWY

CLINTON TOWNSHIP

48036-1465

2440

ADDISON MALL

2909 W ADDISON ST

CHICAGO

60618-4635

2441

ROSEBURG VALLEY MALL

1444 NW GARDEN VALLEY BLVD SUITE 190

SUITE 190

ROSEBURG

97470-6056

2442

1985 E SANTA FE ST

OLATHE

66062-1610

2443

NEILSON SQUARE

3514 W GARRIOTT RD

SPACE B-18

ENID

73703-4909

2444

BATTLEFIELD MALL

2825 S GLENSTONE AVE

SPACE I-7

SPRINGFIELD

65804-3732

2446

62 E DERENNE AVE

SAVANNAH

31405-6712

2450

LINCOLN VILLAGE

6191 N LINCOLN AVE

CHICAGO

60659-2313

2451

SPENCER AT EAST BLVD

9001 SPENCER HIGHWAY

SPACE G

LA PORTE

77571-3897

2452

OLES SC

12845 SHERMAN WAY

NORTH HOLLYWOOD

91605-5034

2453

PORTERWOOD SHOPPING CENTER

23741 HWY 59

SUITE 18

PORTER

77365-5389

2454

2640 METROPOLITIAN PARKEWYA

SW C

ATLANTA

30315-5922

2455

SOUTHPOINT S/C

1213 S. MAIN UNIT 217

SIKESTON

63801-9377

2456

DUNN CENTER

11225 W FLORISSANT AVE

FLORISSANT

63033-6742

2458

4930 DELMAR BLVD

SAINT LOUIS

63108-1615

2459

PASADENA TOWN SQUARE

260 PASADENA TOWN SQUARE MALL

PASADENA

77506-4842

2461

11207 W 63RD ST

SHAWNEE

66203-3333

2462

STONEBROOK PLAZA

3227 W 115TH ST

MERRIONETTE PARK

60803-4555

2464

5808 BERGENLINE AVE

WEST NEW YORK

07093-1231

2465

FOX HILLS MALL

221 FOX HILLS MALL

CULVER CITY

90230-6403

2468

ESPLANADE SC

181 W ESPLANADE DR

OXNARD

93030-0000

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2470

805 BROAD ST

NEWARK

07102-2803

2472

11611 DEXTER AVE

DETROIT

48206-1427

2473

CALIFORNIA OAKS PLAZA

41038 CALIFORNIA OAKS RD

MURRIETA

92562-0000

2475

WESTWOOD SHOPPING CENTER

2600 SW BARTON ST

SUITE C1

SEATTLE

98126-3952

2477

OTTO SQUARE

3534 NATIONAL AVE

SAN DIEGO

92113-3114

2478

CHARLESTON TOWN CENTER

2002 CHARLESTON TOWN CENTER

CHARLESTON

25389-0006

2480

EASTGATE SHOPPING CENTER

26350 GRATIOT AVENUE

ROSEVILLE

48066-5106

2481

5607 W BELMONT AVE

CHICAGO

60634-5302

2483

LORAIN PLAZA S/C

1123 MEISTER RD

LORAIN

44052-5111

2484

PADDISON SQUARE

12431 S NORWALK BLVD

SUITE F

NORWALK

90650-2040

2485

COLLINS SQUARE

2131 S COLLINS ST

ARLINGTON

76010-8536

2488

ST GEORGE COMMERCIAL CENTER

755 S BLUFF ST

SAINT GEORGE

84770-3560

2489

EVANSVILLE PAVILION

6501 E LLOYD EXPRESSWAY

SP 23

EVANSVILLE

47715-4104

2493

361 MAIN ST

BELLEVILLE

07109-3235

2494

MARKET BLVD

7015 E RENO AVE

SPACE E70

MIDWEST CITY

73110-4442

2495

PLAZA ON THE BOULEVARD

8033 W FLORISSANT AVE STE A & B

JENNINGS

63136-1400

2497

4570 MISSION ST

SAN FRANCISCO

94112-2622

2498

HORIZON PLAZA SC

3825 EAST CALUMET

SUITE 1000

APPLETON

54915-4158

2500

4465 E MCKELLIPS RD

SPACE 101

MESA

85202-1037

2501

RICHFIELD SHOPPES N

4 E 66TH ST

RICHFIELD

55423-2454

2502

TOWN CENTRE

1348 TOWN CENTRE DR

EAGAN

55123-2310

2503

FRANKLIN PARK MALL MALL

5001 MONROE ST

SPACE 1380

TOLEDO

43623-3627

2504

BAYSHORE TOWN CENTER

5654 N BAYSHORE DR SPACE F 118

GLENDALE

53217-4514

2506

OSWEGO COMMONS

3006 ROUTE 34

SPACE 2-B

OSWEGO

60543-8333

2507

CLINGING VINE SC

1250 VINE ST

LOS ANGELES

90038-1622

2508

MAYWOOD TOWN CENTER

4444 SLAUSON AVE

MAYWOOD

90270-2932

2511

5892 S ARCHER AVE

CHICAGO

60638-1658

2512

MONTEBELLO TOWN CENTER

2139 MONTEBELLO TOWN CTR

MONTEBELLO

90640-2171

2513

4547 N BROADWAY

CHICAGO

60640-5012

2514

FLATIRON CROSSING MALL

1 WEST FLATIRON CROSSING DR

SUITE 5555

BROOMFIELD

80021-8893

2515

1045 WILSON WAY

STOCKTON

95205-4217

2516

MARTIN LUTHER KING JR SHOPPING CENTER

1637 E 103RD ST

LOS ANGELES

90002-2923

2517

ARVADA RIDGE MARKETPLACE

5091 KIPLING ST

SUITE 100

ARVADA

80003-0000

2518

4770 WHITTIER BLVD

EAST LOS ANGELES

90022-3026

2519

COLLINSVILLE CROSSING

1116 COLLINSVILLE CROSSING BLVD

COLLINSVILLE

62234-1880

2520

HAMTRAMCK TOWN CENTER

9149 JOSEPH CAMPAU ST

HAMTRAMCK

48212-3728

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2521

CROSSROADS OF AMERICA

9870 OLDE US 20 A104

ROSSFORD

43460-0000

2522

PEMBERTON SQUARE

3505 PEMBERTON SQUARE BLVD

SPACE 40

VICKSBURG

39180-5564

2523

KANAWHA MALL

115 KANAWHA MALL

CHARLESTON

25387-0001

2526

13930 NE 178TH PLACE

SUITE 102

WOODINVILLE

98072-3531

2529

3230 W DAVIS ST

DALLAS

75211-2922

2530

2202 WEST JACKSON AVE

OXFORD

38655-5409

2531

WESTHEIMER TOWNE CENTER

8539 WESTHEIMER RD

SUITE A

HOUSTON

77063-4211

2532

FIESTA CENTER

933 E IRVING BLVD

IRVING

75060-3151

2535

NEW MARKET SQUARE

2441 N MAIZE RD

SUITE 301

WICHITA

67205-0000

2536

REDFORD PLAZA S/C

9311 TELEGRAPH RD

REDFORD

48239-1260

2537

2761 W WASHINGTON ST

STEPHENVILLE

76401-3701

2538

TOWNE CENTER SC

1317 W DAVIS ST

STE C

CONROE

77304-2309

2540

CANTERBURY S/C

2959 W 159TH ST

MARKHAM

60426-4000

2541

PACIFIC CENTER

5932 PACIFIC BLVD

HUNTINGTON PARK

90255-2929

2543

3025 UNIVERSITY AVE

SAN DIEGO

92104-3001

2545

SEVERANCE TOWN CENTER

3534 MAYFIELD RD

CLEVELAND HEIGHTS

44118-1402

2547

PENN SQUARE MALL

1901 NW EXPRESSWAY 2007B

OKLAHOMA CITY

73118-1608

2548

ROSWELL CENTER

4504 N MAIN

SUITE H

ROSWELL

88201-0304

2549

GARDEN CITY PLAZA

2214 E KANSAS AVE

GARDEN CITY

67846-6967

2550

BAYSHORE MALL

3300 BROADWAY ST # 112

SPACE 506

EUREKA

95501-3810

2551

FOX RIVER MALL

4301 W WISCONSIN AVE SUITE 100

APPLETON

54915-8605

2552

YARBROUGH PLAZA

10501 GATEWAY BLVD W

SUITE 610

EL PASO

79925-7934

2554

1950 TULLY RD

SAN JOSE

95122-1889

2555

KENTUCKY OAKS MALL

5101 HINKLEVILLE RD UNIT 210

PADUCAH

42001-9049

2556

NEWNAN CROSSING SHOPPING CENTER

561 BULLSBORO DR

NEWNAN

30263-1045

2557

15320 GRAND RIVER AVE

DETROIT

48227-2215

2559

MALL DE LAS AGUILAS

455 S BIBB AVE

EAGLE PASS

78852-9997

2560

MEADOWBROOK MALL

2490 MEADOWBROOK MALL

SPACE 490

BRIDGEPORT

26330-9791

2561

HUNTINGTON MALL

EXIT 20B INTERSTATE 64 UNIT 217

PO BOX 4024

BARBOURSVILLE

25504-4024

2562

PASADENA PARK S/C

6848 A SPENCER HWY

PASADENA

77505-1709

2563

7142 YOUREE DRIVE

SPACE A

SHREVEPORT

71105-5107

2564

NILES PLAZA S/C

6301 NILES ST

BAKERSFIELD

93306-4691

2565

BEAR CREEK PLAZA

930 BIDDLE RD

MEDFORD

97504-6118

2566

1007 EL PASEO ST

LAS CRUCES

88001-6029

2567

VALLEY MALL

2515 MAIN ST SUITE 44

SPACE 44

UNION GAP

98903-1618

2568

5100 E LANCASTER AVE

FORT WORTH

76112-6349

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2569

FRANKLIN VILLAGE

185 FRANKLIN VILLAGE DR

UNIT 10 BLDG E

FRANKLIN

02038-4004

2570

MESILLA VALLEY MALL

700 S TELSHOR BLVD STE 1304

LAS CRUCES

88011-8606

2571

SUPER WALMART

1006 NORTH JC PARKWAY

SUITE 108

BLOOMINGTON

61704-0000

2572

5401 KENWOOD DRIVE

ROWLETT

75089-3100

2573

GRAND TETON MALL

2300 E 17TH ST

SPACE 1232

IDAHO FALLS

83404-6551

2575

112 W CHELTEN AVE

PHILADELPHIA

19144-3302

2577

REISTERSTOWN ROAD PLAZA

6548 REISTERSTOWN RD

BALTIMORE

21215-2304

2578

DIVERSEY-CICERO SC

2820 N CICERO AVE

CHICAGO

60641-5127

2579

1720 ATLANTIC AVENUE

SUITE B

BROOKLYN

11213-1218

2581

CENTRAL MALL

119 CENTRAL MALL

TEXARKANA

75503-2447

2582

CENTRAL MALL

123 CENTRAL MALL

SPACE B-3

LAWTON

73501-4651

2583

VICTOR VALLEY TOWN CENTER

17080 BEAR VALLEY ROAD SPACE D4 AND D5

VICTORVILLE

92392-5860

2585

TEMPE MARKETPLACE

1900 E RIO SALADO PARKWAY

SUITE 160

TEMPE

85281-0000

2587

PLAZA CAMINO REAL

2525 EL CAMINO REAL

SUITE 111

CARLSBAD

92008-1206

2590

RIVERHILL PLAZA

1010A BLOSSOM HILL RD

SAN JOSE

95123-1103

2593

UNIONTOWN MALL

1610 MALL RUN RD

UNIONTOWN

15401-2640

2594

7715 WESLEY RD

SPACE 44

GREENVILLE

75402-8327

2596

PORT ORCHARD K-MART PLAZA

1397 OLNEY AVE E

SUITE 117

PORT ORCHARD

98366-4920

2597

OFFICE DEPOT JC

5084 FAYETTEVILLE RD

LUMBERTON

28358-0000

2598

PALM SPRINGS MALL

121 S FARRELL

SPACE 9

PALM SPRINGS

92262-7204

2600

LOS BANOS CREEK SHOPPING CENTER

1561 W PACHECO BLVD

LOS BANOS

93635-8516

2602

SCOTT ST RETAIL CENTER

6057 SCOTT ST

HOUSTON

77021-2663

2604

WESTERN COMMONS

6560 HARRISON AVE

STE 1

CINCINNATI

45247-7823

2605

OAKWOOD SQUARE S/C

376 N CONGRESS AVE # 378

BOYNTON BEACH

33426-3414

2607

3300 N MAIN ST

FORT WORTH

76106-4343

2609

PANORAMA MALL

19 PANORAMA MALL

PANORAMA CITY

91402-3623

2611

SUNCOAST CROSSING

16244 STATE ROAD 54

ODESSA

33556-3729

2613

CITY VIEW SC

5656 TRANSPORTATION BLVD

SPACE D3

GARFIELD HEIGHTS

44125-0000

2614

HUTCHINSON MALL

1500 E 11TH AVE

SPACE B 08

HUTCHINSON

67501-3702

2615

RENTON S/C

465 RENTON CENTER WAY

RENTON

98055-2375

2617

EDGEWOOD MALL

1722 VETERANS BLVD

SPACE B-10

MC COMB

39648-0000

2620

10814 LORAIN AVE # 5

CLEVELAND

44111-5443

2625

DON JOSE PLAZA

400 SOUTH INTERNATIONAL BLVD

HIDALGO

78557-0000

2630

BROADVIEW VILLAGE SQUARE SC

102 BROADVIEW VILLAGE SQUARE SC

BROADVIEW

60155-0000

2631

LAKEWOOD TOWNE CENTER

10321 GRAVELLY LAKE DR SW

SUITE B

LAKEWOOD

98499-0000

2632

2112 E MONUMENT ST

BALTIMORE

21205-2325

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2635

KNOXVILLE CENTER

3006 N MALL RD

SUITE 2292

KNOXVILLE

37924-2054

2637

LEE HARVARD SC

4071 LEE RD

SUITE 245

CLEVELAND

44128-2166

2638

MANDARIN CORNERS SC

10991 SAN JOSE BLVD

SUITE 2

JACKSONVILLE

32223-6600

2639

4409 MONTGOMERY RD

NORWOOD

45212-3115

2640

LYNDHURST TOWNE CENTRE

409 VALLEY BROOK AVE

LYNDHURST

07071-0000

2642

EAST COURT VILLAGE

3516 COURT ST

PEKIN

61554-6211

2643

CHOUTEAU CROSSING SC

4367 NE CHOUTEAU TRAFFICWAY

KANSAS CITY

64117-2434

2644

6258 S KEDZIE AVE

CHICAGO

60629-3335

2646

CHURCH SQUARE SHOPPING CENTER

8069 EUCLID AVE

CLEVELAND

44103-4228

2648

1115 SAN FERNANDO RD

SAN FERNANDO

91340-3251

2653

VISALIA MALL

2227 S MOONEY BLVD

VISALIA

93277-6243

2656

THE HOLIDAY INN OUTLOT

326 STATELINE RD W

SOUTHAVEN

38671-1610

2657

FLAGSTAFF MALL

4650 N US HIGHWAY 89

SPACE B-18

FLAGSTAFF

86004-2400

2659

WASHINGTON SQUARE

412 E WASHINGTON BLVD

LOS ANGELES

90015-3721

2660

LAKEWOOD CENTER MALL

116 LAKEWOOD CENTER MALL

LAKEWOOD

90712-2420

2661

DESERT SKY MALL

7611 W THOMAS RD

E16

PHOENIX

85075-0000

2662

VALLE VISTA MALL

2000 S EXPRESSWAY 83

SPACE A4

HARLINGEN

78550-5904

2663

CROSSROADS AT TOWN CENTER

6536 N DECATUR BLVD

SUITE 130

LAS VEGAS

89131-1033

2664

TOWN AND COUNTRY PLAZA

107 N POPLAR ST

SEARCY

72143-6003

2667

2319 N FRONT ST

PHILADELPHIA

19133-3717

2671

WESTWOOD VISTA SC

6511 W LOOP 1604 ST

SPACE 123

SAN ANTONIO

78254-0000

2673

PALMHURST SHOPPING CENTER

4324 NORTH CONWAY

SUITE 100

PALMHURST

78573-1370

2674

GRAND CENTRAL MALL

410 GRAND CENTRAL MALL

PO BOX 6080

PARKERSBURG

26101-1112

2676

GREENBRIER MARKET CENTER

1328 GREENBRIER PARKWAY

SUITE 420

CHESAPEAKE

23320-0000

2678

MOORESTOWN MALL

400 ROUTE 38

SPACE 1390

MOORESTOWN

08057-3219

2679

6233 WOODLAND AVE # 35

PHILADELPHIA

19142-2005

2685

FASHION SQUARE

10773 SW BEAVERTON HILLSDALE HWY

BEAVERTON

97005-3010

2686

BROWAY PLAZA

5986 BROADWAY BLVD

GARLAND

75043-5822

2688

1016 QUITMAN ST

HOUSTON

77009-7814

2689

ONE ENERGY SQUARE

3136 ANDREWS HWY

ODESSA

79762-7521

2690

VICTORIA MALL

7800 N NAVARRO

VICTORIA

77904-2629

2692

DELHI SHOPPING CENTER

5048 DELHI AVE

CINCINNATI

45238-5388

2693

GLENBROOKE SQUARE MALL

4210 COLDWATER RD

SPACE 12

FORT WAYNE

46805-1119

2697

LYNN PLAZA

536 W DUNDEE RD

WHEELING

60090-2675

2698

QUEENS-CHILLUM S/C

3116 QUEENS CHAPEL RD

HYATTSVILLE

20782-3665

2700

SILVER HILLS S/C

2708 N PINE HILLS RD

ORLANDO

32808-3503

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2701

WHITE SANDS MALL

3199 N WHITE SANDS BLVD

ALAMOGORDO

88310-6162

2702

LA MIRADA SQUARE

8220 MONTGOMERY BLVD NE

ALBUQUERQUE

87109-1602

2706

PARK PLAZA S/C

770 MANGROVE AVE

CHICO

95926-3948

2707

MOUNT SHASTA MALL

900 DANA DR

REDDING

96003-4053

2708

119 S STANTON ST

EL PASO

79901-2402

2709

FULTON MALL

1108 FULTON MALL # 10

FRESNO

93721-1914

2710

LAKESIDE MARKETPLACE

3378 COBB PARKWAY NW

SUITE 160

ACWORTH

30101-0000

2711

PACKWOOD CREEK S/C

4147 S MOONEY BLVD

SPACE B2

VISALIA

93277-9147

2712

MID RIVERS MALL

1292 MID RIVERS MALL DR

SAINT PETERS

63376-4358

2714

WESTLAND FAIR

4469 WEST CHARLESTON

LAS VEGAS

89102-1605

2715

FAIRINGTON CENTRE

5445 FAIRINGTON RD

SUITE 106

LITHONIA

30038-0000

2718

CENTERPOINT MALL

2657 SAVIERS RD

OXNARD

93033-4519

2719

NORTHRIDGE PLAZA

8742 CORBIN AVE

NORTHRIDGE

91324-3307

2722

1098 N WESTERN AVE

LOS ANGELES

90029-2310

2723

10181 MAGNOLIA AVE

RIVERSIDE

92503-3444

2724

BIXBY KNOLLS CENTER

4526 ATLANTIC AVE

LONG BEACH

90807-1513

2725

LA VERNE TOWNE CENTER

2418 FOOTHILL BLVD UNIT A

LA VERNE

91750-3065

2729

20020 HAWTHORNE BLVD

TORRANCE

90503-1518

2732

2065 W 6TH

UNIT B1

LOS ANGELES

90057-3158

2733

11825 HAWTHORNE BLVD

HAWTHORNE

90250-3013

2734

LINCOLN PLAZA

1902 LINCOLN BLVD

SANTA MONICA

90405-1315

2735

TOWN AND COUNTRY S/C

6324 W 3RD ST

LOS ANGELES

90036-3155

2736

PUENTE HILLS MALL

1600 S AZUSA AVE

SPACE 426

LA PUENTE

91748-1664

2738

1541 N VERMONT AVE

LOS ANGELES

90027-5330

2739

14540 7TH ST

VICTORVILLE

92392-4214

2741

6509 PACIFIC BLVD

HUNTINGTON PARK

90255-4105

2742

HACIENDA PLAZA

755 N HACIENDA BLVD

LA PUENTE

91744-3906

2743

WEST COVINA FASHION PLAZA

675 PLAZA DRIVE

WEST COVINA

91790-2825

2746

2602 N BROADWAY

LOS ANGELES

90031-2608

2747

THE SHOPPES AT MIDWAY PLANTATION

1002-E SHOPPES AT MIDWAY DRIVE

KNIGHTDALE

27545-7313

2749

2837 COCHRAN ST STE D

SIMI VALLEY

93065-2766

2751

11934 GARVEY AVE

EL MONTE

91732-3514

2752

VALLEY FAIR MALL

2855 STEVENS CREEK BLVD

SUITE 1327

SANTA CLARA

95050-0000

2753

HEMET VALLEY MALL

2200 W FLORIDA AVE

SUITE 230

HEMET

92545-3666

2755

COMMERCE CENTER

5514 WHITTIER BLVD

LOS ANGELES

90022-4104

2757

VALLEY CENTRAL SHOPPING CENTER

44450 VALLEY CENTER WAY

LANCASTER

93536-6532

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2758

SPRING MEADOWS PLACE

1490 SPRING MEADOWS DR

SPACE F-135

HOLLAND

43528-9478

2759

INDIO FASHION MALL

82227 US HIGHWAY 111

SPACE 31

INDIO

92201-5667

2761

MARYVALE PLAZA

5127 W INDIAN SCHOOL ROAD

PHOENIX

85031-2611

2763

HAPPY VALLEY TOWNE CENTER

2501 W HAPPY VALLEY RD

SUITE 32-1090

PHOENIX

85027-0000

2764

2309 W KETTLEMAN LANE SUITE 104

LODI

95242-4120

2765

PROSPECTORS PLAZA

3966 MISSOURI FLAT RD

SUITE C

PLACERVILLE

95667-5240

2766

SHERWOOD MALL

5308 PACIFIC AVE

STOCKTON

95207-5619

2767

NORTHRIDGE MALL

700 NORTHRIDGE MALL

SUITE G11

SALINAS

93906-2015

2770

SOUTHLAND PLAZA

585 SATURN BLVD

SPACE A

SAN DIEGO

92154-4731

2771

1214 BROADWAY

CHULA VISTA

91911-2911

2772

234 E 2ND ST

CALEXICO

92231-2754

2773

GILROY CROSSING SC

6845 CAMINO ARROYO 60

SUITE A

GILROY

95020-6581

2775

PENINSULA BROADWALK

340 WALNUT ST

REDWOOD CITY

94063-1718

2776

FREMONT HUB SC

4120 FREMONT HUB

SUITE 342

FREMONT

94538-0000

2777

2656 MISSION ST # 8

SAN FRANCISCO

94110-3102

2781

SKYLAKE MALL

1652 NE MIAMI GARDENS DR

NORTH MIAMI BEACH

33179-0000

2782

556 W 181ST

NEW YORK

10033-5005

2783

108 N MORLEY AVE

NOGALES

85621-3116

2784

NORWALK SQUARE

11725 ROSECRANS AVE

NORWALK

90650-3927

2788

437 5TH AVE

NEW YORK

10016-2205

2789

6015 ROSWELL ROAD

SPACE A

SANDY SPRINGS

30328-0000

2790

3217 GREENMOUNT AVE # 3219

BALTIMORE

21218-3439

2791

IRON HORSE SHOPPING CENTER

543 E PRATER WAY

SPARKS

89431-4685

2792

PLAZA BONITA MALL

3030 PLAZA BONITA RD

SPACE 1328

NATIONAL CITY

91950-8095

2794

COOL SPRINGS GALLERIA

1800 GALLERIA BLVD

SPACE 1035

FRANKLIN

37067-1605

2795

4481 E 10TH ST

INDIANAPOLIS

46201-2700

2797

1585 S MUSKOGEE AVE

TAHLEQUAH

74464-5285

2798

3900 MINNESOTA AVE NE

WASHINGTON

20019-2661

2799

480 W 303 HWY

GRAND PRAIRIE

75051-4805

2800

521 S 4TH AVE

LOUISVILLE

40202-2503

2801

BALCH SPRINGS COMMONS

12250 LAKE JUNE RD

SUITE 105

BALCH SPRINGS

75180-0000

2802

CAPITAL MALL

3600 COUNTRY CLUB DR

JEFFERSON CITY

65109-1060

2803

COLONIAL MALL VALDOSTA

1700 NORMAN DR

BOX 1154

VALDOSTA

31601-7404

2804

RIGSBY SC

5313 RIGSBY AVE

SUITE 104

SAN ANTONIO

78222-1419

2805

6400 N 76TH ST

MILWAUKEE

53223-6102

2807

ST CLAIR SQUARE

239 SAINT CLAIR SQ

FAIRVIEW HEIGHTS

62208-2134

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2809

CROSS COUNTY MALL

700 BROADWAY AVE E

SPACE 23

MATTOON

61938-4671

2810

SINGING RIVER MALL

2800 HIGHWAY 90

GAUTIER

39553-5149

2811

216 E 35TH ST

CHICAGO

60616-3908

2815

80 BROAD ST

ELIZABETH

07201-2208

2816

COVENTRY MALL

351 W SCHUYLKILL RD

SUITE 56

POTTSTOWN

19464-7438

2817

8065 FLORIDA BLVD

BATON ROUGE

70806-4713

2818

PENN PARK SHOPPING CENTER

1413 W I240 SERVICE RD

SUITE E

OKLAHOMA CITY

73159-4144

2820

LUFKIN MALL

4600 S MEDFORD DR

LUFKIN

75901-5614

2821

TOWNE EAST SQUARE

7700 E KELLOGG DR

SPACE 745

WICHITA

67207-1772

2822

SOUTHERN PARK MALL

7401 MARKET ST

SPACE 787

BOARDMAN

44512-5639

2825

RHODE ISLAND AVE SC

642 A RHODE ISLAND AVE NE

WASHINGTON

20002-1233

2827

CENTRAL PLAZA

3717 NW 7TH ST

MIAMI

33126-5501

2828

SHENANGO VALLEY MALL

3255 E STATE ST

SPACE 610

HERMITAGE

16148-3324

2829

EASTWOOD MALL

5555 YOUNGSTOWN WARREN RD

SPACE 472

NILES

44446-4804

2830

TALLAHASSEE MALL

2415 N MONROE STREET SUITE 246

TALLAHASSEE

32303-4112

2831

CHAPEL HILL MALL

2000 BRITTAIN RD STE 261

SPACE 347

AKRON

44310-1882

2832

SUMMIT MALL

3265 W MARKET ST

SPACE 136

FAIRLAWN

44333-3337

2835

BELDEN VILLAGE MALL

4115 BELDEN VILLAGE MALL

SPACE B-44

CANTON

44718-2501

2837

13102 HARBOR BLVD

GARDEN GROVE

92843-1718

2838

TUSCANO TOWN CENTER

7625 W LOWER BUCKEYE RD

SUITE 100

PHOENIX

85043-0000

2840

1021 W MARTIN LUTHER KING JR BLVD

LOS ANGELES

90037-1816

2841

SAN LEANDRO PLAZA

1299 WASHINGTON AVE

SPACE C-1

SAN LEANDRO

94577-3646

2842

GREAT LAKES MALL

7850 MENTOR AVE

SPACE 588A

MENTOR

44060-5590

2844

GREAT NORTHERN MALL

104 GREAT NORTHERN MALL

SPACE A-100

NORTH OLMSTED

44070-3301

2845

PARMA TOWN MALL

8048 DAY DR

PARMA

44129-0000

2847

SANDUSKY MALL

4314 MILAN RD STE 110

SANDUSKY

44870-7104

2849

LUCKY SC

1884 BELLEVUE RD

ATWATER

95301-2668

2850

KINGSTOWNE CENTER

5942 KINGSTOWNE BLVD

ALEXANDRIA

22315-0000

2851

BEAVER VALLEY MALL

210 RTE 18

MONACA

15061-2305

2852

OHIO VALLEY MALL

67800 MALL RING RD

SPACE 270

SAINT CLAIRSVILLE

43950-1796

2853

FT STEUBEN MALL

100 MALL DR

SPACE A-27

STEUBENVILLE

43952-3092

2854

WASHINGTON CROWN CENTER

1500 W CHESTNUT ST

SPACE 214

WASHINGTON

15301-5864

2855

CENTURY III MALL

3075 CLAIRTON RD

SPACE 826

WEST MIFFLIN

15123-0033

2856

WESTMORELAND MALL

5256 ROUTE 30

SPACE 188

GREENSBURG

15601-3517

2857

SOUTH HILLS VILLAGE

101 SOUTH HILLS VILLAGE

PITTSBURGH

15241-1419

2860

POST OAK MALL

1500 HARVEY RD

COLLEGE STATION

77840-3713

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2861

MERVYNS SHOPPING CENTER

7350 GREENBACK LANE

CITRUS HEIGHTS

95621-5531

2862

HOT SPRINGS MALL

4501 CENTRAL AVE # 152

HOT SPRINGS NATIONAL

71913-7453

2863

WESTGATE MALL

7701 W I-40

AMARILLO

79121-0260

2864

LINDALE MALL

4444 1ST AVE NE # 234

CEDAR RAPIDS

52402-3239

2865

KENNEDY MALL

555 JFK RD

UNIT 246

DUBUQUE

52002-5202

2866

NORTH GRAND MALL

2801 N GRAND MALL

AMES

50010-4668

2867

STONERIDGE MALL

1468 STONERIDGE MALL RD

SPACE E101

PLEASANTON

94588-0000

2869

UNIVERSITY SQUARE MALL

2102 UNIVERSITY SQUARE MALL

TAMPA

33612-5506

2871

EASTRIDGE MALL

2200 TULLY RD

SUITE 2066

SAN JOSE

95122-1347

2873

WELLINGTON GREEN MALL

10300 W FOREST HILL BLVD

SPACE 101

WELLINGTON

33414-0000

2875

1 OREILLY ST

PO BOX 2913

PRESIDIO

79845-0000

2877

METRO CENTER

9617 N METRO PKY W

SPACE 10-10

PHOENIX

85051-1401

2879

BROOKSIDE MARKETPLACE

7314 W 191ST ST

TINLEY PARK

60487-9361

2881

HAYGOOD SHOPPING CENTER

1021-23 INDEPENDENCE BLVD

VIRGINIA BEACH

23455-5523

2884

AMELIA CONCOURSE

463711 STATE ROAD 200

SUITE 12

YULEE

32097-8652

2885

RYAN GARFIELD SHOPPING CENTER

5401 S WENTWORTH SPACE B

CHICAGO

60609-6300

2886

HENRY TOWN CENTER

1880 JONESBORO RD

MCDONOUGH

30253-5960

2888

1227 CHESTNUT ST

PHILADELPHIA

19107-4110

2890

72 S 69TH ST

UPPER DARBY

19082-2521

2891

PENN STATION

5646 SILVER HILL RD

DISTRICT HEIGHTS

20747-1145

2892

LAUREL CENTRE

14826 WASHINGTON BLVD

LAUREL

20707-4818

2896

SMALL SHOPS OF WATERVILLE COMMONS

16B WATERVILLE COMMONS DR

WATERVILLE

04901-4900

2898

CHELTENHAM SQUARE

2385 W CHELTENHAM AVE

SPACE 556

PHILADELPHIA

19150-1506

2899

GREENWAY CENTER

7567 GREENBELT RD

GREENBELT

20770-0000

2901

SHARYLAND TOWNE CROSSING

2413 E EXPRESSWAY 83

SUITE 600

MISSION

78572-8354

2904

THE SHOPS AT BIDDEFORD CROSSING

307 MARINER WAY

BIDDEFORD

04005-0000

2905

TOPSHAM FAIR MALL

105 TOPSHAM FAIR MALL RD

SUITE 7

TOPSHAM

04086-0000

2906

BRISTOL-MCFADDEN PLAZA

1150 S BRISTOL ST

SANTA ANA

92704-3420

2907

FOREST PLAZA

6059 E STATE ST

SUITE 105

ROCKFORD

61108-2512

2908

SOUTH GATE SC

3848 TWEEDY BLVD

SPACE A1

SOUTH GATE

90280-6151

2909

ARLINGTON SQUARE

4050 MADISON ST

RIVERSIDE

92504-2642

2910

BELMONT PLAZA

3282 E ANAHEIM ST

LONG BEACH

90804-3818

2912

MERCED MALL

230 MERCED MALL

MERCED

95348-2407

2913

164 E CARSON ST

CARSON

90745-2702

2915

SIERRA CENTER

3060 BALDWIN PARK

BALDWIN PARK

91706-4704

2917

RIVER WEST CENTER

320 E CAPITOL DRIVE

MILWAUKEE

53212-1210

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2918

NATIONAL SHOPPING PLAZA

933 E SIBLEY BLVD

DOLTON

60419-2139

2919

11461 SOUTH STREET

B 5

CERRITOS

90703-5532

2920

300 E COLORADO ST

GLENDALE

91205-1633

2922

EUCLID SC

1688 W KATELLA AVE

ANAHEIM

92802-3015

2924

LAYTON HILLS MALL

1038 NORTH LAYTON HILLS

SUITE 1038

LAYTON

84041-2103

2926

CANYON COUNTRY PLAZA

19194 SOLEDAD CANYON RD

CANYON COUNTRY

91351-3364

2928

HIGHLAND AVENUE PLAZA

4160 HIGHLAND AVENUE SUITE 7

HIGHLAND

92346-2757

2929

INDIO PLAZA

82136 US HIGHWAY 111

INDIO

92201-5654

2933

TUCSON MALL

4500 N ORACLE RD

SPACE 295

TUCSON

85705-1662

2934

2710 CARSON ST

LAKEWOOD

90712-4004

2940

6005 N FIGUEROA ST

LOS ANGELES

90042-4231

2941

1481 N HOLLENBECK AVE

COVINA

91722-1543

2943

PICO RIVERA TOWNE CENTER

8820 WASHINGTON BLVD

PICO RIVERA

90660-0000

2944

11973 W WASHINGTON BLVD

LOS ANGELES

90066-5825

2945

GRIFFITH CENTER

430 W RIDGE RD

GRIFFITH

46319-1018

2946

536 E MANCHESTER AVE

LOS ANGELES

90003-3525

2948

9780 SIERRA AVE

FONTANA

92335-6717

2949

681 E FOOTHILL BLVD

RIALTO

92376-5225

2951

OCEANSIDE PLAZA

1919 MISSION AVE

OCEANSIDE

92058-7106

2953

DOWNERS GROVE CENTER

7401A LEMONT RD

DOWNERS GROVE

60516-3805

2954

3516 WILSON RD

BAKERSFIELD

93309-5211

2955

LANCASTER COMMERCE CENTER

1034 W AVENUE K

SPACE 1316

LANCASTER

93534-5918

2957

1476 E GOLF RD

SCHAUMBURG

60173-4902

2958

404 E 2ND ST

CALEXICO

92231-2847

2959

2290 N IMPERIAL AVE

EL CENTRO

92243-1334

2960

BORDER PLAZA

501 SAN YSIDRO BLVD

SAN YSIDRO

92173-3110

2961

7195 BROADWAY

LEMON GROVE

91945-1408

2964

4294 KENT RD

SUITE 1

STOW

44224-4325

2965

THE PLACE ON 47TH STREET

37134 47TH STREET EAST

SUITE B

PALMDALE

93552-0000

2967

VISTA SC

970 S SANTA FE AVE

VISTA

92084-6202

2968

PATRICK HENRY MALL

12300 JEFFERSON AVE

SPACE 934

NEWPORT NEWS

23602-6900

2970

7401 S SHIELDS BLVD

OKLAHOMA CITY

73149-1516

2971

15701 HARLEM AVE

ORLAND PARK

60462-6800

2972

MARYVILLE COMMONS

750 WATKINS RD

SPACE 16

MARYVILLE

37801-4643

2973

8225 TOPANGA CANYON BLVD

CANOGA PARK

91304-3854

2974

COLUMBIA MALL

2300 BERNADETTE DR

SUITE 520

COLUMBIA

65203-0000

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

2976

SUGAR HOUSE CENTER

111 W 87TH ST

CHICAGO

60620-1304

2977

SANTA MARIA TOWN CENTER

261 TOWN CTR E

SANTA MARIA

93454-5130

2978

DUARTE SOUTH SHOPPING CENTER

922 HAMILTON RD

DUARTE

91010-0000

2979

6431 GEORGIA AVE

WASHINGTON

20012-2909

2980

MEADOWDALE S/C

150 S KENNEDY DR

SPACE 1A

CARPENTERSVILLE

60110-2091

2981

AURORA COMMONS

1246 N LAKE ST

SPACE 2110

AURORA

60506-2453

2986

EDINBURGH COMMONS SC

237 CARMICHAEL WAY

SUITE 203

CHESAPEAKE

23322-0000

2987

10924 E VALLEY MALL BLVD

EL MONTE

91731-2515

2988

PALO WOODS KMART CENTER

962 SEPULVEDA BLVD

HARBOR CITY

90710-1405

2989

MAIN STREET VILLAGE

1255 E MAIN ST

EL CAJON

92021-7208

2991

VONS SC

2355 E VALLEY PKY

SUITE A

ESCONDIDO

92027-2715

2993

LAREDO CROSSING

4415 US 83

SUITE 800

LAREDO

78046-0000

2995

COLONIES CROSSROADS

1895 NORTH CAMPUS AVE

SUITE A

UPLAND

91784-1650

2996

468-470 FULTON ST

BROOKLYN

11201-5216

2998

INGRAM PARK MALL

6301 NW LOOP 410

SAN ANTONIO

78238-3824

3001

FRENCHTOWN SQUARE

2121 N MONROE ST

SPACE 610

MONROE

48162-5316

3002

DOVER MALL

1004 DOVER MALL

DOVER

19901-2279

3003

BRENTWOOD PLAZA

8449 WINTON RD

CINCINNATI

45231-0000

3006

FONDREN SOUTHWEST SC

11160 FONDREN RD

HOUSTON

77096-5506

3007

SAN BRUNO TOWNE CENTER

1310 EL CAMINO REAL

SUITE J

SAN BRUNO

94066-1310

3008

CHICO MALL

1950 E 20TH ST

SPACE B235

CHICO

95928-6369

3009

POPLIN PLACE

2897 WEST HIGHWAY 74

MONROE

28110-8434

3010

LEON VALLEY SC

6963 BANDERA RD

LEON VALLEY

78238-1361

3011

SHARPSTOWN CENTER

7555 BELLAIRE BLVD

SUITE A

HOUSTON

77036-0000

3012

NORTH BENSON CENTER

10703 SE CARR RD

RENTON

98055-5823

3013

1601 E 72ND ST

TACOMA

98404-5402

3014

2887 COVINGTON PIKE

MEMPHIS

38128-6060

3015

WESTGATE MALL

205 W BLACKSTOCK RD SUITE 330

SPACE E3

SPARTANBURG

29301-3207

3018

ARCADIA SHORES COMMON

10792 KINGS RD

SUITE 460

MYRTLE BEACH

29572-6073

3019

6850 W 12TH AVE

HIALEAH

33014-5114

3020

100 SW 143RD ST

BURIEN

98166-1530

3023

1001 W ALEXIS RD

TOLEDO

43612-4201

3024

1705 W LASKEY RD

TOLEDO

43613-3523

3025

183 MAIN STREET

SPACE 9

PATERSON

07505-1201

3026

POUGHKEEPSIE GALLERIA

790 SOUTH RD

SPACE A204

POUGHKEEPSIE

12601-5900

3028

SOUTHFIELD PLAZA

29794 SOUTHFIELD RD

SOUTHFIELD

48076-2088

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3029

RIVER VALLEY MALL

1635 RIVER VALLEY CIR

SUITE 781

LANCASTER

43130-1465

3031

PRINCE OF ORANGE MALL

2390 CHESTNUT ST NE

SPACE A7

ORANGEBURG

29115-3201

3032

TOPS MALL

5849 S TRANSIT RD

SPACE 112

LOCKPORT

14094-6317

3034

MILITARY DRIVE PLAZA

709 SW MILITARY DR

SPACE 1

SAN ANTONIO

78221-1642

3035

NATOMAS GARDENS

3645 NORTHGATE BLVD

SUITE F

SACRAMENTO

95834-1600

3038

BRADLEY PARK CROSSING

1591 BRADLEY PARK DRIVE

SUITE E7

COLUMBUS

31907-0000

3039

UNION PLAZA

1745 MORRIS AVE

SUITE D

UNION

07083-3516

3040

VALLEY FAIR MALL

3601 S 2700 W

SPACE C-126

WEST VALLEY CITY

84119-3746

3041

507 W SAINT GEORGES AVE

LINDEN

07036-5643

3042

WEST BLUFF SHOPPING CENTER

5201 OURAY NW C

ALBUQUERQUE

87120-3033

3044

THE PARKS AT ARLINGTON

3811 S COOPER ST

SPACE 1188

ARLINGTON

76015-4134

3047

BRISTOL PARK

9440 W NORTHERN

SUITE 103

GLENDALE

85305-1104

3048

VILLAGE AT BACHMAN LAKE

3701 W NORTHWEST HWY

SUITE 226

DALLAS

75220-4961

3049

MOHAWK COMMONS

432 BALLTOWN RD

SPACE 84

SCHENECTADY

12304-2245

3050

SALMON RUN MALL

21182 SALMON RUN MALL LOOP WEST

SPACE A106

WATERTOWN

13601-2244

3053

MID STATE MALL

82 W PROSPECT ST

EAST BRUNSWICK

08816-2115

3054

DADELAND PLAZA SC

9459 S DIXIE HWY

MIAMI

33156-2933

3055

HERITAGE MALL

1949 14TH AVE SE

SPACE D 409

ALBANY

97321-8505

3056

BELLIS FAIR MALL

1 BELLIS FAIR PKWY

SUITE 306

BELLINGHAM

98226-5590

3057

WHITELAND TOWNE CENTER

179 W LINCOLN HWY

SPACE 840

EXTON

19341-2664

3058

7150 REGIONAL ST

DUBLIN

94568-2324

3059

DEERFIELD MALL SC

3868 W HILLSBORO BLVD

SPACE 26

DEERFIELD BEACH

33442-9414

3060

THE MARKET AT LAKE HOUSTON

7405 FM 1960 EAST 202

ATASCOCITA

77346-3128

3062

898 S GROWERS GROVE RD

SPACE 56

PAYSON

84651-0004

3063

PARK AND SHOP SC

1679 WILLOW PASS RD

CONCORD

94520-2611

3064

EASTGATE SQUARE

4394 EASTGATE SQUARE DR

SUITE 1950

CINCINNATI

45245-5141

3065

WEST RIDGE MALL

1801 SW WANAMAKER RD

SPACE F8

TOPEKA

66604-3804

3066

CORDOVA MALL

5100 N 9TH AVE

SPACE E517

PENSACOLA

32504-8735

3067

SANGERTOWN MALL

1 SANGERTOWN SQUARE

SPACE Q1

NEW HARTFORD

13413-1518

3069

1563 W NEW HAVEN AVE

WEST MELBOURNE

32904-3907

3071

BERKSHIRE MALL

113 BERKSHIRE MALL

PO BOX 113

LANESBORO

01237-9501

3072

GENESEE CROSSING

G-3531 MILLER RD

FLINT

48507-4687

3073

BARTON CREEK SQUARE

2901 S CAPITAL OF TEXAS HWY

SPACE H18 AND 20

AUSTIN

78746-8112

3074

BRISTOL COMMERCE PLAZA

55 COMMERCE PLAZA

BRISTOL

19007-6926

3075

DEERBROOK MALL

20131 HIGHWAY 59 N

SPACE 1022

HUMBLE

77338-2313

3076

FASHION PLACE MALL

6191 S STATE ST STE 135

MURRAY

84107-7267

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3077

FOREST VILLAGE PARK

3351 DONNELL RD

SPACE 409

FORESTVILLE

20747-3208

3078

WASHINGTON CIRCLE

9009 SW HALL BLVD

TIGARD

97223-4432

3079

TEMECULA TOWN CENTER

27536 YNEZ RD

SPACE F1

TEMECULA

92591-4662

3082

CHAMPLAIN CENTRE NORTH

10 SMITHFIELD BLVD

SPACE C-109 AND C-110

PLATTSBURGH

12901-2110

3086

HUDSON VALLEY MALL

1300 ULSTER AVE

SUITE 314

KINGSTON

12401-1501

3087

12736 S ROUTE 59

UNIT 100

PLAINFIELD

60544-0000

3088

DIXIE PLAZA

5352 DIXIE HWY

LOUISVILLE

40216-1564

3089

QUEBEC SQUARE

7607 E 36TH AVE

801

DENVER

80238-2474

3090

VANCOUVER PLAZA

7809 B NE VANCOUVER PLAZA DR

SPACE 240

VANCOUVER

98662-6624

3092

GREAT NORTHERN MALL

4081 ROUTE 31

CLAY

13041-8799

3093

PACIFIC VIEW

3301-1018 E MAIN ST

SUITE 1018

VENTURA

93003-0927

3094

PINE CREEK SC

742 FREEMAN LN

SUITE A

GRASS VALLEY

95949-9640

3095

FALLBROOK TOWN AND COUNTRY

1079 S MISSION RD

FALLBROOK

92028-3221

3096

TREASURE COAST SQUARE

3354 NW FEDERAL HWY

SPACE 3354

JENSEN BEACH

34957-4404

3097

BALDWIN HILLS CRENSHAW PLAZA

3650 MARTIN LUTHER KING BLVD

SUITE 272

LOS ANGELES

90008-1700

3098

SHOPS AT THREE CORNERS

8132 KIRBY DR

HOUSTON

77054-1706

3099

CUPERTINO SQUARE

10123 N WOLFE RD

SPACE 2115

CUPERTINO

95014-2509

3103

SPRINGFIELD PLAZA

6422 SPRINGFIELD PLZ

SPRINGFIELD

22150-3428

3104

SHOPS 1

579 COLEMAN AVE

SUITE 100-110

SAN JOSE

95110-2005

3105

BOISE TOWNE SQUARE

350 N MILWAUKEE ST

SUITE 2028

BOISE

83704-0100

3106

BURLINGAME PLAZA

1847 EL CAMINO REAL

BURLINGAME

94010-3220

3107

SAN JACINTO MALL

SPACE 1594

BAYTOWN

77521-0000

3108

4830 WILSON AVE

SUITE 620

SPACE 438

WYOMING

49418-3137

3109

LA PLAZA MALL

2200 S 10TH ST

SPACE H-03

MCALLEN

78503-5437

3110

SIERRA VISTA MALL

1050 SHAW AVE

SPACE A5

CLOVIS

93612-3922

3111

6779 TAFT ST

HOLLYWOOD

33024-3902

3113

GROVE GATE S/C

2991 SW 32ND AVE

MIAMI

33133-3612

3114

PEACHTREE MALL

3507 MANCHESTER EXPY

SPACE 56

COLUMBUS

31909-6400

3116

WESTFIELD PLAZA

7240 WESTFIELD PLAZA DRIVE

BELLEVILLE

62223-3352

3117

JACKSONVILLE REGIONAL S/C

3000 DUNN AVE

SPACE 8

JACKSONVILLE

32218-4598

3118

NORTHEAST MALL

1101 MELBOURNE RD

SPACE 2014

HURST

76053-6205

3120

LAKE FREDERIC SQUARE

3902 S SEMORAN BLVD

SPACE 32

ORLANDO

32822-4006

3121

54 S 4TH AVE

MOUNT VERNON

10550-3105

3122

NORTHPARK MALL

320 W KIMBERLY RD

SPACE 230

DAVENPORT

52806-5995

3124

CINCINNATI MILLS

1033 CINCINNATI MILLS DRIVE

SPACE 22

CINCINNATI

45240-0000

3125

11220 E JEFFERSON

DETROIT

48214-0000

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3126

COLUMBIA MALL

225 COLUMBIA MALL DR

SPACE 625

BLOOMSBURG

17815-8368

3127

OLIVER CREEK CROSSING

6641 ATLANTA HYW

MONTGOMERY

36117-4233

3131

1281 N MILWAUKEE AVE

CHICAGO

60622-2218

3134

EDMOND PLAZA SC

2000 DANFORTH AVE

SUITE 102

EDMOND

73003-0000

3135

SKILLMAN TOWNE CROSSING

6751 ABRAMS RD STE 100

SUITE 150

DALLAS

75231-7114

3136

1850 MCCULLOUGH BLVD N STE B1

SUITE B1

LAKE HAVASU CITY

86403-5797

3137

EAST HILLS MALL

3000 MALL VIEW RD

SUITE 1001

BAKERSFIELD

93306-3057

3138

SUSQUAHANNA VALLEY MALL

1 SUSQUAHANNA VALLEY MALL

SPACE A7

SELINSGROVE

17870-1245

3140

COLUMBIA CENTER

1321 N COLUMBIA CENTER BLVD

SUITE 451

KENNEWICK

99336-1165

3141

FACTORIA MALL

4025 SE FACTORIA MALL

BELLEVUE

98006-0000

3142

PEMBROKE MALL

4554 VIRGINIA BEACH BLVD

SUITE 120

VIRGINIA BEACH

23462-0000

3144

CRESTVIEW VILLAGE

4742 MANZANITA AVE

CARMICHAEL

95608-0823

3145

COUNTRY CLUB MALL

1262 VOCKE ROAD

SPACE 220

CUMBERLAND

21502-7791

3146

RAYTOWN CROSSING

6721 BLUE RIDGE BLVD

RAYTOWN

64133-5625

3147

SOUTH HILL MALL

3500 S MERIDIAN ST

SUITE 918

PUYALLUP

98373-3722

3148

VONS YUCAIPA COMM. CENTER

34324 YUCAIPA BLVD UNIT A

YUCAIPA

92399-2410

3149

6201 9TH STREET NORTH

SAINT PETERSBURG

33702-6619

3150

PROMENADE SC

1711 NE 163RD ST # 1721

MIAMI

33162-4732

3151

ROLLING OAKS MALL

6909 N LOOP 1604 E

SPACE J14 SUITE 2014

SAN ANTONIO

78247-5317

3152

FIREWHEEL TOWN CENTER

130 CEDAR SAGE DRIVE

GARLAND

75040-0000

3153

SHOPPES AT GREENBUSH

600 N GREENBUSH RD

RENSSELAER

12144-8412

3157

WHITE OAKS MALL

2501 WABASH AVE

SPACE E-1

SPRINGFIELD

62704-4205

3158

RANCHO SIERRA SHOPPING CENTER

4496 N RANCHO DR # E-1

LAS VEGAS

89130-3406

3159

VALLEJO CORNERS

908 ADMIRAL CALLAGHAN LN

VALLEJO

94591-3680

3160

MAXWELL VILLAGE S/C

19191 SONOMA HWY

SPACE 21

SONOMA

95476-5449

3161

SNYDER PLAZA

25 SNYDER AVE

SPACE E-3

PHILADELPHIA

19148-2709

3164

PALMER PARK CENTER

1580 SPACE CENTER DR

SPACE 112

COLORADO SPRINGS

80915-2445

3167

EASTLAKE VILLAGE MARKETPLACE

970 EASTLAKE PARKWAY

SUITE 102

CHULA VISTA

91914-3558

3171

FRESNO FASHION FAIR

713 E SHAW AVE

SPACE G13

FRESNO

93710-7703

3172

800 S EL PASO ST

EL PASO

79901-3245

3173

1504 E FLORENCE AVE

LOS ANGELES

90001-2536

3174

FIESTA MALL

1445 W SOUTHERN AVE

SPACE 1088

MESA

85202-4803

3175

PARK PLAZA MALL

6000 W MARKHAM ST STE 3000

SPACE M2 A

LITTLE ROCK

72205-2877

3177

WAL MART CENTER

7539 WINCHESTER RD

SUITE 101

MEMPHIS

38125-0000

3179

VERMONT SLAUSON SHOPPING CENTER

5844 S VERMONT AVE

LOS ANGELES

90044-3712

3180

TRINITY POINT SC

54 TRINITY POINT DRIVE

SPACE 45

WASHINGTON

15301-2974

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3181

COLONIAL PARK MALL

35 COLONIAL PARK MALL

SPACE 37

HARRISBURG

17109-6220

3182

BRANHAVEN PLAZA

1075 W MAIN ST

BRANFORD

06405-3430

3183

OCOEE COMMONS

10572 W COLONIAL DRIVE

OCOEE

34761-2946

3184

EVERGREEN PLAZA

9500 S WESTERN AVE

SUITE G8

EVERGREEN PARK

60805-2827

3185

NORTH HANOVER MALL

1155 CARLISLE STREET

SPACE 804

HANOVER

17331-1200

3186

ACADIANA MALL

5725 JOHNSTON ST

SPACE F244

LAFAYETTE

70503-5307

3187

MENGER CROSSING SC

1375 SOUTH MAIN STREET

SUITE 225

BOERNE

78006-2845

3188

PARADISE SHOPS AT COCOA

2711 CLEARLAKE RD

SUITE 5

COCOA

32922-0000

3189

WILLOWBROOK MALL

7925 FM 1960 RD W

SPACE 1026

HOUSTON

77070-5723

3190

1749 N MILITARY TRL

WEST PALM BEACH

33409-4769

3191

MANOA SHOPPING CENTER

1331 W CHESTER PIKE

SPACE 19

HAVERTOWN

19083-2925

3192

HICKORY HOLLOW MALL

5252 HICKORY HOLLOW PKY

SPACE 1067

ANTIOCH

37013-3016

3194

VILLAGE SQUARE

1400 W 49TH ST

SPACE 1

HIALEAH

33012-3219

3195

SEARSTOWN S/C

3304 N ROOSEVELT BLVD

KEY WEST

33040-4115

3196

WOODLAND HILLS MALL

7021 S MEMORIAL DR

SPACE 101

TULSA

74133-2049

3197

AUSTIN HIGHWAY RETAIL CENTER

1432 AUSTIN HIGHWAY

SUITE 100

SAN ANTONIO

78209-4338

3198

MARKET SQUARE AT N DE KALB

2050 LAWRENCEVILLE HWY

B 16

DECATUR

30033-4323

3199

HILLTOP NORTH SHOPPING CENTER

751 HILLTOP NORTH SHOPPING CENTER

VIRGINIA BEACH

23451-6198

3206

NORTHWEST MARKET PLACE

13754 NORTHWEST FREEWAY

HOUSTON

77040-5202

3208

CROSSROADS MALL

7000 CROSSROADS BLVD

SPACE J 2062

OKLAHOMA CITY

73149-4226

3209

LAKECREST VILLAGE CENTER

994 FLORIN RD

SACRAMENTO

95831-3515

3210

METROCENTER MALL

1387 METROCENTER # 127

SPACE 87

JACKSON

39209-7520

3212

TUCSON PLACE S/C

485 E WETMORE RD STE 101

TUCSON

85705-1714

3214

301 E BROAD ST

RICHMOND

23219-1737

3215

SOUTHLAND S/C

23000 EUREKA RD

SPACE E-1

TAYLOR

48180-6039

3216

ANNAPOLIS MALL

1630 ANNAPOLIS MALL

ANNAPOLIS

21401-3040

3218

WOODLAND VILLAGE SHOPPING CENTER

2700 WOODLANDS VILLAGE BLVD

SUITE 900

FLAGSTAFF

86001-7114

3219

10100 BEECHNUT DRIVE

SUITE 130

HOUSTON

77072-5000

3220

IVERSON MALL

3863 BRANCH AVE SUITE A

HILLCREST HEIGHTS

20748-1403

3221

NEW TOWNE MALL

400 MILL AVE

SUITE 801

NEW PHILADELPHIA

44663-0000

3222

WALZEM PLAZA

5340 WALZEM RD

SAN ANTONIO

78218-2123

3223

CROSSCREEK PLAZA

1800 SKIBO RD STE 128

FAYETTEVILLE

28303-3280

3224

NORTHGATE SHOPPING CENTER

3771 RAMSEY ST

FAYETTEVILLE

28311-7616

3225

WESTGATE SC

1607 W HENDERSON ST

SUITE P

CLEBURNE

76033-3488

3226

FERN PARK SC

159 E SEMORAN BLVD

SPACE C

FERN PARK

32730-2101

3227

OAKHILL PLAZA SHOPPING CENTER

3055 MECHANICSVILLE TURNPIKE

RICHMOND

23223-1828

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3228

TOWNGATE COMMUNITY CENTER

12625-B9 FREDERICK ST

MORENO VALLEY

92553-5232

3229

GOLDEN TRIANGLE MALL

2201 I 35 EAST

SPACE M2

DENTON

76205-8191

3230

1908 E 1ST ST

PORT ANGELES

98362-4900

3233

ARNOT MALL

3300 CHAMBERS RD

PO BOX 5210

HORSEHEADS

14845-5210

3234

2205 WEST I-20

SUITE 700

GRAND PRAIRIE

75052-0000

3235

4605 WOODROW BEAN TRANSMOUNTAIN

SUITE Q

EL PASO

79924-4400

3236

9901 SAN PABLO AVE

EL CERRITO

94530-3924

3238

MERIDIAN MALL

1982 E GRAND RIVER

SPACE 903

OKEMOS

48864-1736

3239

RIVER MARKETPLACE

4401 AMBASSADOR CAFFERY

SUITE 100

LAFAYETTE

70508-6705

3240

FIESTA CENTER

1611 SPENCER HWY

SUITE F

SOUTH HOUSTON

77587-3714

3241

TIPPECANOE MALL

2415 SAGOMORE PKWY SOUTH

SPACE A07C

LAFAYETTE

47905-5124

3242

HARRISONBURG CROSSING

151 BURGESS RD

SUITE 102

HARRISONBURG

22801-0000

3243

TARGET/RALPHS CENTER

4279 GENESEE AVE

SAN DIEGO

92117-4904

3245

RIVERDALE PLAZA

60 W 225TH STREET

BRONX

10463-7002

3246

WEST HOLLYWOOD GATEWAY

7100 SANTA MONICA BLVD

SUITE 180

LOS ANGELES

90046-5802

3247

SECURITY SQUARE

6901 SECURITY BLVD

SPACE 311

BALTIMORE

21244-2412

3249

CITY PLACE

201 E 5TH STREET

LONG BEACH

90802-2484

3250

CAMARILLO TOWN CENTER

309 W VENTURA BLVD

SPACE M3-A

CAMARILLO

93010-8376

3251

BLOOMFIELD PLAZA

135 BLOOMFIELD AVE SPACE 3

SPACE 3

BLOOMFIELD

07003-5902

3252

THORNCREEK CROSSING

901 E 120TH

SUITE F

THORNTON

80233-5717

3254

SILVER LAKE MALL

200 HANLEY AVE

SPACE C-317

COEUR D ALENE

83815-6703

3255

7555 MACARTHUR PARK

SUITE 110

IRVING

75063-7543

3256

SANTA CLARA SQUARE

45 A DIVISION ST.

EUGENE

97404-2483

3258

MILLCREEK MALL

404 MILLCREEK MALL

SPACE 404

ERIE

16565-0401

3262

KMART/FINAST SC

6571 BROADWAY AVE

CLEVELAND

44105-1307

3263

WALDEN GALLERIA

C202 WALDEN GALLERIA

CHEEKTOWAGA

14225-5410

3265

201 CONVENT AVE

LAREDO

78040-5847

3266

NORTH OAKS SC

4603 FM 1960 RD W

SUITE A

HOUSTON

77069-4603

3268

VALLEY VIEW CENTER

2090 VALLEY VIEW CENTER

SPACE 2090

DALLAS

75240-5255

3269

THE SHOPPES AT NORTH VILLAGE

5201 N BELT HWY

SUITE 117

SAINT JOSEPH

64506-1256

3270

LOMA LINDA SHOPPING CTR

361 W MARIPOSA

SPACE 361 AND 365

NOGALES

85621-1044

3272

KING CITY SHOPPING CENTER

510 CANAL ST

KING CITY

93930-3443

3274

4400 SAN JACINTO ST

HOUSTON

77004-4948

3277

UNION SQUARE MARKETPLACE

1780 DECOTO RD BLDG F

UNION CITY

94587-3524

3278

LARGO MALL

10500 ULMERTON RD

SUITE 272

LARGO

33771-3544

3279

145 JEFFERSON ST

SUITE 600

SAN FRANCISCO

94133-1200

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3281

PARK CITY CENTER

840 PARK CITY CENTER

LANCASTER

17601-2720

3282

BARN PLAZA SC

1745 S EASTON RD

SUITE H4

DOYLESTOWN

18901-0000

3283

207 S MAIN ST

MCALLEN

78501-4842

3284

METRO POINTE CENTER

2210 S KIRKMAN

ORLANDO

32811-7604

3285

LANDMARK CENTER MALL

5801 DUKE ST

STE F128

ALEXANDRIA

22304-3226

3288

TANGLEWOOD MALL

4410 ELECTRIC RD

ROANOKE

24018-2922

3290

900 S BROADWAY

LOS ANGELES

90015-1610

3295

1450 BROADWAY ST

OAKLAND

94612-2821

3296

230 N MESA ST

EL PASO

79901-1306

3298

CITRUS PARK COMMONS

6170 GUNN HIGHTWAY

SPACE 106

TAMPA

33625-4014

3299

1595 W 9000 S

WEST JORDAN

84088-9219

3300

BROADWAY PLAZA

1133 W BERWYN AVE

CHICAGO

60640-2301

3301

UNIVERSITY MALL

7171 N DAVIS HWY

SPACE D-5

PENSACOLA

32504-6337

3302

TARGET CENTER

2139 N TUSTIN ST

ORANGE

92865-3700

3304

LAKEVIEW PLAZA

15762 LA GRANGE RD

SPACE 6

ORLAND PARK

60462-4766

3306

TARGET SC

45 CENTRAL AVE

CLARK

07066-1421

3307

SONTERRA PARK MARKET

1321 NORTH LOOP 1604 EAST

SUITE 109

SAN ANTONIO

78232-1410

3308

HILLCROFT VILLAGE S/C

6700 HILLCROFT ST

HOUSTON

77081-4804

3310

PARKWAY PLAZA MALL

533 PARKWAY PLAZA

SPACE N-35

EL CAJON

92020-2532

3311

RIO HILL CENTER

1832 RIO HILL CTR

SPACE B-5

CHARLOTTESVILLE

22901-1141

3313

CORAL REEF SC

14965 S DIXIE HWY

MIAMI

33176-7929

3314

CHESAPEAKE SQUARE

4200 PORTSMOUTH BLVD

SPACE 260

CHESAPEAKE

23321-2100

3315

GROSSMONT CENTER

5500 GROSSMONT CENTER DR

SUITE 195

LA MESA

91942-3016

3316

PORT CHARLOTTE TOWN CENTER

1441 TAMAIMI TRAIL

SPACE 795

PORT CHARLOTTE

33948-1001

3317

DEERPATH COMMONS SHOPPING CENTER

816 S RAND ROAD SPACE A-17

LAKE ZURICH

60047-2465

3319

ORANGE PLAZA

444 ROUTE 211 E

BOX 10

MIDDLETOWN

10940-2192

3320

CANYON PLAZA SHOPPING CENTER

8345 LAUREL CANYON BLVD # E-22

SUN VALLEY

91352-3809

3326

212 FERRY ST

NEWARK

07105-2773

3328

THE OAKS MALL

6477 W NEWBERRY RD

SPACE C-12

GAINESVILLE

32605-4338

3330

ROYAL EAGLE PLAZA

9176 WILES RD

POMPANO BEACH

33067-1999

3332

COLONIE SQUARE

131 COLONIE CTR

SPACE 102

ALBANY

12205-2751

3333

LAKEWOOD SC

5471 W ATLANTIC BOULEVARD

MARGATE

33063-5210

3335

SAN LUIS OBISPO PROMENADE

487 MADONNA RD

SUITE 1

SAN LUIS OBISPO

93405-6543

3336

294 CHICAGO DR

JENISON

49428-9354

3338

MALL AT YUBA CITY

1201J COLUSA AVE

YUBA CITY

95991-3657

3339

CENTRAL PLAZA

10218 SULLIVAN RD

BATON ROUGE

70818-4305

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3343

PANAMA CITY MALL

2028 N COVE BLVD

SPACE 2028F

PANAMA CITY

32405-5317

3344

NORTH STAR MALL

7400 SAN PEDRO

SP 882

SAN ANTONIO

78216-8319

3345

NORTH RIDGE SHOPPING CENTER

7796 E 37TH AVE

HOBART

46342-2467

3348

THE YARDS PLAZA

4610 S DAMEN AVE

CHICAGO

60609-4043

3350

MALL AT TURTLE CREEK

3000 HIGHLAND AVE

SPACE 515

JONESBORO

72401-6321

3355

BOWERS CORNERS

2801 EL CAMINO REAL

SANTA CLARA

95051-2901

3356

4505 WISCONSIN AVE NW

WASHINGTON

20016-4619

3357

NORTHWEST PLAZA MALL

325 NORTHWEST PLAZA

SAINT ANN

63074-2210

3359

TRI-COUNTY MALL

11700 PRINCETON ROAD

SPACE E6

SPRINGDALE

45246-2535

3362

YORK GALLERIA

2899 WHITEFORD RD

SPACE 202

YORK

17402-8976

3366

STADIUM PLAZA

321 STADIUM PLAZA

SPACE A-4

JERSEY CITY

07305-4877

3367

STRATFORD SQUARE

224 STRATFORD SQUARE

SUITE 5

BLOOMINGDALE

60108-2210

3368

CITY LINE SHOPPING CTR

7628 CITY LINE AVE

PHILADELPHIA

19151-2007

3370

TOWN EAST MALL

1072 TOWN EAST MALL

MESQUITE

75150-4116

3371

FASHION SHOW MALL

3200 LAS VEGAS BLVD SOUTH

SP 2610

LAS VEGAS

89109-0000

3372

SAHARA PAVILLION

2131 S DECATUR BLVD

LAS VEGAS

89102-8590

3373

NORTHTOWNE PLAZA

2842 DEKALB PIKE

NORRISTOWN

19401-1823

3374

CASCADE MALL

335 CASCADE MALL DR

SPACE E7

BURLINGTON

98233-3255

3375

OTTUMWA SHOPPING CENTER

1899 VENTURE DRIVE

SPACE 40

OTTUMWA

52501-3771

3376

2086 WHISKEY RD

AIKEN

29803-6183

3378

GREENSPOINT MALL

113 GREENSPOINT MALL

SPACE T-113

HOUSTON

77060-1809

3381

CORAL SQUARE MALL

9461 A WEST ATLANTIC BLVD

CORAL SPRINGS

33071-0000

3382

INDIAN VILLAGE SHOPPING CENTER

1615 E INDIAN SCHOOL RD STE E

PHOENIX

85016-5931

3383

740 SUITE 5

WEST TELEGRAPH RD

SPACE 168

WASHINGTON

84780-0000

3384

PHILLIPSBURG MALL

1200 US HIGHWAY 22

SPACE 232

PHILLIPSBURG

08865-4111

3386

MID-VALLEY MALL

2010 YAKIMA VALLEY HWY

SPACE G-9

SUNNYSIDE

98944-1288

3387

PARK PINEWAY SHOPPING CENTER

4431 S WHITE MOUNTAIN RD

SUITE C6 AND C7

SHOW LOW

85901-7776

3389

VALLE DEL SOL SC

1625 RIO BRAVO BLVD SW

SUITE 1

ALBUQUERQUE

87105-6057

3390

THE QUAD AT WHITTIER

13522 WHITTIER BLVD

SPACE F4

WHITTIER

90605-1934

3392

639 N MAIN

PO BOX 281

SAN LUIS

85349-0281

3393

EMERALD SQUARE MALL

999 S WASHINGTON ST

SPACE B-300

NORTH ATTLEBORO

02760-3656

3394

INDEPENDENCE MALL

101 INDEPENDENCE MALL RD

SPACE C 101

KINGSTON

02364-2282

3395

8530 N WICHAM RD

100

SUITE 102 AND 103

VIERA

32940-6616

3396

BUENA VISTA PLAZA

100 S ZARZAMORA ST STE 208

SAN ANTONIO

78207-3760

3397

INDIAN MOUND MALL

771 S 30TH ST SPACE #521

HEATH

43056-4204

3398

BIRCHWOOD MALL

4350 24TH AVE STE 116

FORT GRATIOT

48059-3851

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3399

WAYNE TOWNE CENTER

80 RT 23 SOUTH

SPACE 36

WAYNE

07470-3228

3400

EDDYSTONE CROSSING SC

1558 CHESTER PIKE

EDDYSTONE

19022-2005

3401

GREENS CROSSROADS

349 W GREENS RD

HOUSTON

77067-4501

3403

9842 ADAMS

SUITE 101

HUNTINGTON BEACH

92648-4808

3406

COLUMBIANA CENTER

100 COLUMBIANA CIRCLE

STE 1004

COLUMBIA

29212-2234

3408

MERLE HAY MALL

3800 MERLE HAY RD

SUITE 1325

DES MOINES

50310-1338

3411

CROSSROADS MALL

4201 W DIVISION ST

SPACE C-25

SAINT CLOUD

56301-6601

3412

LA HABRA WESTRIDGE PLAZA

1326 SOUTH BEACH BLVD

SUITE C

LA HABRA

90631-6374

3413

CASTLETON SQUARE

6020 E 82ND ST

SPACE 710

INDIANAPOLIS

46250-4746

3414

FESTIVAL AT BEL AIR

5 BEL AIR SOUTH PKWY

SUITE H-805

BEL AIR

21015-0000

3415

MOORE PLAZA

5425 S PADRE ISLAND DR

SPACE 127

CORPUS CHRISTI

78411-5301

3416

ASHLAND TOWN CENTER

500 WINCHESTER AVE STE 660

ASHLAND

41101-7368

3417

MERCANTILE EAST SC

27742 ANTONIO PKWY

SUITE K3

LADERA RANCH

92694-1143

3418

7401 SW 45TH AVE

SUITE 7

SUITES K3 AND K4

AMARILLO

79119-6498

3419

GOLF MILLS MALL

500 GOLF MILLS CTR

SPACE 325

NILES

60714-1223

3420

SOUTHRIDGE MALL

5300 S 76TH ST

SPACE 1100

GREENDALE

53129-1102

3421

REGENCY MALL

5756 DURAND AVE

SPACE 194 AND 196

RACINE

53406-5040

3423

LAKE ELSINORE CITY CENTER

31660 GRAPE ST

SUITE C

LAKE ELSINORE

92532-9703

3424

THE AVENUES MALL

10300 SOUTHSIDE BLVD

SPACE #135

JACKSONVILLE

32256-0770

3425

INDIAN HEAD PLAZA

1256 INDIAN HEAD RD

TOMS RIVER

08755-4075

3426

ENFIELD SQUARE

90 ELM ST

SPACE 61

ENFIELD

06082-3770

3429

FALCON RIDGE TOWN CENTER

15268 SUMMIT AVE

SUITE 100 B-1

FONTANA

92336-5489

3431

FREEHOLD RACEWAY MALL

3710 US HWY 9

BOX 2812

FREEHOLD

07728-4801

3432

2155 86TH ST

BROOKLYN

11214-3205

3433

ST CHARLES TOWNE CENTER

11110 MALL CIRCLE SUITE 2003

PO BOX 6191

WALDORF

20603-4803

3434

ST LAWRENCE CENTRE

6023 ST LAWRENCE CENTRE

SUITE 312

MASSENA

13662-3213

3435

COTTONWOOD PLAZA

1100 S HIGHWAY 260

SPACE D-15 AND 16

COTTONWOOD

86326-4640

3436

FOX RUN SHOPPING CENTER

829 SOLOMONS ISLAND ROAD

PRINCE FREDERICK

20678-3912

3438

BARNES CROSSING

1001 BARNES CROSSING RD

SUITE 53

TUPELO

38804-0916

3439

HAMPSHIRE MALL

367 RUSSELL ST

SPACE A08

HADLEY

01035-9456

3440

PAVILLION AT BUCKLAND HILLS MALL

194 BUCKLAND HILLS DR STE 1194

MANCHESTER

06040-8750

3441

730 MARKET ST

FARMINGTON

63640-1951

3442

CROSSROADS AT SANTA MARIA

2162 S BRADLEY RD

SANTA MARIA

93455-1346

3443

BIG H SHOPPING CENTER

823 NE YORK AVENUE

SUITE 50

HUNTINGTON

11743-4412

3444

THE MARKET PLACE

13234 JAMBOREE RD

SPACE 105

IRVINE

92602-0000

3447

SOMERS POINT SC

276 NEW ROAD

SPACE 21

SOMERS POINT

08244-2177

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3448

OVERLAKE FASHION PLAZA

2130 148TH AVE NE

REDMOND

98052-5534

3449

STONEWOODCENTER MALL

428 STONEWOOD

DOWNEY

90241-3900

3450

NORTH POINT PLAZA

107 LAKE BLVD

REDDING

96003-2508

3451

795 E SAN YSIDRO BLVD

SUITE 1

SAN YSIDRO

92173-3114

3452

MONTGOMERY SQUARE SC

165 WITCHWOOD DR

NORTH WALES

19454-1833

3453

PLEASANT HILL SC

552 CONTRA COSTA BLVD

PLEASANT HILL

94523-1238

3454

DELWOOD SHOPPING CENTER

3909 I-35 N SPACE

SPACE D 6

AUSTIN

78722-0000

3456

PARKDALE MALL

6155 PARKDALE MALL

MAILBOX 693

BEAUMONT

77706-6700

3457

PIEDMONT MALL

325 PIEDMONT DR

DANVILLE

24540-4028

3458

GATEWAY MALL

3000 GATEWAY

SPACE 510

SPRINGFIELD

97477-1033

3459

BERRY HILL S/C

19017 S BEAVERCREEK RD

OREGON CITY

97045-9537

3460

BROOK CORNER SC

3207 SE MILITARY DRIVE

SUITE 101

SAN ANTONIO

78223-3876

3461

3012 11TH ST

HUNTSVILLE

77340-3518

3462

SUPERSTITION SPRINGS

6555 E SOUTHERN AVE

SUITE 1208

MESA

85206-3718

3463

CAROUSEL CENTER

9538 CAROUSEL CTR

SYRACUSE

13290-9501

3465

STRATFORD SQUARE

411 BARNUM AVENUE CUTOFF

STRATFORD

06614-5100

3466

BIRD 107 PLAZA

10615 SW 40TH ST

MIAMI

33165-3612

3467

WATERS AVENUE SC

7021 W WATERS AVE

TAMPA

33634-2203

3468

SHOPS AT TECH RIDGE

12901 N I 35 SERVICE RD NB

SUITE 120

AUSTIN

78753-0000

3470

RIVERVIEW PLAZA S/C

3334 N WESTERN AVE

CHICAGO

60618-6213

3471

NORTHWOODS MALL

2150 NORTHWOODS BLVD

SPACE 812

CHARLESTON

29406-0000

3472

9730 DORCHESTER RD

SUITE 101-102

SUMMERVILLE

29485-0000

3473

IMPERIAL MALL S/C

3595 S FLORIDA AVE

LAKELAND

33803-4860

3474

ROSLINDALE SHOPPING CENTER

960 AMERICAN LEGION HIGHWAY

ROSLINDALE

02131-4701

3478

WOBURN MALL

300 MISHAWUM RD

WOBURN

01801-6817

3479

FRAMINGHAM MALL

400 COCHITUATE RD

FRAMINGHAM

01701-4655

3480

MILFORD PLAZA

91 MEDWAY ST UNIT 7

MILFORD

01757-2915

3481

TWIN CITY PLAZA

865 MERRIAM AVE

LEOMINSTER

01453-1230

3483

PADUCAH TOWNE CENTER

3216 IRVIN COBB DR

PADUCAH

42003-0336

3485

MONTGOMERY PLAZA

5011 MONTGOMERY BLVD NE

SUITE A

ALBUQUERQUE

87109-1350

3486

LAKEWOOD MALL

3315 6TH AVE SE

ABERDEEN

57401-5531

3487

MALL OF ST MATTHEWS

5000 SHELBYVILLE RD

SUITE 1153

LOUISVILLE

40207-0000

3488

CROSS KEYS COMMONS

3501 RT 42

SPACE E-9

TURNERSVILLE

08012-1752

3489

LINCOLNWOOD TOWN CENTER

3333 W TOUHY AVE

SPACE 1-12

LINCOLNWOOD

60712-2721

3490

SHORE MALL

6725 BLACK HORSE PIKE

SPACE J7

EGG HARBOR TOWNSHIP

08234-3904

3491

OXFORD VALLEY MALL

2300 E LINCOLN HWY

LANGHORNE

19047-1824

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3492

WESTLAND MALL

35000 WARREN RD

SPACE B2

WESTLAND

48185-6223

3493

COLUMBIA MALL

2800 S COLUMBIA RD

BOX 85

GRAND FORKS

58201-6030

3497

MARKET SQUARE

700 SLEATER KINNEY RD SE

SPACE I-9

LACEY

98503-1150

3498

HARRISBURG MALL

3421 HARRISBURG MALL

HARRISBURG

17111-1208

3499

WESTFIELD MERIDEN MALL

470 LEWIS AVENUE

SUITE 1010

MERIDEN

06451-0000

3500

MONTGOMERY MALL

163 MONTGOMERY MALL

NORTH WALES

19454-3910

3501

WEST VOLUSIA TOWNE CENTRE

985 HARLEY STRICTLAND BLVD

SUITE 300

ORANGE CITY

32763-0000

3502

1158 E ELIZABETH ST

BROWNSVILLE

78520-5024

3504

32ND AND MCDOWELL SC

3243 E MCDOWELL RD

PHOENIX

85008-3841

3506

LLOYD CENTER

978 LLOYD CTR

PORTLAND

97232-1263

3509

2916 GRANT LINE RD

UNIT 254

NEW ALBANY

47150-0000

3510

292 1ST AVE

NEW YORK

10009-1850

3512

3001 34TH ST N

SAINT PETERSBURG

33713-2401

3513

FAIRLANE GREEN SHOPPING CENTER

3280 FAIRLANE DR

ALLEN PARK

48101-2871

3514

FOOTHILLS CENTER

4645 E CHANDLER BLVD

SUITE 100

PHOENIX

85048-0424

3515

CONESTOGA MALL

3404 W 13TH ST SPACE A-9

GRAND ISLAND

68803-2389

3518

CITY PLACE MALL

8661 COLESVILLE RD

SUITE B133

SILVER SPRING

20910-3932

3520

SUN LAKES VILLAGE

300 S HIGHLAND SPRINGS AVE

SUITE 2E

BANNING

92220-6504

3522

4705 INDIANAPOLIS BLVD

EAST CHICAGO

46312-3327

3523

BJ PLAZA

3457 N UNIVERSITY DR

#59 BUILDING 2

FORT LAUDERDALE

33351-6754

3524

100 SOLEDAD

SUITE 100

SAN ANTONIO

78205-2207

3526

CAPITAL CENTER

50 E STATE ST

TRENTON

08608-1715

3529

144 BROOKSIDE AVENUE

SPACE 7

CHESTER

10918-1429

3530

TACOMA MALL

4502 S STEELE ST

SPACE 1147

TACOMA

98409-7247

3531

CENTER OF WINTER PARK

501 N ORLANDO AVE STE 229

WINTER PARK

32789-2947

3533

FAMILY CENTER AT RIVERDALE

1090 W RIVERDALE RD

RIVERDALE

84405-3721

3534

2863 N LAKE BLVD

LAKE PARK

33403-1959

3536

SAVANNAH MALL

14045 ABERCORN ST # 2504

BOX 122

SAVANNAH

31419-1957

3537

RIVERDALE CROSSING SHOPPING CENTER

12940 RIVERDALE DR NW STE 800

COON RAPIDS

55448-8405

3538

1101 3RD ST SW

WINTER HAVEN

33880-3910

3539

1519 NW LOUISIANA AVE

SPACE 120

CHEHALIS

98532-1748

3540

NORTHTOWN PLAZA

5556 NORTH FWY

HOUSTON

77076-4702

3541

60 E 42ND ST

NEW YORK

10165-0000

3542

TARGET CENTER

6423 VINELAND AVE # 27

NORTH HOLLYWOOD

91606-2712

3544

13 N STATE ST

CHICAGO

60602-3200

3546

TYSON CROSSINGS

8353 LEESBURG PIKE

VIENNA

22182-2407

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3547

OLDEN PLAZA

1626 N OLDEN AVE # 1639

TRENTON

08638-3211

3549

111 SALE BARN RD

SUITE 9

STORM LAKE

50588-0000

3550

GRANITE RUN MALL

1067 W BALTIMORE PIKE

MEDIA

19063-5121

3554

WILTON MALL

3065 ROUTE 50

SARATOGA SPRINGS

12866-2960

3555

CENTRE AT SALISBURY

2300 N SALISBURY BLVD

SPACE K-114

SALISBURY

21801-7832

3557

MORGANTOWN MALL

9213 MALL RD

MORGANTOWN

26501-8401

3559

NORTHFIELD SQUARE SHOPPING CENTER

1600 N STATE ROUTE 50

SUITE 602

BOURBONNAIS

60914-4894

3561

WEST VOLUSIA SHOPPING CENTER

2621 S WOODLAND BLVD

DELAND

32720-8667

3562

TOWN EAST MALL OUTPARCEL

1638 N TOWN EAST BLVD

SUITE 126

MESQUITE

75150-5738

3563

FESTIVAL AT HYANNIS

1070 IYANOUGH RD

HYANNIS

02601-1871

3564

LEAGUE CITY MARKETPLACE

2950A GULF FWY SOUTH

LEAGUE CITY

77573-6751

3566

BLOOMINGDALE COURT

316 W ARMY TRAIL RD # 100

SUITE D15

BLOOMINGDALE

60108-2300

3567

NORTHPOINTE PLAZA

9762 N NEWPORT HWY

SPOKANE

99218-1249

3569

21 GRAHAM AVE

BROOKLYN

11206-4008

3575

TANGER OUTLET MALL

303 TANGER MALL DR

RIVERHEAD

11901-0000

3577

COLORADO MILLS

14500 W COLFAX AVE

SP 527

LAKEWOOD

80401-3221

3578

CHESTERFIELD TOWNE CENTER

11500 MIDLOTHIAN TPKE

RICHMOND

23235-4761

3579

NORTHGATE MALL

9511 COLERAIN AVE

CINCINNATI

45251-2003

3581

GREECE RIDGE CENTER MALL

316 GREECE RIDGE CENTER DR

ROCHESTER

14626-2819

3586

RED BUD CENTER

2409 W KENOSHA

SUITE 113

BROKEN ARROW

74012-8964

3587

RIVER CITY SHOPPING CENTER

104 RIVER ST

WALTHAM

02453-8306

3588

819 N 666 HIGHWAY

GALLUP

87301-5389

3589

GOVERNERS PLAZA SHOPPING CENTER

9110 UNION CEMETERY RD

CINCINNATI

45249-2006

3591

TRI-CITY PLAZA

35 TALCOTVILLE RD

VERNON

06066-5261

3592

PROSPECT AVENUE PLAZA

30 KANE ST

WEST HARTFORD

06119-2109

3593

EASTERN SC

3202 US HIGHWAY 10 E

MOORHEAD

56560-2524

3594

CRYSTAL RIVER MALL

1801 NW US HIGHWAY 19 STE 381

CRYSTAL RIVER

34428-6191

3601

208 W 125TH ST

NEW YORK

10027-4410

3603

3311 N MILWAUKEE AVE

CHICAGO

60641-4003

3604

HANFORD SC

180 N 12TH AVE

109

HANFORD

93230-5983

3605

1628 DEL PRADO BLVD S

CAPE CORAL

33990-3743

3606

WALPOLE MALL

90 PROVIDENCE HWY

SUITE 12

EAST WALPOLE

02032-1520

3607

N96W18453 COUNTY LINE RD

MENOMONEE FALLS

53051-7101

3609

DELRAY TOWN CENTER

4801 LINTON BLVD

DELRAY BEACH

33445-6503

3612

BAY CITY MALL

4101 WILDER RD STE C333

BAY CITY

48706-2268

3613

SOUTH BEACH REGIONAL SHOPPING CENTER

3846 S 3RD STREET SPACE #36

JACKSONVILLE

32250-5824

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3616

3819 E FOOTHILL BLVD #23

PASADENA

91107-2204

3617

NORTHWEST ARKANSAS MALL

4201 N SHILOH DR

FAYETTEVILLE

72703-5197

3618

NORTHWOOD SC

1227 BRUCE B DOWNS BLVD

WESLEY CHAPEL

33543-0000

3619

IRONWOOD SQUARE

226 W IRONWOOD DR STE 3

COEUR D ALENE

83814-2678

3620

WESTBROOK SHOPPING CENTER

2140 E MORELAND BLVD

WAUKESHA

53186-4021

3621

MEDFORD CENTER OUTLET

6750 W FRONTAGE ROAD

STE 351

MEDFORD

55049-0000

3622

GALLERY AT MARKET EAST

901 MARKET ST

SUITE 60

PHILADELPHIA

19107-3009

3623

MONROEVILLE MALL

104 MONROEVILLE MALL RD

SUITE A

MONROEVILLE

15146-2224

3624

ORANGE MEADOWS SC

550 BOSTON POST RD

SPACE 4

ORANGE

06477-0000

3625

874 FLATBUSH AVE

BROOKLYN

11226-3102

3627

379 KNICKERBOCKER AVE

BROOKLYN

11237-3701

3629

CAPITOLA MALL

1855 41ST AVE

SPACE D5 F11

CAPITOLA

95010-2511

3631

LAUREL SQUARE

1930 ROUTE 88

BRICK

08724-3153

3632

ARROWHEAD POINT

701 N COMMERCIAL ST

SUITE 15

HARRISBURG

62946-3328

3634

SOUTHPARK MALL

4500 16TH ST

SPACE 328

MOLINE

61265-7078

3635

COUNTRYSIDE MALL

27001 US 19 NORTH

SUITE 2070

CLEARWATER

33761-3413

3637

209 E FORDHAM RD

BRONX

10458-5014

3638

VILLAGE CROSSING

5553 TOUHY AVE

SKOKIE

60077-3235

3640

CIELO VISTA MALL

8600 GATEWAY BLVD W

EL PASO

79925-5624

3641

FRANKLIN MILLS MALL

1289 FRANKLIN MILL CIRCLE

PHILADELPHIA

19154-3129

3642

16211 JAMAICA AVE

JAMAICA

11432-4909

3645

MCALLEN SHOPPING CENTER

7400 N 10TH ST

SUITE 1

MCALLEN

78504-7700

3646

2184 WHITE PLAINS RD

BRONX

10462-0000

3648

NATIONAL CITY PLAZA

2 NORTH EUCLID SPACE A

NATIONAL CITY

91950-1934

3649

HOOKSET CROSSING

210 QUALITY DRIVE SUITE D3

HOOKSETT

03106-2637

3650

PALM VALLEY PAVILLIONS

1428 N LITCHFIELD RD

SPACE E4

GOODYEAR

85338-0000

3652

1552-54 WESTCHESTER AVE

BRONX

10472-2919

3655

FLAGLER PARK PLAZA

8297 W FLAGLER ST

MIAMI

33144-2070

3656

PASEO DEL NORTE SC

9301 COORS BLVD NW

SUITE B-1

ALBUQUERQUE

87114-4005

3657

K-MART SHOPPING CENTER

5567 OVERSEAS HWY

MARATHON

33050-2712

3658

STARKVILLE CROSSING

812 HIGHWAY 12

STARKVILLE

39759-3580

3659

832 S STATE ST

CLARKSDALE

38614-4804

3660

HANOVER SQUARE

7378 BELL CREEK RD

SPACE B5-B6

MECHANICSVILLE

23111-3545

3661

WATERBURY PLAZA

232 CHASE AVE

WATERBURY

06704-2237

3662

8811 SW 107TH AVE

MIAMI

33176-1411

3663

REGENCY COMMONS SC

651 COMMERCE CENTER DR

UNIT 515

JACKSONVILLE

32225-7210

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3664

UPHAMS CORNER

786 DUDLEY ST

DORCHESTER

02125-2276

3665

CAMBRIDGE GALLERIA

100 CAMBRIDGE PLACE

SUITE W109

CAMBRIDGE

02142-0000

3667

1243 FULTON ST

BROOKLYN

11216-2004

3669

KENDALL VILLAGE CENTER

8665 SW 124TH AVE

MIAMI

33186-0000

3670

12460 BISCAYNE BLVD # 90

MIAMI

33181-2521

3672

COLONIAL MALL OF AUBURN-OPELIKA

1627 OPELIKA RD

SUITE 11

AUBURN

36830-2871

3674

WESTGATE SHOPPING CENTER

400 LOWELL AVE SUITE 4

HAVERHILL

01832-3661

3675

NORTH RIVERSIDE PARK MALL

7501 W CERMAK RD

NORTH RIVERSIDE

60546-1461

3676

PARADISE VALLEY MALL

4550 E CACTUS RD

SUITE 330

PHOENIX

85032-7728

3677

VALLEY PARK CENTRE

3091 E MAIN ST

RUSSELLVILLE

72802-9643

3678

ITC CROSSING

30 INTERNATIONAL DRIVE

SPACE E3

FLANDERS

07836-4107

3679

BRUNKER PLAZA

1929 TURNBULL AVE

BRONX

10473-2516

3680

950 S GENERAL MCMULLEN DR

SAN ANTONIO

78237-3135

3681

RIMROCK MALL

300 S 24TH ST W

BILLINGS

59102-5650

3684

CRANBROOK VILLAGE SC

930 WEST EISHENHOWER

ANN ARBOR

48103-6448

3685

510 FULTON ST

BROOKLYN

11201-5307

3686

LEDGEWOOD MALL

461 STATE ROUTE 10

SUITE 8

LEDGEWOOD

07852-9638

3687

2840 HWY 95

SUITE 410

SPACE 312

BULLHEAD CITY

86442-0000

3688

ERIE MARKET PLACE

6714 PEACH ST

ERIE

16509-7712

3689

UNION PLAZA SHOPPING CENTER

2401 RT 22

UNION

07083-8514

3690

TORRINGTON DOWNTOWN SC

47 S MAIN ST # 48

TORRINGTON

06790-6430

3692

SOUTHPORT SHOPPING CENTER

15050 CEDAR AVE SOUTH

SPACE 119

APPLE VALLEY

55124-7045

3693

OMACHE SHOPPING CENTER

606 OMACHE DRIVE # F

OMAK

98841-9692

3694

2041 NW TOPEKA BLVD

TOPEKA

66608-1828

3697

SERRAMONTE CENTER

127 F SERRAMONTE CENTER SPACE 652

DALY CITY

94015-2349

3698

MERRITT SQUARE MALL

777 E MERRITT ISLAND CSWY

MERRITT ISLAND

32952-3588

3700

NORTHWOOD PLAZA

6103 STELLHORN RD

FORT WAYNE

46815-5357

3701

SIKES CENTER MALL

3111 MIDWESTERN PARKWAY #356

WICHITA FALLS

76308-2837

3702

MONTGOMERY VILLAGE

9659 LOST KNIFE RD

GAITHERSBURG

20877-2620

3705

MADISON PLACE

32107 JOHN R RD

MADISON HEIGHTS

48071-4722

3706

ALPENA MALL

2352 US 23 SOUTH

SPACE 350

ALPENA

49707-4546

3708

PLAZA VISTA MALL

629 NO HWY 90 SUITE 1

SIERRA VISTA

85635-2257

3710

SUNRISE MALL

2170 SUNRISE MALL

MASSAPEQUA

11758-4327

3711

PALO VERDE VILLAGE SC

2850 S PACIFIC AVE

SPACE F6

YUMA

85365-3513

3713

CENTRAL VALLEY PLAZA

2225 PLAZA PKY STE K1

MODESTO

95350-6220

3714

GREAT NORTHEAST PLAZA

7300 BUSTLETON AVE

SPACE 211

PHILADELPHIA

19152-4311

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3715

WESTOVER PLACE SHOPPING CENTER

8219 STATE HIGHWAY 151

SUITE 128

SAN ANTONIO

78245-2193

3716

REDHAWK TOWN CENTER

32155 HWY 79

SUITE E3

TEMECULA

92592-9509

3717

OLYMPIC TOWER BLDG

1529 3RD AVE

SEATTLE

98101-1611

3719

484 NORTH 950 WEST

SPACE A

AMERICAN FORK

84003-0000

3720

SAWGRASS MILLS

12801 W SUNRISE BLVD

SPACE 333

SUNRISE

33323-4003

3721

DEMBIGH VILLAGE

14346 WARWICK BLVD

SPACE 430

NEWPORT NEWS

23602-3814

3722

THE HUB AT HEMPSTEAD SHOPPING CENTER

144 FULTON AVE

HEMPSTEAD

11550-3708

3723

GALLERIA AT PITTSBURGH MILLS

536 PITTSBURGH MILLS CIRCLE

TARENTUM

15084-3832

3725

KINGS CANYON PAVILION

4975 E KINGS CANYON RD

FRESNO

93727-3812

3726

FIVE TOWNS SHOPPING CENTER

25301 ROCKAWAY BLVD

SUITE 13

ROSEDALE

11422-3132

3729

TOWN AND COUNTRY SHOPPING CENTER

1835 S UNIVERSITY DR

FORT LAUDERDALE

33324-5805

3731

500 S EL PASO ST

EL PASO

79901-2728

3732

THE CROSSROADS SHOPPING CENTER

1525 US HWY 41

SUITE C-34

SCHERERVILLE

46375-1395

3733

8455 CRESTWAY DR

SPACE 101

CONVERSE

78109-0000

3734

LEVITTOWN SHOPPING CENTER

2997 HEMPSTEAD TPKE

LEVITTOWN

11756-1330

3735

CENTEREACH MALL SPACE 45A

15 CENTEREACH MALL

SPACE 45-A

CENTEREACH

11720-2712

3737

WEST ACRES MALL

3902 13TH AVE S

SUITE 646

FARGO

58103-3371

3738

CHARLESTON COMMONS

89 N NELLIS BLVD

LAS VEGAS

89110-5330

3741

BAYBROOK MALL

1056 BAYBROOK MALL

FRIENDSWOOD

77546-2744

3743

DEPTFORD MALL

1750 DEPTFORD CENTER RD

SPACE 2A1

DEPTFORD

08096-5218

3744

QUEENS PLAZA

837 QUEEN ST

SOUTHINGTON

06489-1507

3745

10798 S POST OAK RD

HOUSTON

77035-3334

3747

MELBOURNE SQUARE MALL

1700 W NEW HAVEN AVE

WEST MELBOURNE

32904-3910

3750

CODDINGTOWN MALL

250 CODDINGTOWN CENTER

SANTA ROSA

95401-0000

3751

BISCAYNE PLAZA SHOPPING CENTER

7960 BISCAYNE BLVD

MIAMI

33138-4619

3752

1023 HANES MALL BLVD

WINSTON SALEM

27103-1310

3753

1340 E ELIZABETH ST

BROWNSVILLE

78520-5028

3754

793 MANHATTAN AVE

BROOKLYN

11222-2710

3756

MEDWICK MARKETPLACE

1097 N COURT ST

MEDINA

44256-1566

3757

SUGAR HOUSE

2274 S 1300 E STE G1

SALT LAKE CITY

84106-2882

3758

K MART SHOPPING CENTER

2061 S US 1

FORT PIERCE

34950-5149

3761

SCOTTSDALE PAVILIONS

8940 E INDIAN BEND RD

SPACE B4 AND B5

SCOTTSDALE

85250-8507

3764

SOUTHLAKE MALL

2101 SOUTHLAKE MALL

SPACE DU836

MERRILLVILLE

46410-6438

3765

HIGHLANDS OF FLOWER MOUND

6101 LONG PRAIRIE RD

SUITE 100

FLOWER MOUND

75028-0000

3766

CENTURY PLAZA

164 CENTURY PLAZA SPACE EL-07

BIRMINGHAM

35210-1801

3771

1124 MCRAE BLVD

EL PASO

79925-7624

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3772

JACKSON CROSSING

1216 JACKSON CROSSING SPACE D-47

JACKSON

49202-2042

3773

SOUTHTOWN CENTER

4346 SCATTERFIELD RD

ANDERSON

46013-2631

3774

ATACOSCA MARKET

2087 W OAKLAWN

SUITE 206

PLEASANTON

78064-4608

3775

2546 DAWSON RD

ALBANY

31707-2316

3777

11400 W MARKHAM ST

LITTLE ROCK

72211-2890

3778

WHITE MARSH MALL

8200 PERRY HALL BLVD

BALTIMORE

21236-4901

3779

HILLTOP MALL

1319 HILLTOP MALL RD

RICHMOND

94806-1912

3780

1020 N BELL BLVD

CEDAR PARK

78613-0000

3782

PALMER PARK MALL

149 PALMER PARK MALL

SPACE 4C

EASTON

18045-0000

3783

JEFFERSON MALL

4801 OUTER LOOP

SUITE D-612

LOUISVILLE

40219-0000

3784

ISLANDIA SHOPPING CENTER

1794 VETERANS MEMORIAL HWY

ISLANDIA

11749-1548

3785

NORTHTOWN MALL

4750 N DIVISION ST

SUITE 138

SPOKANE

99207-1441

3787

CHESTERFIELD CROSSING

11357 MIDLOTHIAN TURNPIKE

RICHMOND

23235-4715

3788

EAST BROOK MALL

95 STORRS ROAD SPACE #13

WILLIMANTIC

06226-4012

3789

SPRINGFIELD PLAZA

1327 LIBERTY ST

SPRINGFIELD

01104-1170

3790

574 BLOOMFIELD AVE

BLOOMFIELD

07003-3302

3793

801 S 10TH ST

MCALLEN

78501-5048

3794

COCHRAN PLAZA

144 COCHRANE PLZ

MORGAN HILL

95037-2812

3795

MARTINSBURG MALL

800 FOX CROFT AVE RM

ROOM 202

MARTINSBURG

25401-1829

3797

WOODBRIDGE CENTER MALL

102 WOODBRIDGE CENTER DR

WOODBRIDGE

07095-1124

3799

349 GEORGE ST

NEW BRUNSWICK

08901-2012

3800

JORDAN LANE SHOPPING CENTER

1380 BERLIN TPKE

WETHERSFIELD

06109-1010

3801

3643 S DALE MABRY HWY

TAMPA

33629-8608

3802

1167 LIBERTY AVE

BROOKLYN

11208-3331

3804

805 COLLEGE BLVD STE 101

OCEANSIDE

92057-6258

3805

GALLERIA AT TYLER

1357 GALLERIA AT TYLER # E-22

RIVERSIDE

92503-4141

3806

HULEN MALL

4800 S HULEN ST STE 102

FORT WORTH

76132-1400

3807

KMART SHOPPING CENTER

2100 GULF TO BAY BLVD

CLEARWATER

33765-3916

3808

ECHELON MALL

2035 ECHELON MALL

VOORHEES

08043-1943

3810

FACTORY OUTLET MALL

1950 MILITARY RD

NIAGARA FALLS

14304-1737

3812

5707-09 MYRTLE AVE

RIDGEWOOD

11385-4933

3813

BOULEVARD PLAZA SC

11000 ROOSEVELT BLVD

SUITE C11

PHILADELPHIA

19115-0000

3815

PREMIER LANDING SC

255 PREMIER BLVD

ROANOKE RAPIDS

27870-0000

3816

HARDEN RANCH PLAZA

1648 N MAIN ST

SALINAS

93906-5102

3818

100 W MAIN ST

EAGLE PASS

78852-4551

3819

456 HEMPSTEAD TPKE

WEST HEMPSTEAD

11552-1305

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3820

K-MART PLAZA

1549 HILLMAN ST

TULARE

93274-1632

3821

NORTHWEST PROMENADE

8430 ROSEDALE HIGHWAY

UNIT 7

BAKERSFIELD

93312-2621

3822

DELLVIEW MARKETPLACE

1803 VANCE JACKSON BLDG 4

SUITE 408

SAN ANTONIO

78213-0000

3823

OAKDALE MALL

2A OAKDALE MALL

JOHNSON CITY

13790-2280

3824

TROPICANA CENTRE

3175 E TROPICANA AVE # A

LAS VEGAS

89121-7352

3825

HYLAN SHOPPING CENTER

2600 HYLAN BLVD

SPACE V

STATEN ISLAND

10306-4336

3827

SANTA ROSA VALUE CENTER

711 STONY POINT RD

SANTA ROSA

95407-6848

3828

8110 CAMP CREEK BLVD

SUITE 119

OLIVE BRANCH

38654-1613

3830

BURLINGTON CENTER MALL

2501 BURLINGTON MOUNT HOLLY RD

BURLINGTON

08016-4802

3831

EASTWAY CROSSING

3124 EASTWAY DR

SUITE 620

CHARLOTTE

28205-5664

3834

COLONIAL SHOPPING CENTER

2836 PINE GROVE AVE

PORT HURON

48060-1971

3835

1047 SOUTHERN BLVD

BRONX

10459-3427

3836

CHANTILLY CROSSING

14403 CHANTILLY CROSSING LANE

CHANTILLY

20151-2116

3837

RED MILL COMMONS

1169 NIMMO PARKWAY 214

VIRGINIA BEACH

23456-7730

3838

KALISPELL CENTER MALL

20 N MAIN ST

KALISPELL

59901-4080

3839

K MART SHOPPING CENTER

111 SOUTH MAAG AVE

STE M

OAKDALE

95361-7604

3842

817 E TREMONT AVE

BRONX

10460-4108

3843

MCCAIN MALL

3929 MCCAIN SPACE I-5

NORTH LITTLE ROCK

72116-8088

3845

COLUMBIA MALL

7210 TWO NOTCH RD

SUITE 308

COLUMBIA

29223-7533

3846

4395 BOCA SQUARE

21661 STATE ROAD 7

BOCA RATON

33428-1812

3847

HARRISVILLE SHOPPING CENTER

486 NORTH 325 EAST

HARRISVILLE

84404-0000

3849

ELMWOOD PARK SHOPPING CENTER

100 BROADWAY

ELMWOOD PARK

07407-3043

3850

CHARLESTOWNE CENTRE

3800 E MAIN ST SPACE G205A

SAINT CHARLES

60174-2480

3852

VALLEY VIEW MALL

3800 STATE ROAD 16

SPACE 159

LA CROSSE

54601-1898

3853

GRAND AVENUE MALL

275 W WISCONSIN AVE

SPACE 2015

MILWAUKEE

53203-3318

3854

RICHARDSON HEIGHTS VILLAGE

104 RICHARDSON HEIGHTS CTR

RICHARDSON

75080-6304

3855

94 CROSSING SC

6167 MID RIVERS MALL DR

SAINT PETERS

63304-1105

3856

CHRIS-TOWN MALL

1623 W BETHANY HOME RD

PHOENIX

85015-2519

3857

WILKINSON CROSSING

3210 WILKINSON BLVD

SUITE B1

CHARLOTTE

28208-0000

3858

OGLETHORPE MALL

7804 ABERCORN EXT UNIT 36

SAVANNAH

31406-3502

3859

FASHION SQUARE MALL

4901 FASHION SQUARE MALL UNIT D400

SAGINAW

48604-2707

3860

RIVER HILLS MALL

1850 ADAMS ST STE 132

MANKATO

56001-4846

3861

ASHEVILLE MALL

3 SOUTH TUNNEL ROAD

SUITE 205

ASHEVILLE

28805-2221

3863

CARY TOWNE VILLAGE

1105 WALNUT ST

CARY

27511-4762

3865

CARROLLWOOD COMMONS

15166 N DALE MABRY HWY

TAMPA

33618-1817

3866

SELDEN PLAZA

269 MIDDLE COUNTRY RD

SELDEN

11784-2565

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3867

472 5TH AVE

BROOKLYN

11215-4004

3868

ILLINOIS CENTRE

3000 W DEYOUNG ST # 434

MARION

62959-4893

3871

GURNEE MILLS MALL

6170 GRAND AVE STE 139

GURNEE

60031-4539

3872

PINE RIDGE SQUARE

1405 W MAIN ST # 2

GAYLORD

49735-8946

3873

SEACOAST SHOPPING CENTER

270 LAFAYETTE RD UNIT 7

SEABROOK

03874-4541

3874

RANDHURST MALL

999 N ELMHURST RD

SUITE 2295

MOUNT PROSPECT

60056-1143

3875

WHEELER ROAD SHOPPING CENTER

6 WHEELER RD

CENTRAL ISLIP

11722-2128

3876

EAST TOWNE MALL

38 E TOWNE MALL

SPACE E536

MADISON

53704-0000

3878

TATUM POINT SHOPPING CENTER

4727 E BELL RD STE 1

PHOENIX

85032-2310

3880

PASEO DEL PRADO

1199 W FLAGLER ST

MIAMI

33130-1055

3881

IVES PLAZA

19946 NW 2ND AVE

MIAMI

33169-2904

3882

REGENCY SQUARE MALL

9501 ARLINGTON EXPWY

SUITE 770

JACKSONVILLE

32225-8200

3884

JAMAICA PLAIN PLAZA

315 CENTRE ST

UNIT #10

JAMAICA PLAIN

02130-1414

3885

FONTANA PLAZA

17151 FOOTHILL BLVD SUITE M

FONTANA

92335-9009

3886

VILLAGE GREEN SHOPPING CENTER

6805 ALEXANDRIA PIKE

ALEXANDRIA

41001-1027

3887

PINE TREE MALL

2304 ROOSEVELT RD

MARINETTE

54143-3824

3893

WEST TOWNE MALL

243 WEST TOWNE MALL

UNIT E5

MADISON

53719-1024

3898

7692 VOICE OF AMERICA DRIVE

WEST CHESTER

45069-2794

3907

LINCOLN PLAZA

2193 LINCOLN ST

RHINELANDER

54501-3678

3908

UNIVERSITY PARK SHOPPING CENTER

6501 N GRAPE RD

SPACE 418

MISHAWAKA

46545-1101

3916

EASTVIEW MALL

326 EASTVIEW MALL

VICTOR

14564-1018

3921

CAPITAL CITY MALL

3585 CAPITAL CITY MALL

CAMP HILL

17011-7216

3926

WESTGATE MALL

200 WESTGATE DR

SUITE N 111

BROCKTON

02301-0000

3927

WEST GATE SHOPPING CENTER

2373 SCHOENERSVILLE RD

BETHLEHEM

18017-7416

3928

ROCKAWAY TOWN SQUARE

303 ROCKAWAY TOWNSQUARE MALL

ROCKAWAY

07866-2104

3931

GREENVILLE MALL

1651 HIGHWAY 1 SOUTH

SUITE 26

GREENVILLE

38701-7800

3934

COASTAL GRAND MALL

1304 COASTAL GRAND CIRCLE

SPACE 350

MYRTLE BEACH

29577-3037

3939

STREETS AT SOUTHPOINT

6910 FAYETTEVILLE RD

SP 106

DURHAM

27713-0000

3941

EASTERN HILLS SHOPPING CENTER

4545 TRANSIT RD

WILLIAMSVILLE

14221-6012

3942

LIBERTY TREE MALL

100 INDEPENDENCE WAY

DANVERS

01923-3655

3943

WYOMING VALLEY MALL

9 WYOMING VALLEY MALL

WILKES BARRE

18702-6809

3946

MALL AT JOHNSON CITY

2011 N ROAN ST

SPACE D 5

JOHNSON CITY

37601-3130

3949

CHAUTAUQUA MALL

318 E FAIRMOUNT AVE RM 220

LAKEWOOD

14750-2007

3951

FAIRVIEW SHOPPING CENTER

160 FAIRVIEW AVE SUITE 130

HUDSON

12534-1267

3952

CUMBERLAND MALL

3849 S DELSEA DR

VINELAND

08360-7408

3953

CRABTREE VALLEY MALL

4325 GLENWOOD AVE

SUITE 2132

RALEIGH

27612-4532

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

3954

GWINNETT PLACE MALL

2100 PLEASANT HILL RD

A 06

DULUTH

30096-4701

3959

1199 TEXAS PALMYRA HWY

STE M

HONESDALE

18431-9808

3963

JACKSONVILLE MALL

375 WESTERN BLVD

SPACE F1

JACKSONVILLE

28546-7352

3965

LOGAN VALLEY MALL

740 LOGAN VALLEY MALL

ALTOONA

16602-2811

3969

FINDLAY VILLAGE MALL

1800 TIFFIN AVE

SPACE 555

FINDLAY

45840-6789

3974

WALMART PLAZA

1458 LAKE SHORE RD

SUITE 140

GILFORD

03249-0000

3975

VERNON PARK MALL

820 HARDEE RD

SUITE F5

KINSTON

28504-3387

3976

DANBURY FAIR

7 BACKUS AVE

SUITE C119

DANBURY

06810-7426

3977

WHITEHALL MALL

1213 WHITEHALL MALL

WHITEHALL

18052-5115

3982

SALISBURY MALL

1935 JAKE ALEXANDER BLVD WEST

SALISBURY

28147-1152

3983

GOLDEN EAST CROSSING

1100 N WESLEYAN BLVD

SPACE 2010

ROCKY MOUNT

27804-1877

3984

ROTTERDAM SQUARE MALL

93 WEST CAMPBELL RD

PO BOX 6036

SCHENECTADY

12306-0000

3988

COURTLAND CENTER

4190 E COURT ST

UNIT 707

BURTON

48509-1718

3989

HONEY CREEK SQUARE

3401 HWY 41 S

TERRE HAUTE

47802-4154

3994

MUNCIE MALL

3501 N GRANVILLE AVE

SPACE J03A

MUNCIE

47303-1263

4002

16853 JAMAICA AVE

JAMAICA

11432-5215

4003

OAK VIEW MALL

3001 S 144TH ST STE 2010

OMAHA

68144-5247

4004

MATTAPAN SQUARE

1624 BLUE HILL AVE

MATTAPAN

02126-2121

4005

PORTERVILLE S C

1311 WEST HENDERSON SPACE A-2

PORTERVILLE

93257-1456

4007

VALLEY VIEW MALL

4802 VALLEY VIEW BLVD SPACE UC135

ROANOKE

24012-2001

4008

45 E MAIN ST

PATCHOGUE

11772-3101

4009

THE MALL AT ROCKINGHAM PARK

99 ROCKINGHAM PARK BLVD SPACE W175

SALEM

03079-2900

4010

MIDLAND MALL

6800 EASTMAN AVE STE 300

MIDLAND

48642-8817

4011

NORTH DARTMOUTH MALL

102 N DARTMOUTH MALL

NORTH DARTMOUTH

02747-4204

4012

COPPER CROSSING SC

16255 FM 529

HOUSTON

77095-1433

4013

GRAND BALDWIN SHOPPING CENTER

1775 GRAND AVE

BALDWIN

11510-2429

4014

SHERIDAN PLAZA

5101 SHERIDAN ST # 21A

HOLLYWOOD

33021-2833

4015

11915 PERRIN BEITEL RD

SAN ANTONIO

78217-2127

4017

UNIVERSITY PLAZA

13620 UNIVERSITY PLAZA SPACE #10

TAMPA

33613-4649

4018

LAKESHORE MALL

901 US WEST 27

SUITE 5

SEBRING

33870-2124

4019

BRISTOL MARKETPLACE

1313 W 17TH ST

SANTA ANA

92706-3308

4020

MARIN SQUARE SHOPPING CENTER

75L BELLAM BLVD

SAN RAFAEL

94901-5352

4022

22611 76TH AVENUE WEST

SPACE 100

EDMONDS

98026-8306

4023

459 FULTON ST # 461

BROOKLYN

11201-5207

4024

CONCOURSE PLAZA

216 E 161ST STREET

BRONX

10451-3541

4025

ORLANDO FASHION SQUARE

3201 E COLONIAL DR SPACE M 18

ORLANDO

32803-0000

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4027

SUMMIT PLACE MALL

315 N TELEGRAPH RD

SPACE 197

WATERFORD

48328-3358

4028

BELLAIRE PLAZA SHOPPING CENTER

2605 N ATLANTIC AVE # 16

DAYTONA BEACH

32118-3205

4029

MADERA MARKETPLACE

2091 W CLEVELAND AVE

MADERA

93637-8721

4030

GALLERIA AT CRYSTAL RUN

1 N GALLERIA DRIVE

SPACE C 103

MIDDLETOWN

10941-3032

4031

WESTMINISTER MALL

5513 W 88TH AVE # 71

WESTMINSTER

80031-3071

4032

MILITARY CIRCLE MALL

880 NORTH MILITARY HWY

SPACE 1109

NORFOLK

23502-3716

4033

820 E CAPITAL CENTER BLVD

LARGO

20774-0000

4035

2143 3RD AVE

NEW YORK

10035-4707

4037

PRESCOTT GATEWAY MALL

3250 GATEWAY BLVD 102

SUITE 45

PRESCOTT

86303-5668

4039

COACHELLA PLAZA

50057 HARRISON ST # 4

COACHELLA

92236-1474

4040

6405 S I H 35

AUSTIN

78744-4219

4042

MEADOWS PLAZA

5182 SONOMA BLVD

VALLEJO

94589-1661

4043

APACHE MALL

1100 HWY 14-WEST # 301

ROCHESTER

55902-2191

4044

FIESTA SHOPPING CENTER

12363 MAIN ST

HOUSTON

77045-6200

4048

THE VILLAGE AT ORANGE

2131 N ORANGE MALL

SPACE F 17

ORANGE

92865-3611

4049

EASTGATE MALL

4601 EASTGATE BLVD BLDG 832

CINCINNATI

45245-1258

4050

TWELVE OAKS MALL

27390A NOVI RD

SPACE A201

NOVI

48377-3418

4051

JEFFERSON POINTE MALL

4150 W JEFFERSON BLVD

SUITE K8

FORT WAYNE

46804-6816

4054

LOYAL PLAZA

1871 E 3RD ST

SUITE 1

WILLIAMSPORT

17701-3924

4056

FULLERTON METRO CENTER

1349 S HARBOR BLVD

FULLERTON

92832-3001

4057

RAINBOW SPRINGS WEST

3675 S RAINBOW BLVD # 105

LAS VEGAS

89103-1059

4058

EDWARDS BRADLEY CENTER

677-681 HILLSIDE AVE

NEW HYDE PARK

11040-2512

4059

WESTGATE MALL

14136 BAXTER DR

SUITE 21

BRAINERD

56401-3261

4060

PALMDALE PROMENADE

412 W AVENUE P

PALMDALE

93551-3734

4062

NORTHSIDE SHOPPES

813 NORTH 12TH ST

MURRAY

42071-0000

4063

LYNNHAVEN MALL

701 LYNNHAVEN PKY UNIT E18A

SPACE # H-9

VIRGINIA BEACH

23452-0000

4064

ELVERTA CROSSING SHOPPING CENTER

8113 WATT AVE # 8115

ANTELOPE

95843-9103

4066

79305 HIGHWAY 111

SUITE 3

LA QUINTA

92253-4506

4067

365 N SADDLE CREEK RD

OMAHA

68131-2248

4068

477123 HWY 95 N

PONDERAY

83852-9425

4069

BRUNSWICK SQUARE MALL

755 HIGHWAY 18

SPACE 550

EAST BRUNSWICK

08816-4917

4072

SMITHTOWN SHOPPING PLAZA

62 E MAIN ST

SMITHTOWN

11787-2804

4074

VIKING PLAZA MALL

3015 HIGHWAY 29 S

SUITE 4085

ALEXANDRIA

56308-3486

4075

CORAL LANDING SHOPPING CENTER

33121 US HWY 19 NORTH

PALM HARBOR

34684-3126

4076

3049 SHERIDAN DR

UNIT A

BUFFALO

14226-1910

4077

NORTHGATE MALL

1058 W CLUB BLVD

SUITE 258

DURHAM

27701-1115

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4078

2726 N MAIN ST

HIGH POINT

27265-2825

4079

QUINTARD MALL

700 QUINTARD DR STE 32

OXFORD

36203-1844

4080

SUNTAN SHOPPING CENTER

977 E 8TH AVE

HIALEAH

33010-3701

4082

MANSFIELD TOWNE CENTER

120 WEST DEBBIE LANE

SUITE 360

MANSFIELD

76063-0000

4084

RICHMOND TOWN SQUARE

691 RICHMOND RD

SPACE C27

RICHMOND HEIGHTS

44143-2989

4085

FAIRLANE VILLAGE MALL

7154 FAIRLANE VILLAGE

ROUTE 61 N SP #40

POTTSVILLE

17901-4100

4086

530 MARKS STREET

SUITE A

SP A1

HENDERSON

89014-8603

4087

BROWARD MALL

418 BROWARD MALL

PLANTATION

33388-0000

4089

CENTRE AT LILBURN

4030 LAWRENCEVILLE HIGHWAY

SUITE 7

LILBURN

30047-2820

4090

UNIVERSITY COMMONS

1469 UNIVERSITY DR

SUITE C

BURLINGTON

27215-8772

4093

SOUTH ATTLEBORO PLAZA

287 WASHINGTON ST

ATTLEBORO

02703-5537

4094

2242 E EL MONTE WAY

DINUBA

93618-9384

4096

1534 HANCOCK ST # 38

QUINCY

02169-5205

4097

3021 E COLONIAL DR

ORLANDO

32803-5005

4098

32 WESTCHESTER SQ

BRONX

10461-3514

4099

EASTLAND MALL

18000 VERNIER RD

SPACE 761

HARPER WOODS

48225-1046

4100

K MART PLAZA SHOPPING CENTER

801 US HIGHWAY 30 W

CARROLL

51401-2136

4102

GALLERY II AT MARKET EAST

1001 MARKET ST

G154

PHILADELPHIA

19107-3008

4104

TRADE WINDS SHOPPING CENTER

101417 OVERSEAS HWY

KEY LARGO

33037-4505

4105

50 E 170TH ST # 52

BRONX

10452-0000

4106

CROSSROADS MALL

5475 ROBERT BYRD DR

SUITE F1

MOUNT HOPE

25880-0000

4107

OAK PARK MALL

11385 W 95TH ST # 39A

OVERLAND PARK

66214-1826

4108

301 MAIN ST

SUITE 1

ORANGE

07050-3629

4109

RIVER RIDGE MALL

3405 CANDLERS MOUNTAIN RD

LYNCHBURG

24502-2241

4110

WHITE OAK CROSSING

175 SHENSTONE LN

GARNER

27529-6904

4112

7845 N MESA ST

EL PASO

79932-1623

4113

4772 N LINCOLN AVE

CHICAGO

60625-2010

4114

BURBANK EMPIRE CENTER

1637 N VICTORY PLACE

BURBANK

91504-0000

4115

STARRETT CITY SHOPPING CENTER

1360 PENNSYLVANIA AVE # 9

BROOKLYN

11239-2103

4116

SOUTHDALE SHOPPING CENTER

5110 SE 14TH ST

DES MOINES

50320-1608

4117

618 BRANDILYNN BLVD

SUITE 1

CEDAR FALLS

50613-7431

4118

1815 HILLSDALE AVENUE

SUITE 30

SAN JOSE

95124-3027

4119

WILLOWBROOK MALL

2640 WILLOWBROOK MALL

WAYNE

07470-6917

4122

CHERRYVALE MALL

7200 HARRISON AVE

ROCKFORD

61112-1017

4123

13772 FOOTHILL BLVD

SYLMAR

91342-3104

4124

MITCHELL RANCH PLAZA

3034 LITTLE ROAD

TRINITY

34655-1806

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4125

STROUD MALL

448 STROUD MALL

STROUDSBURG

18360-1147

4126

220 PASSAIC AVE

KEARNY

07032-1129

4128

ROCKBOTTOM SHOPPING CENTER

1445 HEMPSTEAD TPKE

ELMONT

11003-2404

4129

NORTH RIVER PLAZA

125 CHURCH ST

PEMBROKE

02359-1929

4130

DEL SOL PALZA

702 DEL SOL DR

ALAMOSA

81101-0000

4134

COMPTON RENAISSANCE PLAZA

217 E COMPTON BLVD

COMPTON

90220-2412

4136

SOUTHSIDE MALL

5006 HWY 23

SUITE 2

ONEONTA

13820-4529

4137

MORENO VALLEY MALL

22500 TOWNGATE CIR # 1003

MORENO VALLEY

92553-7510

4138

BOULEVARD MALL

1259 C NIAGARA FALLS BLVD

SPACE 201

AMHERST

14226-1105

4140

835 W MAIN ST

LEWISVILLE

75067-3556

4142

WAL MART CENTER

1014 RILEY STREET

SUITE 5

FOLSOM

95630-3264

4143

CORONADO CENTER

6600 MENAUL NE #369

ALBUQUERQUE

87110-3448

4145

SAND HILL PLAZA

228 S MAIN ST UNIT 5

NEWTOWN

06470-2764

4146

LYNN SHOPPING CENTER

17 STATE ST

LYNN

01901-1504

4147

ORCHARD HILL PARK SHOPPING CENTER

40 ORCHARD HILL PARK DRIVE

LEOMINSTER

01453-0000

4148

KEMPS RIVER CROSSING

1255 FORDHAM DRIVE

SUITE 117

VIRGINIA BEACH

23464-4212

4149

BAY PARK SC

2600 FM 1764

SUITE 170

LA MARQUE

77568-0000

4171

1730 PACIFIC COAST HWY

LOMITA

90717-2720

4173

1900 N LEE TREVINO DR

EL PASO

79936-3410

4174

WILSHIRE PLAZA SC

8418 N CHURCH RD

KANSAS CITY

64157-1204

4176

K MART CENTER

3701 E 10TH ST

SIOUX FALLS

57103-2113

4177

ASHTABULA MALL

3315 NORTHRIDGE EAST UNIT 530

ASHTABULA

44004-4370

4178

MEDIA CITY CENTER

201 E MAGNOLIA BOULEVARD

BURBANK

91502-1160

4180

WESTROADS MALL

10000 CALIFORNIA ST STE 2513

OMAHA

68114-2308

4182

VALLEY CENTRE

9616 REISTERSTOWN RD # 19

OWINGS MILLS

21117-4139

4183

CONNECTICUT POST MALL

1201 BOSTON POST RD # 1081

MILFORD

06460-9010

4185

GOVERNOR’S SQUARE MALL

1500 APALACHEE PKY STE 1009

TALLAHASSEE

32301-3017

4186

CANYON RIDGE PLAZA

26125 104TH AVENUE SE

KENT

98031-7674

4187

CHEYENNE COMMONS

3065 N RAINBOW BLVD STE F-1

LAS VEGAS

89108-4577

4188

FAIRLANE TOWN CENTER

18900 MICHIGAN AVE

DEARBORN

48126-3929

4191

FESTIVAL MARKET SC

2851 32ND AVE S

GRAND FORKS

58201-6025

4192

FAIRFAX SHOPPING CENTER

2105 CONCORD PIKE

WILMINGTON

19803-2906

4193

HIGHLAND RANCH

1970 E COUNTY LINE RD

LITTLETON

80126-2437

4194

FREEHOLD MALL SHOPPING CENTER

3681 RTE 9

SUITE 11

FREEHOLD

07728-2674

4195

TOWNE PLAZA

700 BOSTON RD

SPACE 12A

BILLERICA

01821-5316

4261

PRIME OUTLETS AT LAKE ELSINORE

17600 COLLIER AVE

SUITE E146

LAKE ELSINORE

92530-2633

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4262

CONSUMER SQUARE SC

168 NORMAN STATION BLVD

UNIT H

MOORESVILLE

28117-6396

4263

5038 BUFORD HWY

CHAMBLEE

30341-2997

4264

WOODBURY COMMONS

10150 HUDSON RD

SUITE 162

WOODBURY

55129-0000

4265

GALLERIA AT ROSEVILLE

1151 GALLERIA BLVD

SUITE 101

ROSEVILLE

95678-1937

4267

CRANBERRY COMMONS

1713 RT 228

SUITE A

CRANBERRY TOWNSHIP

16066-5311

4268

CENTRAL SQUARE

599 MASSACHUSETTS AVE

SPACE 19

CAMBRIDGE

02139-4030

4269

COLLEGE PARK SC

3026 COLLEGE PARK DR

STE A

CONROE

77384-8002

4270

928 MAIN ST

HOUSTON

77002-6201

4271

10950 PARKSIDE DRIVE

KNOXVILLE

37922-0000

4272

NORTHPOINTE MARKET CENTER

6120 NORTHPOINT PKWY

SUITE 100

ALPHARETTA

30022-3010

4274

ISLAND PALM SHOPS

16055 EMERALD COAST PKWY

SUITE 115

DESTIN

32541-0000

4279

CHESTERFIELD CROSSING SC

12221 CHATTANOOGA PLAZA

MIDLOTHIAN

23112-4865

4280

COBB CORNERS

1525 BENVENUE RD

ROCKY MOUNT

27804-6383

4281

CENTENNIAL CENTRE

7950 W TROPICAL PARKWAY

SPACE 150

LAS VEGAS

89149-0000

4282

PRESIDENTIAL MARKET SHOPPING CENTER

1905 SCENIC HIGHWAY

SUITE 110

SNELLVILLE

30078-0000

4283

UNION LANDING

30850 DYER ST

UNION CITY

94587-1766

4284

BOULEVARD SHOPS

11120 PINES BOULEVARD

PEMBROKE PINES

33026-5210

4285

WOODSTOCK SQUARE

128 WOODSTOCK SQUARE AVE

SUITE 520

WOODSTOCK

30189-0000

4286

THE SHOPS AT LAURA HILL

2206 HIGHWAY K

O FALLON

63366-7929

4287

ARUNDEL MILLS MALL

7000 ARUNDEL MILLS CIRCLE

SP 137

HANOVER

21076-1282

4289

POINTE PLAZA

35284 23 MILE RD

NEW BALTIMORE

48047-2096

4290

3805 BROADWAY

NEW YORK

10032-1502

4291

MLK DRIVE PLAZA

370 MARTIN LUTHER KING DR

JERSEY CITY

07305-3717

4292

RAMSEY SQUARE

1300 RT 17 N

RAMSEY

07446-1132

4293

YORKTOWN GREEN SHOPPING CENTER

341 DOWNING DR

YORKTOWN HEIGHTS

10598-4413

4294

HILLSBOROUGH PROMENADE

315 ROUTE 206

SUITE 900

HILLSBOROUGH

08844-0000

4295

THE CENTER AT HAGERSTOWN

17708 GARLAND GROH BLVD

SPACE C3

HAGERSTOWN

21740-2016

4296

SOUTH CRATER SQUARE

3330 S CRATER ROAD

UNIT 24

PETERSBURG

23805-9277

4297

HIGHLAND MALL

6001 AIRPORT BLVD

SUITE 1190

AUSTIN

78752-4219

4298

WATAUGA TOWN CROSSING

8004 DENTON HIGHWAY

SUITE 104

WATAUGA

76148-2468

4299

RIVERVIEW SHOPPING CENTER

6 E GRANT ST

ROMA

78584-8085

4300

PERRIS VALLEY SPECTRUM

2560 N PERRIS BLVD STE R5

PERRIS

92571-3251

4302

K-MART SHOPPING CENTER

140 SR 10

RANDOLPH

07869-1542

4303

ALBANY MALL

2601 DAWSON ROAD SPACE B10

ALBANY

31707-1632

4304

BRIGGS CHANEY PLAZA

13838 OUTLET DR

SILVER SPRING

20904-4970

4307

SOUTHCENTER MALL

993 SOUTHCENTER MALL # 364

TUKWILA

98188-2822

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4310

COURTESY PLAZA SHOPPING CENTER

5160 S PULASKI RD

CHICAGO

60632-4253

4311

1460 METROPOLITAN AVE

BRONX

10462-7446

4313

ROCKLAND CONSUMER PLAZA

42 ROCKLAND CONSUMER PLAZA

ROUTE 59

NANUET

10954-2208

4314

495 W 49TH ST

HIALEAH

33012-3602

4317

PARK CITY CENTER

1234 PARK CITY CTR

LANCASTER

17601-2724

4318

MACON MALL

3661 EISENHOWER PKY

PO BOX 25246

MACON

31212-5246

4319

3425 S CAMPBELL AVENUE

SPRINGFIELD

65807-5101

4320

606 SW ALDER ST

PORTLAND

97205-3614

4321

LAUREL MALL

95 LAUREL MALL

HAZLETON

18201-1201

4322

1529 ALBERT PIKE RD

HOT SPRINGS NATIONAL

71913-4024

4323

OWINGS MILLS TOWN CENTER

10300 MILL RUN CIRCLE

SPACE 1120

OWINGS MILLS

21117-4213

4325

MOORPARK MARKETPLACE

888 NEW LOS ANGELES AVE

SUITE E

MOORPARK

93021-0000

4326

GEORGETOWN SHOPPING CENTER

2135 RALPH AVE # 19

BROOKLYN

11234-5405

4327

1897 3RD AVE

NEW YORK

10029-4906

4329

PLAZA 580

4304 LAS POSITAS RD

LIVERMORE

94550-9641

4330

HANFORD MALL

1675 W LACEY BLVD

SUITE G3

HANFORD

93230-5938

4332

1017 FLATBUSH AVE

BROOKLYN

11226-5429

4333

MENIFEE TOWN CENTER

30141 ANTELOPE RD

STE A

MENIFEE

92584-8066

4334

ANAHEIM HILLS FESTIVAL

8108 E SANTA ANA CANYON RD STE 162

SUITE 162

ANAHEIM

92808-1105

4335

MONMOUTH MALL

180 SR 35 S

SUITE 1114

EATONTOWN

07724-2024

4336

GRAND TRAVERSE MALL

3200 S AIRPORT RD WEST

SUITE 228

TRAVERSE CITY

49684-0000

4337

2300 NOLANA LOOP

MCALLEN

78504-4500

4338

SOUTHPARK MALL

144 S PARK CIRCLE

COLONIAL HEIGHTS

23834-2963

4339

3457 JEROME AVE

BRONX

10467-1049

4340

1102 S EXPRESSWAY 83

HARLINGEN

78552-3221

4341

NEW HARBOUR MALL

281 CANNING BLVD

FALL RIVER

02721-2339

4342

SPORTS ARENA PLAZA

3225 SPORTS ARENA BLVD STE 1

SAN DIEGO

92110-4548

4343

MISSION RIDGE PLAZA

1031 S MAIN ST

MANTECA

95337-5738

4344

LAS TIENDAS SHOPPING CENTER

930 E EXPRESSWAY 83

MCALLEN

78503-1613

4345

VINTAGE OAKS

112 VINTAGE WAY

SPACE C1

NOVATO

94945-5003

4346

2460 MOUNTAIN CITY HWY

ELKO

89801-2409

4347

3723 82ND ST

FLUSHING

11372-7031

4348

SILVER CITY GALLERIA

2 GALLERIA DRIVE

SUITE 215

TAUNTON

02780-6989

4349

720 N MAIN ST

TOOELE

84074-1612

4350

5320 5TH AVE

BROOKLYN

11220-3111

4351

THE SHOPPES AT MARKET POINTE

8540 S 71ST PLAZA

SUITE D

PAPILLION

68133-2140

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4352

TYSON CORNER CENTER MALL

1961 CHAIN BRIDGE RD

SUITE D9U

MCLEAN

22102-4501

4353

LEE SQUARE SHOPPING CENTER

5970A JOG RD

LAKE WORTH

33467-6576

4355

4416 13TH AVE

BROOKLYN

11219-2016

4356

EXTON SQUARE MALL

182 EXTON SQUARE MALL

EXTON

19341-2440

4358

110 W 34TH STREET

NEW YORK

10001-2910

4359

AURORA CITY PLACE

14151B CEDAR AVE

STE B

AURORA

80012-4010

4362

55 PEACHTREE STREET SOUTH WEST

ATLANTA

30303-6150

4363

NORDAHL MARKETPLACE

751 CENTER DRIVE

SUITE 102

SAN MARCOS

92069-3593

4364

PAVILIONS SHOPPING CENTER

2054 W REDLANDS BLVD

SUITE A

REDLANDS

92374-6265

4365

ANTELOPE VALLEY MALL

1233 W AVENUE P STE 537

PALMDALE

93551-3983

4366

1021 BROAD ST

SUMTER

29150-2504

4367

WOODS CREEK CENTER

706 SOUTH RANDALL RD

ALGONQUIN

60102-5915

4368

1034 NORTH STRATFORD RD

MOSES LAKE

98837-1573

4370

6715 18TH AVE

BROOKLYN

11204-4302

4371

1574 PITKIN AVE

BROOKLYN

11212-4639

4372

MERRIMAC PLAZA

180 HAVERHILL ST

METHUEN

01844-3462

4373

255 FULTON AVE

HEMPSTEAD

11550-3900

4374

2883 NORTH AVE

GRAND JUNCTION

81501-5064

4375

3070 STEINWAY ST

LONG ISLAND CITY

11103-3802

4376

GREEN MOUNTAIN MALL

2002 MEMORIAL DR

RR 1 BOX A-4

SAINT JOHNSBURY

05819-8699

4377

SOUTHPORT SC

999 MONTAUK HWY

UNIT 30

SHIRLEY

11967-2113

4378

FOREST AVENUE SHOPPERS TOWN

1523 FOREST AVE

STATEN ISLAND

10302-2226

4379

THE BRICKYARD

2700 NORTH NARRAGANSETT

SPACE F7

CHICAGO

60639-1032

4380

700 W 15TH ST

PLANO

75075-8823

4382

174 DYCKMAN ST # 176

NEW YORK

10040-1004

4384

MARCUS PLAZA

624 W MAIN ST

NORWICH

06360-6043

4385

STAFFORD SQUARE

297 ROUTE 72 W

MANAHAWKIN

08050-2890

4386

CENTERPOINTE S C

1100 S MOUNT VERNON AVE

COLTON

92324-4255

4387

ALTAMONTE MALL

451 E ALTAMONTE DR

SPACE 1305

ALTAMONTE SPRINGS

32701-0000

4388

MOHAWK PLAZA

1762 BLACK RIVER BLVD N # 8

ROME

13440-2454

4389

1216 W 400 S

VERNAL

84078-2900

4390

SPRINGFIELD MALL

6683 SPRINGFIELD MALL

SPRINGFIELD

22150-1711

4391

DESOTO SQUARE MALL

303 301 BLVD W

BRADENTON

34205-7949

4392

SILVER SPRINGS COMMON

6520 CARLISLE PIKE

SUITE 140

MECHANICSBURG

17055-0000

4394

LACEY MALL

344 MAIN ST

ROUTE 9

LANOKA HARBOR

08734-2830

4395

NORTHRIDGE SHOPPING CENTER

995 E COMMERCIAL BLVD

OAKLAND PARK

33334-3209

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4397

CORRIDOR MARKET PLACE

3337 CORRIDOR MARKET PLACE

SPACE J-1

LAUREL

20724-2378

4401

BRIARWOOD MALL

100 BRIARWOOD CIRCLE

SUITE D101

ANN ARBOR

48108-1602

4402

ENTERPRISE SHOPPING CENTER

9433 1/2 ANNAPOLIS RD

LANHAM

20706-3020

4403

EMPIRE CENTER

17064 SLOVER AVE STE C104

FONTANA

92337-7592

4404

SARASOTA SQUARE MALL

8201 S TAMIAMI TRL

SARASOTA

34238-2966

4405

TRUMBULL SHOPPING PARK

5065 MAIN ST

SPACE 190

TRUMBULL

06611-4204

4406

3945 E BAY DR

LARGO

33771-1939

4407

CROSSROADS PLAZA

2505 WARWICK AVE

WARWICK

02889-4262

4408

REGENCY SQUARE MALL

1420 PARHAM RD

SPACE K236

RICHMOND

23229-0000

4409

K MART SHOPPING CENTER

200 S MAIN ST UNIT 5

WEST LEBANON

03784-2014

4410

WOLF CHASE GALLERIA

2760 N GERMAN TOWN PKWY

SUITE 105

BARTLETT

38133-8154

4411

BRENTWOOD COMMONS

1057 S YORK RD

BENSENVILLE

60106-3401

4412

LEBANON VALLEY MALL

2239 LEBANON VALLEY MALL

LEBANON

17042-2567

4413

VACAVILLE COMMONS

2060 HARBISON DR

SUITE C

VACAVILLE

95687-3907

4414

CHICOPEE MARKETPLACE

591 MEMORIAL DR

SUITE M

CHICOPEE

01020-5050

4415

MCHENRY COMMONS SHOPPING CENTER

2078 N RICHMOND RD

MC HENRY

60050-1419

4416

298 W MARIPOSA RD

NOGALES

85621-1041

4417

PEMBROKE LAKES MALL

11401 PINES BLVD STE 322

HOLLYWOOD

33026-4105

4418

REGENCY SQUARE MALL

301 COX CREEK PKY

FLORENCE

35630-1574

4419

VALENCIA TOWN CENTER

24201 W VALENCIA BLVD

SPACE 2283

VALENCIA

91355-1861

4420

MOUNTAIN RIVER PLAZA

510 N 2ND E STE 1

REXBURG

83440-3566

4421

4021 PARK ST N

SAINT PETERSBURG

33709-4033

4422

4312 I 75 BUSINESS SPUR

SAULT SAINTE MARIE

49783-3620

4423

WINDWARD MALL

46-056 KAM HIGHWAY

KANEOHE

96744-3755

4424

WAIPAHU TOWN CENTER

94-050 FARRINGTON HWY

WAIPAHU

96797-1841

4425

WAHIAWA TOWN CENTER

935 CALIFORNIA AVE

WAHIAWA

96786-2165

4426

PRINCE KUHIO PLAZA

111 E PUAINAKO ST

SPACE 765

HILO

96720-5288

4427

PEARL RIDGE UPTOWN

98-1005 MOANALUA ROAD SPACE #141

AIEA

96701-4708

4428

WASHINGTON/10 AVENUE SHOPPING CENTER

4050 W WASHINGTON BLVD

LOS ANGELES

90018-1050

4429

391 N GRAND COURT PLAZA DRIVE

NOGALES

85621-2743

4431

146 SMITH ST

PERTH AMBOY

08861-4312

4432

CODMAN SQUARE

592 WASHINGTON ST

#592

BOSTON

02124-2041

4433

CROMWELL SQUARE

51 SHUNPIKE RD # 02

CROMWELL

06416-2497

4434

CORTLANDVILLE CROSSING

854 STATE ROUTE 13

STE 3

CORTLAND

13045-3556

4435

COCONUT POINT SHOPPING CENTER

8016 MEDITERRANEAN DR

SUITE 103

ESTERO

33928-0000

4437

MALLARD CROSSING SHOPPING CENTER

851 MEACHAM RD

ELK GROVE VILLAGE

60007-3073

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4438

NORTHWEND SHOPPING CENTER

9511 N LAMAR BLVD

AUSTIN

78753-4107

4439

PARK 97 SHOPPING CENTER

7956 CRAIN HWY S

GLEN BURNIE

21061-4932

4440

OAK COURT MALL

4465 POPLAR AVE

SUITE 220

MEMPHIS

38117-3729

4441

SIEGEN PLAZA

6841 SIEGEN LANE

SPACE B

BATON ROUGE

70809-4528

4442

MALL OF AMERICA

150 N GARDENS

MINNEAPOLIS

55425-5517

4443

WESTRIDGE ESPLANADE

2020 N 75TH AVE STE 11

PHOENIX

85035-3200

4444

KLAMATH WALMART

3610 WASHBURN WAY

KLAMATH FALLS

97603-4539

4445

3515 BAMBERGER

SAINT LOUIS

63116-4701

4446

COLUMBIA CENTER SUITE 101

1102 N COLUMBIA CENTER BLVD

SUITE D

KENNEWICK

99336-1167

4448

CORONA HILLS MARKETPLACE

591 N MCKINLEY

SUITE 101

CORONA

92879-8008

4449

DATE PALM PLAZA CENTER

31375 DATE PALM DRIVE

CATHEDRAL CITY

92234-3020

4450

200 S WAYSIDE

HOUSTON

77011-4632

4451

OLD SAYBROOK SHOPPING CENTER

665 BOSTON POST RD # 5

OLD SAYBROOK

06475-1524

4453

EASTLAND MALL

2755 EASTLAND MALL

COLUMBUS

43232-4902

4454

EAST MEADOW PLAZA

1950 HEMPSTEAD TPKE

EAST MEADOW

11554-1712

4455

THE GROVES SHOPPING CENTER

1320 W ELLIOT RD STE 112

TEMPE

85284-1110

4456

OSTEGO PLAZA

1221 M 89 STE 200

PLAINWELL

49080-1135

4457

NORTH ANDOVER MALL

350 WINTHROP AVE

NORTH ANDOVER

01845-4289

4458

MAGNOLIA MALL

2701 DAVID H MCLEOD BLVD

SPACE 1450 A

FLORENCE

29501-4028

4459

1432 ROCKAWAY PKY

BROOKLYN

11236-2602

4460

3242 W 87TH ST

CHICAGO

60652-3768

4462

DUANE READE SHOPPING CENTER

4250 JERUSALEM AVE

MASSAPEQUA

11758-3315

4464

WAYNE HILLS MALL

19 WAYNE HILLS MALL

WAYNE

07470-3228

4466

HIGHGATE COMMONS SHOPPING CENTER

269 SWANTON RD

SAINT ALBANS

05478-2607

4467

CRESCENT PLAZA

715 CRESCENT ST

BROCKTON

02302-3361

4469

500 HIGHWAY 46 S

DICKSON

37055-2526

4470

GREAT SOUTH BAY SHOPPING CENTER

805 W MONTAUK HWY

WEST BABYLON

11704-8219

4471

BRISTOL PLACE

1160 NEWPORT AVE

ATTLEBORO

02703-7033

4472

NEWBURGH MALL

1401 ROUTE 300

SUITE 32

NEWBURGH

12550-2991

4473

PLYMOUTH MEETING MALL

1182 PLYMOUTH MEETING MALL

PLYMOUTH MEETING

19462-1327

4474

501 BRIGHTON BEACH AVE # 503

BROOKLYN

11235-6403

4475

1406 KINGS HWY # 10

BROOKLYN

11229-2004

4476

SOUTHLAKE MALL

2460 SOUTHLAKE MALL

MORROW

30260-2334

4477

TRI-CITY PLAZA

174 TRI-CITY PLAZA

SOMERSWORTH

03878-1801

4479

7731 GALL BOULEVARD

ZEPHYRHILLS

33541-4315

4480

RIDGEDALE MALL

12685 WAYZATA BLVD STE 248

MINNETONKA

55305-1941

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4481

HERITAGE WALK

1966 N COLUMBIA

MILLEDGEVILLE

31061-2093

4482

SUNVET MALL

5801 SUNRISE HWY

HOLBROOK

11741-4805

4483

TOWN CENTER MALL

400 WEST ERNEST BARRETT PKWY

SPACE L12A

KENNESAW

30144-4985

4485

WAL MART SHOPPING CENTER

604 BOLL WEEVIL CIR

ENTERPRISE

36330-2734

4486

HARLEM IRVING MALL

4226 NORTH HARLEM AVE

NORRIDGE

60706-1204

4487

100 W 5TH ST

DOUGLAS

85607-2849

4488

COTTONWOOD STATION MALL

300 JUNCTION DR SPACE C

GLEN CARBON

62034-4321

4489

GREENDALE MALL

7 NEPONCET ST

SPACE W 200

WORCESTER

01606-2794

4490

BARDIN SHOPPING CENTER

4638 S COOPER STREET # 196

ARLINGTON

76017-5863

4492

31853 PACIFIC HWY S

FEDERAL WAY

98003-5411

4493

NORTHWEST MALL

322 NORTHWEST MALL

HOUSTON

77092-8542

4494

FAIR OAKS MALL

2296 25TH ST SPACE E118

COLUMBUS

47201-3200

4500

WAMPANOAG PLAZA

1925 PAWTUCKET AVE

EAST PROVIDENCE

02914-1642

4501

MARSHALLS PLAZA

1400 OAKLAWN AVE

CRANSTON

02920-2643

4502

ALMEDA MALL

708 ALMEDA MALL

HOUSTON

77075-3514

4503

CARSON VALLEY PLAZA

911 TOPSY LANE

SUITE 118

CARSON CITY

89705-8403

4505

1901 W PALMETTO ST

FLORENCE

29501-4051

4506

CARMEL MOUNTAIN PLAZA

11946 CARMEL MOUNTAIN RD

SUITE 222

SAN DIEGO

92128-4641

4508

CONSUMER CENTRE

310 STATE HWY 36

SUITE 806

WEST LONG BRANCH

07764-1027

4509

VICTORIA GARDENS

7901 KEW AVE

RANCHO CUCAMONGA

91739-0000

4510

COSTA MESA SHOPPING CENTER

2200 HARBOR BLVD

SUITE A110

COSTA MESA

92627-5846

4511

EASTFIELD MALL

1655 BOSTON RD

UNIT A13

SPRINGFIELD

01129-1158

4512

13611 ROOSEVELT AVE

FLUSHING

11354-5509

4513

TOWSON TOWN CENTER

825 DULANEY VALLEY RD

SUITE 1010

TOWSON

21204-1001

4514

HAWLEY LANE MALL

100 HAWLEY LN

SPACE 3 4 5

TRUMBULL

06611-5330

4515

627 STATE ST

SANTA BARBARA

93101-3301

4516

3953 BURBANK RD

WOOSTER

44691-8520

4517

360 EUBANK BLVD NE

ALBUQUERQUE

87123-2755

4518

11621 ISLAND AVENUE

LA GRANDE

97850-8459

4519

WENATCHEE VALLEY MALL

511 VALLEY MALL PKY

EAST WENATCHEE

98802-4844

4521

COLLEGE PARK PLAZA SHOPPING CENTER

3269 W 86TH ST STE D

INDIANAPOLIS

46268-3606

4522

1660 PACKARD HWY

CHARLOTTE

48813-9717

4523

1390 N FIRST

HERMISTON

97838-1102

4524

785 BROWNING LANE

BROOKLAWN

08030-2644

4525

NEWMARK-LEWIS SHOPPING CENTER

1085 OLD COUNTRY RD

RIVERHEAD

11901-2019

4526

3426 GARTH RD

BAYTOWN

77521-3849

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4527

ROOSEVELT MALL SHOPPING CENTER

2327 COTTMAN AVE

PHILADELPHIA

19149-1008

4529

THE GALLERIA

500 GALLERIA DR STE 128

JOHNSTOWN

15904-8911

4530

425 W BROADWAY

BOSTON

02127-2218

4534

5130 DIXIE HIGHWAY

WATERFORD

48329-1713

4535

11022 SPRING CYPRESS RD

SUITE 100

TOMBALL

77377-6519

4536

6201 O ST

LINCOLN

68510-2256

4538

ATLANTIC SQUARE SHOPPING CENTER

2108 S ATLANTIC BLVD

MONTEREY PARK

91754-6802

4539

1204 GARTH BROOKS BLVD

YUKON

73099-4107

4540

CERRITOS TOWNE CENTER

12731 A TOWNE CENTER DRIVE SUITE L-1

CERRITOS

90703-8545

4541

SOUTH TOWNE CENTER

10450 STATE ST STE 2214

SANDY

84070-4194

4542

HARFORD MALL

680 BEL AIR RD

BEL AIR

21014-4223

4543

1160 EDGEBROOK DR

HOUSTON

77034-1804

4544

MIDPOINTE CENTER

2910 TOWNE BLVD

MIDDLETOWN

45044-6200

4545

NESHAMINY MALL

801 NESHAMINY MALL

BENSALEM

19020-1614

4546

BANGOR MALL

663 STILLWATER AVE SPACE F-2

BANGOR

04401-3642

4548

ROCKBOTTOM SC

710 FRANKLIN AVE

FRANKLIN SQUARE

11010-1111

4550

PORT HAVEN PLAZA

5020 NESCONSET HWY

SETAUKET

11733-3457

4551

MIDDLETON MARKET PLACE

230 S MAIN ST

MIDDLETON

01949-2478

4552

UNIVERSITY VILLAGE

3225 S HOOVER ST

LOS ANGELES

90007-3555

4554

JEFFERSON VALLEY MALL

650 LEE BLVD SPACE F-22

YORKTOWN HEIGHTS

10598-1100

4555

367 WASHINGTON ST

BOSTON

02108-5110

4556

GREEN ACRES SHOPPING CENTER

1142 GREEN ACRES SHOPPING CENTER

VALLEY STREAM

11581-1538

4557

THE QUARRY SHOPPING CENTER

9430 JOLIET RD STE 900

HODGKINS

60525-7264

4559

CITRUS CENTER

2657 SR 44 GULF TO LAKE

INVERNESS

34450-3216

4562

KAPOLEI SHOPPING CENTER

590 FARRINGTON HWY

KAPOLEI

96707-2009

4563

WALMART SUBDIVISION

4524 E HWY 83

RIO GRANDE CITY

78582-6308

4564

SHOPPING AT THE ROSE

2051 ROSE AVENUE

SUITE 160

OXNARD

93030-2685

4565

ROSEDALE MALL

501 ROSEDALE CENTER SPACE 712

ROSEVILLE

55113-3004

4567

VILLAGE MALL

95 WASHINGTON ST

SPACE 123

CANTON

02021-4006

4569

CLACKAMAS PROMENADE

8966 SE SUNNYSIDE RD

CLACKAMAS

97015-9755

4571

BARSTOW ROAD CENTER

512 E VIRGINIA WAY

SPACE B 1-1

BARSTOW

92311-3910

4572

14300 OCEAN GATE AVE

HAWTHORNE

90250-6732

4573

MAPLEWOOD COMMONS

2015 MAPLEWOOD COMMONS DR

MAPLEWOOD

63143-1003

4574

SUGAR CREEK PLAZA II

6220 A WILMINGTON PIKE

SP 11A AND 11 B

DAYTON

45459-0000

4575

KAMEHAMEHA S C

1620 N SCHOOL ST

HONOLULU

96817-1844

4576

TOWNLINE COMMONS

555 E TOWNLINE RD STE 23

VERNON HILLS

60061-1552

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4577

MACEDONIA COMMONS

8210 MACEDONIA COMMONS STE 4

MACEDONIA

44056-1850

4578

SHADY OAKS PLAZA

2401 SW 27TH AVE

OCALA

34474-4407

4579

LANSING MALL

5750 W SAGINAW HWY

LANSING

48917-2457

4580

1285-A BROADWAY

BROOKLYN

11221-2908

4581

WAL MART CENTER POINT

2443 MEMORIAL DR

WAYCROSS

31501-6337

4584

3690 S EL CAMINO REAL

SAN MATEO

94403-4421

4587

DIMMOCK SQUARE

723 SOUTHPARK BLVD

SPACE 6

COLONIAL HEIGHTS

23834-0000

4588

KENTLANDS SHOPPING CENTER

221 KENTLANDS BLVD

GAITHERSBURG

20878-5446

4589

MALL IN COLUMBIA

10300 LITTLE PATUXENT PARKWAY

COLUMBIA

21044-7006

4590

1502 S RANGE LINE RD

JOPLIN

64804-3229

4591

CHERRY HILL MALL

2000 ROUTE 38 UNIT 1013

CHERRY HILL

08002-2171

4593

VINEYARD PLAZA

34298 VINE STREET

EASTLAKE

44095-5110

4595

117-08 LIBERTY AVE

JAMAICA

11419-1922

4596

424 S BROADWAY

YONKERS

10705-2301

4598

2817 N KANSAS EXPY

SPRINGFIELD

65803-1017

4599

THE CITY CENTER

2675 GEARY BLVD # 200

SAN FRANCISCO

94118-3440

4600

SHERMAN TOWN CENTER

4172 TOWN CENTER STREET

SHERMAN

75090-0000

4601

930 CARMAS ROAD

MASSAPEQUA

11758-3505

4602

BORDER CROSSING CBD

1119 FARRAGUT ST

LAREDO

78040-5057

4604

MIDTOWN PLAZA

149 MIDTOWN PLZ

ROCHESTER

14604-2005

4605

MARKET BASKET PLAZA

39 POND ST

ASHLAND

01721-2054

4606

ALHAMBRA PLACE

2 S GARFIELD AVE STE 14

ALHAMBRA

91801-3884

4609

1906 CENTRE ST # 1908

WEST ROXBURY

02132-2535

4610

APPLE BLOSSOM MALL

1850 APPLE BLOSSOM MALL

SPACE N179

WINCHESTER

22601-0000

4611

3005 RIVERSIDE DRIVE

SUSANVILLE

96130-4569

4612

4620 N. 27TH ST

LINCOLN

68521-4700

4613

AMITY PLAZA

154 AMITY RD

NEW HAVEN

06515-1405

4615

TECATE ROAD BORDER

406 TECATE RD

PO BOX 1332

TECATE

91980-0000

4617

WEST GOSHEN SHOPPING CENTER

981 PAOLI PIKE # 11C

WEST CHESTER

19380-4527

4618

HAWAII KAI TOWNE CENTER

333 KEAHOLE ST STE 2E4

HONOLULU

96825-3414

4622

2826 CHURCH AVE

BROOKLYN

11226-4106

4626

WESTBROOK PLAZA

11 MAIN ST

UNIT A250

WESTBROOK

04092-4736

4627

CENTRE OF NEW ENGLAND

670 CENTRE OF NEW ENGLAND

COVENTRY

02816-0000

4628

AUBURN MALL

550 CENTER ST

SUITE 9051

AUBURN

04210-6314

4630

SUPER MALL OF GREAT NORTH WEST

1101 SUPER MALL WAY SUITE # 1105

AUBURN

98002-0000

4631

1707 S WESTERN AVE

LOS ANGELES

90006-5803

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4632

600 AVENUE OF THE AMERICAS

NEW YORK

10011-2046

4633

BROADWAY MARKETPLACE

407 SOUTH BROADWAY SUITE 100

DENVER

80209-1517

4634

16932 EAST QUINCY AVENUE

AURORA

80015-2745

4635

RICHMOND SHOPPING CENTER

1200 MAC DONALD AVENUE

RICHMOND

94801-3118

4636

31-73 STEINWAY STREET

LONG ISLAND CITY

11103-3908

4637

AUBURN PLAZA

703 SOUTHBRIDGE ST

AUBURN

01501-1833

4639

FOOTHILLS MALL

7475 N CHOLLA BLVD

SP 422

TUCSON

85741-0000

4641

PALM BEACH MALL

1801 PALM BEACH LAKES BLVD

SUITE 208

WEST PALM BEACH

33401-2009

4642

PRICES CORNER SHOPPING CENTER

3208 KIRKWOOD HWY

WILMINGTON

19808-6130

4643

SADDLEBROOK MALL

189 US HIGHWAY 46 STE 17

SADDLE BROOK

07663-6215

4644

725 GRAND ST

BROOKLYN

11211-4915

4645

875 UTICA AVE

BROOKLYN

11203-4313

4646

OCEAN COUNTY MALL

1201 HOOPER AVE

SUITE 99

TOMS RIVER

08753-3387

4647

368 E FORDHAM RD

BRONX

10458-5032

4648

1522 DABNEY DR

HENDERSON

27536-2908

4649

REEF PLAZA

3981 OAKLAND PARK BLVD

LAUDERDALE LAKES

33311-1007

4650

1137 LIBERTY AVENUE

BROOKLYN

11208-3310

4651

678 SYCAMORE DR E

SULLIVAN

63080-3304

4653

GREAT ROAD SHOPPING CENTER

331 GREAT ROAD

BEDFORD

01730-2802

4655

COLUMBUS CORNERS A

216 COLUMBUS CORNERS DRIVE

WHITEVILLE

28472-4905

4656

NORTH LAKE MALL

4800 BRIARCLIFF RD NE STE 1001B

ATLANTA

30345-2747

4657

756 BROAD ST

NEWARK

07102-3715

4660

3401 ARAMINGO AVE

PHILADELPHIA

19134-4507

4661

CONCORD MALL

4737 CONCORD PIKE # SP400

WILMINGTON

19803-1442

4664

SOMERSET PLAZA

375 AMHERST ST

NASHUA

03063-1216

4666

EXPRESSWAY PLAZA

2314 N OCEAN AVE

SUITE A

FARMINGVILLE

11738-2909

4668

484 8TH AVE

NEW YORK

10001-1806

4670

VIRGINIA CENTER COMMONS

10101 BROOK RD STE 520

GLEN ALLEN

23059-6522

4671

SOUTH SHORE MALL

1701 SUNRISE HWY

BAY SHORE

11706-6091

4672

ROCK HILL SHOPPING CENTER

2353 N CHERRY RD

ROCK HILL

29732-2166

4673

ROCHESTER MARKETPLACE

102 MILTON RD

ROCHESTER

03868-9998

4677

EL PASEO POWER FLOOR

2451 ROCKWOOD AVENUE SUITE 119

CALEXICO

92231-4405

4678

19400 S DIXIE HWY

MIAMI

33157-7606

4680

924 CRESSWELL LN

OPELOUSAS

70570-5820

4682

9636 AIRLINE HWY

BATON ROUGE

70815-5505

4685

231 FRONTAGE RD

SPACE 2

PICAYUNE

39466-7587

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4688

1960 BARATARIA BLVD

MARRERO

70072-4246

4689

109 N SERVICE RD E

RUSTON

71270-2347

4691

INDEPENDENCE PARK

1784 PLAINFIELD PIKE

CRANSTON

02921-2042

4692

CINNAMINSON PLAZA SC

2501 RT 130

SUITE 7

CINNAMINSON

08077-3018

4693

OAKWOOD PLAZA

3771 OAKWOOD BLVD

HOLLYWOOD

33020-7112

4695

VESTAL TOWN SQUARE

2409 VESTAL PARKWAY E

SUITE A

VESTAL

13850-2018

4696

3834 TROUP HWY

TYLER

75703-1726

4697

CAPITAL SHOPPING CENTER

80 STORRS ST

SUITE 8

CONCORD

03301-4840

4698

254 HARTFORD AVE

BELLINGHAM

02019-3000

4699

3601 S LA BREA AVENUE

LOS ANGELES

90016-5311

4741

MICRONESIA MALL

1088 W MARINE DR

SUITE 205-206

DEDEDO

96929-1530

4744

GUAM SHOPPING CENTER

165 CHALAN SAN ANTONIO DR

SUITE 100

TAMUNING

96913-3513

4745

CONYERS CROSSROADS

1620 DOGWOOD DR

UNIT H

CONYERS

30013-5071

4746

HIRAM PAVILLION

5140 JIMMY LEE SMITH PKWY

SUITE 101

HIRAM

30141-2736

4747

GRENADA PLAZA

1550 JAMESON DR

SUTIE H

GRENADA

38901-0000

4749

SUGARLAND CROSSING

47010 COMMUNITY PLAZA

SUITE 100

STERLING

20164-1889

4750

CHESTERFIELD MALL

220 CHESTERFIELD MALL

CHESTERFIELD

63017-4811

4751

LAKEVIEW SQUARE MALL

5775 BECKLEY RD

SPACE 217

BATTLE CREEK

49015-7102

4753

FAIRLESS HILLS S/C

485 OXFORD VALLEY ROAD

FAIRLESS HILLS

19030-4202

4754

SOUTH TOWN PLAZA

3333 W HENRIETTA RD

ROCHESTER

14623-3543

4756

AVIATION MALL

578 AVIATION MALL RD

SUITE 59

GLENS FALLS

12804-1882

4757

SWANSEA MALL

262 SWANSEA MALL DR

SUITE 105

SWANSEA

02777-4149

4760

WANDO CROSSING SHOPPING CENTER

1483-0 HIGHWAY 17TH NORTH

MOUNT PLEASANT

29464-3343

4761

HANOVER MALL

1775 WASHINGTON ST

HANOVER

02339-1701

4762

INDEPENDENCE CENTER

2035 INDEPENDENCE CENTER DR

INDEPENDENCE

64057-1755

4763

FIELDS CORNER SHOPPING CENTER

512 GENEVA AVENUE

DORCHESTER

02122-1321

4764

RED BLUFF SHOPPING CENTER

1005 S MAIN STREET

RED BLUFF

96080-4360

4765

ESSEX PLAZA

700 ESSEX ST

LAWRENCE

01841-4335

4766

SUNRISE S/C

1200 BRIDGE STREET

LOWELL

01850-1255

4767

WESTFORD VALLEY MARKETPLACE

174 LITTLETON RD

WESTFORD

01886-3191

4768

DUDLEY FARMS PLAZA

220 RHL BLVD

CHARLESTON

25309-8262

4769

6679 FRESH POND RD

FLUSHING

11385-3948

4770

439 86TH ST

BROOKLYN

11209-4707

4771

LEHIGH VALLEY MALL

257 LEHIGH VALLEY MALL

WHITEHALL

18052-5719

4772

QUEEN KAAHUMANU CENTER

275 KAAHUMANU AVENUE

SUITE B1

KAHULUI

96732-1630

4773

SQUARE ONE MALL

229 SQUARE ONE MALL

SAUGUS

01906-4182

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4774

HIGHLAND MALL SHOPPING CENTER

6501 AIRPORT BLVD SPACE

AUSTIN

78752-3614

4777

6229 BELLAIRE BLVD

HOUSTON

77081-4901

4782

SUMMIT PLAZA

370 W PLEASANTVIEW AVE

HACKENSACK

07601-1067

4783

186 W 231ST ST

BRONX

10463-5618

4784

8510 SPRINGBROOK DRIVE

COON RAPIDS

55433-6085

4786

1 S WASHINGTON AVE

BERGENFIELD

07621-2324

4787

37-40 74TH STREET

JACKSON HEIGHTS

11372-6338

4788

1059 BOSTON ROAD

SPRINGFIELD

01119-0000

4789

LINDEN SHOPPING CENTER

1601 W EDGAR ROAD

LINDEN

07036-6421

4790

WILMINGTON PLAZA

240 MAIN ST

WILMINGTON

01887-2340

4791

MIDWAY MALL

4328 MIDWAY MALL

ELYRIA

44035-2466

4793

CONROE MARKETPLACE SC

2904 I-45 N

SUITE 100

CONROE

77303-0000

4795

1022 SPRINGFIELD AVE

IRVINGTON

07111-2025

4796

MCLENDON TOWNE CROSSING

215 WEST ROAD

HOUSTON

77038-2601

4797

ALBERTSON S C

8401 N DALE MABRY

TAMPA

33614-1678

4799

CROSS CREEK MALL

106 CROSS CREEK MALL

FAYETTEVILLE

28303-7238

4800

MENLO PARK

55 PARSONAGE RD

SPACE 2920 SUITE 381

EDISON

08837-0000

4801

ISSAQUAH TOWN CENTER

755 NORTH WEST GILMAN SUITE S

ISSAQUAH

98027-5369

4802

VILLAGE PLAZA

16759 REDMOND WAY

REDMOND

98052-4472

4803

1777 COLUMBIA ROAD NW

WASHINGTON

20009-2813

4804

1730 SW WANAMAKER ROAD

TOPEKA

66604-3813

4805

3773 NOSTRAND AVE

BROOKLYN

11235-2012

4807

AROOSTOOK CENTRE

830 MAIN STREET

SUITE 16

PRESQUE ISLE

04769-2277

4808

ARROWHEAD TOWNE CENTER

7700 W ARROWHEAD TOWNE CENTRE SP 2145

GLENDALE

85308-8616

4810

GARDEN CITY PARK S/C

2405A JERICHO TPKE

GARDEN CITY PARK

11040-4710

4811

90 DRUM HILL RD

SPACE 24

CHELMSFORD

01824-1508

4812

LIBERTY PLAZA

3702 LIBERTY AVENUE

ERIE

16508-2537

4813

SHOP RITE SHOPPING CENTER

965 RICHMOND AVENUE

STATEN ISLAND

10314-1568

4815

LINCOLN CENTRE

26142 GREENFIELD

OAK PARK

48237-1050

4816

HERITAGE CROSSING

3401 RALEIGH ROAD PKWY W STE 1 B

WILSON

27896-8219

4817

DRAPER PEAKS

183 E 12300 SOUTH

SUITE K4

DRAPER

84020-8186

4818

PEARL HIGHLANDS CENTER

1000 KAMEHAMEHA HWY

SUITE 206

PEARL CITY

96782-2596

4819

FLOWER SHOPPING CENTER

8706 FLOWER AVENUE

SILVER SPRING

20901-4081

4820

1600 EAST FRANKLIN BLVD

GASTONIA

28054-4747

4821

14417 WESTHEIMER RD

HOUSTON

77077-0000

4822

934 MARKET STREET

SAN FRANCISCO

94102-2823

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4823

SUPERSTITION SPRINGS S/C

1455 S POWER ROAD STE 101

MESA

85206-3754

4826

853 W POPLAR AVE

COLLIERVILLE

38017-2545

4827

136 S W GREENVILLE BLVD

GREENVILLE

27834-6906

4828

WAIKIKI TOWN CENTER

2301 KUHIO

HONOLULU

96815-2980

4829

RK NEWPORT TOWNE CENTER

199 CONNELL HWY

SPACE 8

NEWPORT

02840-1091

4830

CHESHIRE MARKETPLACE

360 US ROUTE 202

UNIT 8

RINDGE

03461-3627

4831

K MART CENTER EAST

4415 BUFFALO RD

ERIE

16510-2202

4833

STATEN ISLAND MALL

2655 RICHMOND AVENUE

STATEN ISLAND

10314-5821

4834

GREAT MALL OF BAY AREA

200 GREAT MALL DR

SPACE 200

MILPITAS

95035-0000

4835

GENESEE VALLEY CENTER

3321 S LINDEN ROAD SP327

FLINT

48507-3007

4837

FAIR LAKES CENTER

12999 FAIRLAKES CENTER

FAIRFAX

22033-4402

4839

ADDISON POWER CENTER

3740 BELTLINE ROAD

ADDISON

75001-4301

4840

ONE AND OLNEY S/C

101 EAST OLNEY AVENUE

PHILADELPHIA

19120-2421

4842

NORTH POINT VILLAGE CENTER

1466 NORTH POINT VILLAGE CENTER

RESTON

20194-1190

4844

THE MALL AT STEAMTOWN

116 THE MALL AT STEAMTOWN

SCRANTON

18503-2035

4846

SUBURBAN PLAZA

1770 NOTTINGHAM WAY

HAMILTON

08619-3551

4848

540 CENTRAL AVENUE

EAST ORANGE

07018-1923

4849

FOX RUN MALL

50 FOX RUN ROAD

SUITE 60

NEWINGTON

03801-2851

4851

ERDMAN SHOPPING AVENUE

3939 ERDMAN AVENUE

BALTIMORE

21213-2004

4852

PLAZA AT BUCKLAND HILLS

1470 B PLEASANT VALLEY ROAD

MANCHESTER

06040-8761

4853

WAL-LEX SHOPPING CENTER

862 LEXINGTON STREET

WALTHAM

02452-4849

4855

PIONEER PARKWAY

2500 E PIONEER PKWY

ARLINGTON

76010-8786

4856

THE PLAZA AT BRANDON TOWN CENTER

175 BRANDON TOWN CENTER DRIVE

BRANDON

33511-4754

4857

MALL AT FAIRFIELD COMMONS

2727 FAIRFIELD COMMONS

SPACE 103

BEAVERCREEK

45431-3778

4860

CHICAGO RIDGE MALL

100 CHICAGO RIDGE MALL

CHICAGO RIDGE

60415-2601

4861

CREEKSIDE SC

7475 WEST COLFAX AVE STE 103

LAKEWOOD

80214-5404

4862

BRANDON TOWN CENTER MALL

659 BRANDON TOWN CENTER MALL

BRANDON

33511-5005

4864

VOLUSIA MALL

1700 VOLUSIA AVENUE #434

DAYTONA BEACH

32114-1361

4866

2902-2906 3RD AVENUE

BRONX

10455-2601

4867

ORLAND SQUARE

370 ORLAND SQUARE

ORLAND PARK

60462-3213

4868

DUTCHESS CENTER

61 DUTCHESS TURNPIKE

POUGHKEEPSIE

12603-1907

4870

WESTFIELD SHOPS

451 E MAIN STREET

WESTFIELD

01085-3312

4872

LATHAM FARMS

579 TROY SCHENECTADY RD

SUITE 110

LATHAM

12110-2820

4874

BROADWAY MALL

204 BROADWAY MALL

HICKSVILLE

11801-2709

4875

COLVILLE VALLEY SHOPPING CENTER

1384 NORTH HWY

COLVILLE

99114-2005

4876

CRYSTAL MALL

805 HARTFORD TURNPIKE

WATERFORD

06385-4201

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4877

OAKHURST MARKETPLACE

40032 HWY 49 SUITE 2

OAKHURST

93644-8825

4880

4923HILL RANCH TOWNE CENTER

26756 PORTOLA PARKWAY SUITE 2B

FOOTHILL RANCH

92610-1751

4881

SANTA MARGARITA TOWN CTR

30606 SANTA MARGARITA PKWY

SUITE A103

RANCHO SANTA MARGARI

92688-4500

4883

2901 S HORNER BLVD

SANFORD

27330-9756

4884

CARRILON PLAZA

5072 AIRPORT ROAD NORTH

NAPLES

34105-2414

4886

2212 N WASHINGTON STREET

FORREST CITY

72335-1855

4888

705 JEFFERSON

WEST SACRAMENTO

95691-2738

4889

11106 N W 7TH AVENUE

MIAMI

33168-2202

4892

1071 NORTH COLLINS STREET

ARLINGTON

76011-6133

4893

WESTFIELD SHOPPINGTOWN

545 DOWNTOWN PLAZA

SUITE 2082

SACRAMENTO

95814-3332

4896

POTOMAC MILLS

2700 POTOMAC MILLS CIRCLE

PRINCE WILLIAM

22192-4625

4897

LAKEWOOD SHOPPING PLAZA

1700 MADISON AVENUE

LAKEWOOD

08701-1253

4898

BRISTOL PLAZA

594 FARMINGTON AVE

BRISTOL

06010-3934

4899

EAST WINDSOR SHOPPING PLAZA

440 ROUTE 130

HIGHTSTOWN

08520-2787

4900

CHARTER OAK MARKET PLACE

71 WILLIAM SHORTY CAMPBELL STREET

SPACE F

HARTFORD

06106-0000

4910

SHADLE SC

2401 W WELLESLEY AVE

SPACE B C

SPOKANE

99205-5009

4913

5940 W ARIZONA PAVILIONS DRIVE

TUCSON

85743-0000

4914

MORENO BEACH PLAZA

12761 MORENO BEACH DR

SUITE 103

MORENO VALLEY

92555-4411

4923

LYNWOOD PLAZA

10735 LONG BEACH BLVD

LYNWOOD

90262-1910

4924

MONTE VISTA CROSSING

3027 COUNTRYSIDE DRIVE

TURLOCK

95380-8400

4945

CHIPPENHAM FOREST SQUARE

2524 SHEILA LANE

RICHMOND

23225-0000

4946

WEST BROWARD SHOPPING CENTER

3925 WEST BROWARD BLVD

SUITE 110

FORT LAUDERDALE

33312-1042

4947

CHASEWOOD PLAZA

6380 INDIANTOWN RD

JUPITER

33458-7979

4948

DERBY RETAIL SHOPPING CENTER

1900 NORTH JOHNSON

DERBY

67037-9382

4949

BROADCAST SQUARE

2779 PAPER MILL RD

SPACE C1

READING

19610-3329

4950

CLARKSTOWN PLAZA

170 S MAIN

SPACE 9 AND 10

NEW CITY

10956-3323

4953

OAKRIDGE MALL

925 BLOSSOM HILLS RD

SUITE 1024

SAN JOSE

95123-1242

4955

1713 CHURCH AVENUE

BROOKLYN

11226-2617

4957

3710 CLEMSON HWY

ANDERSON

29621-1317

4958

NORTHPARK MALL

101 RANGELINE ROAD

SPACE #118

JOPLIN

64801-4118

4959

SUN PLAZA

763 S VERMONT

LOS ANGELES

90005-1518

4960

5001 W HWY 290

AUSTIN

78735-6703

4961

WASHINGTON CENTER

85 WASHINGTON AVE

NORTH HAVEN

06473-6165

4963

TOWER PLAZA MALL

4100 PARK AVENUE

WEEHAWKEN

07087-6182

4964

407 MAMARONECK AVENUE

MAMARONECK

10543-2614

4965

BROADWAY SHOPPING CENTER

625 C BROADWAY

BANGOR

04401-3339

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

4966

317 CENTRAL AVE

JERSEY CITY

07307-2915

4967

WINDHAM MALL

795 ROOSEVELT TRAIL

WINDHAM

04062-5348

4971

MARKET BASKET PLAZA

240 BROADWAY UNIT 6

RAYNHAM

02767-1414

4973

1275 HIGHWAY 10 WEST

DETROIT LAKES

56502-0000

4974

1273 DEER PARK AVENUE

NORTH BABYLON

11703-3104

4975

120 DORMAN CENTER DRIVE

SUITE E

SPARTANBURG

29301-0000

4976

2199 WEST FLAGLER STREET

MIAMI

33135-1638

4978

18300 N W 2ND AVENUE

MIAMI

33169-4504

4979

A AND P SHOPPING CENTER

1445 KENNEDY BLVD

NORTH BERGEN

07047-6307

4980

TARGET FULLERTON SC

2910 YORBA LINDA BLVD

FULLERTON

92831-1523

4985

MALL ST VINCENT

1133 ST VINCENT AVENUE

SUITE 45MADRO

SHREVEPORT

71104-4100

4986

1201 LINCOLN ROAD

MIAMI BEACH

33140-0000

4987

411 BROADWAY

SAN DIEGO

92101-5116

4990

311 WEST SHAW AVENUE SPACE B

CLOVIS

93612-3685

4991

4126 FAYETTEVILLE ROAD

RALEIGH

27603-3606

4993

6725 PACIFIC BLVD

HUNTINGTON PARK

90255-4109

4994

ANAHEIM PLAZA

470 N EUCLID STREET

ANAHEIM

92801-5505

4995

KINGS PLAZA

5402 KINGS PLAZA SPC 126

BROOKLYN

11234-5217

4997

FORT STREET MALL

1042 FORT STREET MALL

HONOLULU

96813-5601

4998

551 E ROUND GROVE RD

LEWISVILLE

75067-8310

4999

113 NE 1ST STREET

SUITE 15

MIAMI

33132-2723

5005

WOODLAND PLAZA 11

176 NIBLICKS ROAD

PASO ROBLES

93446-4842

5007

HOMESTEAD TOWN SQUARE

805 HOMESTEAD BLVD

HOMESTEAD

33033-0000

5008

NORTHTOWN VILLAGE SC

3708 EAST HAMMER LANE

STOCKTON

95212-2811

5009

WESTFIELD CENTER

9409 SHERIDAN BLVD

WESTMINSTER

80031-6532

5010

QUEENS CENTER MALL

9015 QUEENS BLVD

SUITE 3061

ELMHURST

11373-4916

5011

655 N OVERLAND AVE

BURLEY

83318-3438

5016

GALLERIA AT SUNSET

1300 W SUNSET ROAD SPACE 1557

HENDERSON

89014-6626

5017

WESTFIELD TOPANGA MALL

6600 TOPANGA CANYON BLVD

SUITE 2010-B

CANOGA PARK

91303-0000

5018

34 S 52ND ST

PHILADELPHIA

19139-3403

5019

DUDLEY SQUARE

2189 WASHINGTON STREET

ROXBURY

02119-2023

5020

EPPING CROSSING

29 FRESH RIVER ROAD

EPPING

03042-2222

5021

51-57 BOSTON AVENUE

BRIDGEPORT

06610-1601

5022

HOLMDEL TOWNE CENTER

2107 HWY 35

HOLMDEL

07733-2743

5023

COLLEGETOWN SHOPPING CENTER

789 N DELSEA DR

GLASSBORO

08028-1435

5024

K MART SHOPPING CENTER

2675 JENSEN AVENUE

SANGER

93657-9799

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5025

CLINTON CROSSING S C

8765 BRANCH AVE

CLINTON

20735-2630

5026

CORLAND TOWN CENTER

3137 MAIN ST

MOHEGAN LAKE

10547-1521

5027

BAY HARBOR PLAZA

55 BRICK BLVD

SUITE 105

BRICK

08723-7922

5028

CALDOR PLAZA

1248 S BROAD STREET

WALLINGFORD

06492-1715

5029

WATERTOWN MALL

550 ARSENAL STREET

WATERTOWN

02472-2853

5030

20461 REDWOOD ROAD

CASTRO VALLEY

94546-4315

5032

T J MAXX PLAZA

440 MIDDLESEX ROAD

TYNGSBORO

01879-1070

5033

GREENSPRING TOWER

1034 W 41ST STREET UNIT D

BALTIMORE

21211-1634

5034

SPRING CYPRESS SC

26084 HWY 290 W

CYPRESS

77429-1050

5035

COUNTRY CLUB PLAZA NORTH

18706 NW 67TH AVENUE

HIALEAH

33015-2408

5038

MURRAY HILL S/C

156-16 NORTHERN BOULEVARD

FLUSHING

11354-5034

5041

178 HARVARD AVENUE

ALLSTON

02134-2806

5042

744 ALLERTON AVENUE

BRONX

10467-8702

5043

SANTA ANITA FASHION SQUARE

400 S BALDWIN AVENUE SPACE B-13

ARCADIA

91007-1900

5044

ALA MOANA PLAZA

451 PIIKOI STREET

HONOLULU

96814-4220

5045

ATRIUM MALL

1475 OLD YORK ROAD

ABINGTON

19001-1917

5046

89-22 JAMAICA AVENUE

JAMAICA

11421-2040

5048

801 BLOWING ROCK BLVD

LENOIR

28645-3709

5051

HOLYOKE MALL

50 HOLYOKE ST

SUITE G308

HOLYOKE

01040-0000

5052

WARD PARKWAY CENTER

8600 WARD PARKWAY CENTER

KANSAS CITY

64114-2601

5053

BELLINGHAM SQUARE

464 BROADWAY

CHELSEA

02150-2855

5054

MILFORD PLAZA

171 CHERRY STREET

MILFORD

06460-3431

5056

STOP & SHOP SHOPPING CENTER

89-89 UNION TURNPIKE

GLENDALE

11385-8050

5057

147-05-07 JAMAICA AVENUE

JAMAICA

11435-3629

5060

13510 MICHIGAN AVENUE

DEARBORN

48126-3511

5061

KMART KUKUI CENTER

4303 NAWILIWILI RD

SUITE 107

LIHUE

96766-9581

5066

CENTRE AT GLEN BURNIE

6711 GOV RITCHIE HWY SPC 603

GLEN BURNIE

21061-2362

5067

MARKET PLACE MALL

2000 N NEIL STREET

CHAMPAIGN

61820-7808

5068

4260 EAST ALAMEDA

GLENDALE

80246-1070

5069

6118 WHITEHORSE ROAD

GREENVILLE

29611-3837

5071

428 UTICA AVENUE

BROOKLYN

11213-5903

5072

RIVERCREST CENTER

4833 CAL-SAG RD

CRESTWOOD

60445-4415

5073

YREKA JUNCTION

1828 A FORT JONES ROAD

YREKA

96097-9531

5074

CRESCENT CITY CENTER

830 HIGHWAY 101 NORTH

CRESCENT CITY

95531-2309

5075

VAN NUYS SHOPPING CENTER

6633 VAN NUYS BLVD

VAN NUYS

91405-4618

5076

9855 SO PARKER ROAD

PARKER

80134-8815

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5077

TEDESCHI PLAZA

292 GROVE STREET

BRAINTREE

02184-7209

5079

VALLEY PLAZA

4141 S SALINA STREET

SYRACUSE

13205-2060

5080

PLAZA PADIFICA

943 AVENIDA PICO SUITE J

SAN CLEMENTE

92673-0000

5081

1624 AVENUE U

BROOKLYN

11229-3810

5083

SOUTHPORT PLAZA

7380 GREEN BAY ROAD

KENOSHA

53142-3517

5084

TOP VALUE CENTER

140 W ANAHEIM STREET

WILMINGTON

90744-4417

5085

3141 VETERANS BLVD

METAIRIE

70002-6047

5086

DESERT RIDGE MARKETPLACE

21001 TATUM BLVD

SUITE 461510

PHOENIX

85050-4229

5087

DURANGO TOWNE CENTER

1135 S CAMINO DEL RIO

SUITE 290

DURANGO

81303-6861

5088

CASCADE COMMONS

2149 CASCADE HWY STE 101

HOOD RIVER

97031-2710

5089

MKTPLACE AT LAGUNA NIGUEL

27230-C ALICIA PARKWAY

LAGUNA NIGUEL

92677-3414

5090

LOS ALTOS PLAZA

2280 BELLFLOWER BLVD

LONG BEACH

90815-2017

5093

THE MALL AT WHITNEY FIELD

100 COMMERCIAL ROAD

UNIT 175

LEOMINSTER

01453-3342

5094

PINEWOOD SQUARE S C

906 NORTH SPENCE

GOLDSBORO

27534-4200

5097

WARDS CORNER S/C

118 E LITTLE CREEK RD

NORFOLK

23505-2503

5098

201 EAST FRONT STREET

PLAINFIELD

07060-1316

5099

PLAZA DEL OBISPO

31882 DEL OBISPO

SAN JUAN CAPISTRANO

92675-3225

5102

LACKAWANNA STATION

1 LACKAWANNA AVENUE

MONTCLAIR

07042-3621

5104

BENNINGTON SQUARE S/C

101 BENNINGTION SQUARE

BENNINGTON

05201-1941

5105

2701 MARET STREET NE

CANTON

44705-3907

5106

CENTURY 21 PLAZA

1079 OLD COUNTRY RD

WESTBURY

11590-5612

5107

CENTURY CENTER

377 MEMORIAL AVENUE

WEST SPRINGFIELD

01089-4007

5108

3170 LONG BEACH ROAD

OCEANSIDE

11572-4109

5111

KATY SHOPPING CENTER

2001 KATY MILLS BLVD SUITE Q

KATY

77494-0000

5113

3740 BLOOMINGTON ST

COLORADO SPRINGS

80922-3200

5114

1570 W FOOTHILL BLVD SPACE C AND D

UPLAND

91786-3699

5117

CROSSROADS CENTER

5870 CROSSROADS CENTER WAY

FALLS CHURCH

22041-2308

5118

MACARTHUR CENTER MALL

300 MONTICELLO AVE

SPACE 261

NORFOLK

23510-0000

5120

MAINE MALL

379 MAINE MALL

SOUTH PORTLAND

04106-3237

5121

6079 JERICHO TURNPIKE

COMMACK

11725-2803

5123

7 EAST BURNSIDE AVE

BRONX

10453-4103

5124

KENDALL LAKES MALL

14089 SW 88TH STREET

MIAMI

33186-4002

5125

97-14 63RD RD

REGO PARK

11374-1639

5126

WESTVIEW COMMONS

1594 BUTTITTI RD

STREAMWOOD

60107-2297

5127

BOYNTON BEACH MALL

801 N CONGRESS AVE SPACE 967

BOYNTON BEACH

33426-3334

5130

CITY MARKET PLACE

2415 N HASKELL AVENUE SPACE 106

DALLAS

75204-3782

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5131

4318 BERGENLINE AVE

UNION CITY

07087-5002

5132

4793 COMMERCIAL DRIVE

BLDG 2

NEW HARTFORD

13413-6211

5133

THE WOODLANDS MALL

1201 LAKE WOODLANDS DRIVE SPACE 1010

THE WOODLANDS

77380-5001

5134

3908 GRANDVIEW DRIVE

SIMPSONVILLE

29680-3163

5137

SMITH HAVEN MALL

450 SMITH HAVEN MALL

LAKE GROVE

11755-1204

5142

6745 WESTMINSTER

SUITE B

WESTMINSTER

92683-3706

5143

THE MEADOWS MALL

4300 MEADOWS LANE

SUITE 227

LAS VEGAS

89107-3000

5144

PALM DESERT TOWN CENTER

72840 HWY 111 SPACE T-393

PALM DESERT

92260-3324

5145

720 25TH AVENUE

BROOKINGS

57006-1759

5147

BERKSHIRE SHOPPING CENTER

67 NEWTOWN RD

DANBURY

06810-0000

5148

CITADEL MALL

750 CITADEL MALL DRIVE

SPACE 2102

COLORADO SPRINGS

80909-0000

5149

TARGET CENTER

901 SUNRISE HIGHWAY

COPIAGUE

11726-1341

5150

THORNDALE S/C

3451 E LINCOLN HWY

THORNDALE

19372-1014

5151

MARUMSCO PLAZA

13961 JEFFERSON DAVIS PKWY

WOODBRIDGE

22191-2010

5156

86-01 ROOSEVELT AVENUE

FLUSHING

11372-7536

5157

FRISCO STATION MALL

2001 W WALNUT STREET

ROGERS

72756-3243

5160

YORK RIVER CROSSING SHOPPING CENTER

2365 YORK CROSSING DRIVE

HAYES

23072-3643

5161

PALM PLAZA SHOPPING CENTER

4462 BEE RIDGE ROAD SPACE # 1

SARASOTA

34233-2502

5165

CRANBERRY PLAZA

2991 CRANBERRY HWY

UNIT 9

EAST WAREHAM

02538-1354

5166

CLAREMONT MARKET PLACE

345 WASHINGTON ST

CLAREMONT

03743-2774

5167

PENNSVILLE S/C

251 N BROADWAY AVE #48

PENNSVILLE

08070-1200

5168

SANFORD FARM S/C

115 SANFORD FARM S/C

AMSTERDAM

12010-7535

5169

1590 FLATBUSH AVENUE

BROOKLYN

11210-3030

5171

102-18 ROOSEVELT AVENUE

FLUSHING

11368-2332

5174

2785 BELLE CHASE HWY

GRETNA

70056-7130

5175

SHASTA FACTORY OUTLETS

1713 STATE HWY 273

ANDERSON

96007-4233

5176

MAIN PLACE MALL

390 MAIN STREET

BUFFALO

14202-3702

5178

SEVEN CORNERS CENTER

6310 SEVEN CORNERS CENTER

FALLS CHURCH

22044-2409

5179

CROSSGATES MALL

1 CROSSGATES MALL RD

ALBANY

12203-5385

5180

BELTWAY PLAZA MALL

6000 GREENBELT ROAD

SUITE 21

GREENBELT

20770-1018

5183

3768-70 JUNCTION BLVD

FLUSHING

11368-1741

5184

HIGHLANDER PLAZA

7 TRADERS WAY

SALEM

01970-1867

5185

6053 JONESBORO ROAD

MORROW

30260-1106

5187

PLAZA SAN BENITO

1760 AIRLINE HIGHWAY SUITE K

HOLLISTER

95023-5634

5188

CASA VIEW SHOPPING CENTER

10305 FERGUSON ROAD

DALLAS

75228-3014

5190

CICERO MARKET

8072 BREWERTON RD

SUITE 300

CICERO

13039-9584

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5192

16TH STREET MALL

821 16TH ST

DENVER

80202-3205

5194

GATEWAY AT DONNER PASS

11260-8 DONNER PASS ROAD

TRUCKEE

96162-0000

5195

PACIFIC PLAZA S C

2308 NORTH COAST HWY

NEWPORT

97365-1799

5196

NORTHSHORE MALL

210 ANDOVER ST

PEABODY

01960-1600

5197

CARBON PLAZA S/C

1205 BLAKESLEE BLVD DR E

LEHIGHTON

18235-2404

5198

TARGET SHOPPING CENTER

3900 SISK ROAD SUITE B

MODESTO

95356-3215

5199

PLAZA DEL RIO

1520 MITCHELL ROAD

CERES

95307-2132

5200

WILLOWROCK PLAZA

6641 STANFORD RANCH ROAD

ROCKLIN

95677-2674

5201

WESTSHORE PLAZA

1823 E SHERMAN BLVD

MUSKEGON

49444-1856

5202

400 WEST 29TH ST

HIALEAH

33012-5710

5203

NORTH HAVEN SC

2 UNIVERSAL DRIVE N

SPACE 120

NORTH HAVEN

06473-3117

5204

BURLINGTON TOWN CENTER

49 CHURCH ST

SUITE 141

BURLINGTON

05401-4443

5205

ROCKRIDGE SHOPPING CENTER

5104 BROADWAY

OAKLAND

94611-4620

5207

ARCADIA S/C

6720 ST ROUTE 31 EAST

NEWARK

14513-9232

5208

MANCHESTER PARKADE

372 W MIDDLE TURNPIKE

MANCHESTER

06040-3824

5211

WALMART SUPERCENTER

17776 NW 57TH AVE

HIALEAH

33015-5118

5213

TAMIAMI TRAILS SHOPS

13770 SW 8TH STREET

MIAMI

33184-3031

5214

SEEKONK SQUARE

35 COMMERCE WAY

SEEKONK

02771-5816

5215

THE MALL @ CROSS COUNTY

738 CENTRAL PARK AVE

SPACE 102-104

YONKERS

10704-2058

5216

PLAZA 35

1825 HWY 35 #3

WALL TOWNSHIP

07719-3541

5217

KENDIG SQUARE

2600 N WILLOW ST

WILLOW STREET

17584-9388

5219

SHOP RITE S/C

122 8TH STREET UNIT A

PASSAIC

07055-7907

5222

THE MARKETPLACE AT AUGUSTA

15 STEPHEN KING DR

SUITE 3

AUGUSTA

04330-0000

5229

SHOPPES AT BLACKSTONE VALLEY

70 WORCESTER PROVIDENCE TURNPIKE

SPACE 315

MILLBURY

01527-2652

5230

STRAWBERRY HILL S/C

434 WESTPORT AVE

NORWALK

06851-4423

5232

713 WEST MAIN STREET

LEXINGTON

29072-2505

5233

SONORA CROSSROADS

1215 SANGUINETTI ROAD

SONORA

95370-6215

5234

2600 SONCY ROAD

AMARILLO

79124-2302

5235

13020 E SPRAGUE AVE

SPOKANE

99216-0734

5236

2201 WEST DEKALB

CAMDEN

29020-2070

5242

3115 HARRISON

BATESVILLE

72501-7516

5244

2124 GUNBARREL ROAD

CHATTANOOGA

37421-2607

5245

NORTHRIDGE FASHION CENTER

9301 TAMPA AVENUE

NORTHRIDGE

91324-2503

5246

3215 N MEMORIAL

HUNTSVILLE

35810-2405

5247

1192 COLUMBIA DRIVE

DECATUR

30032-2821

5249

PALM PROMENADE

662 DENNERY ROAD SPACE 103

SAN DIEGO

92154-8402

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5250

STONECREST PLAZA

3460 MURPHY CANYON ROAD

SAN DIEGO

92123-2655

5252

98 BOSTON STREET

LYNN

01904-2526

5253

WIND GAP PLAZA

817 MALE ROAD

WIND GAP

18091-1500

5255

530 SE 192ND AVE

SUITE 104

VANCOUVER

98683-9681

5256

WALNUT HILL PLAZA

1500 DIAMOND HILL RD

WOONSOCKET

02895-1547

5257

WATSONVILLE SQUARE

1970-1974 MAIN STREET

WATSONVILLE

95076-3066

5259

2517 WEST 6TH STREET

RURAL ROUTE 11

FAYETTEVILLE

72704-7622

5260

3625 E GRAND RIVER AVE

HOWELL

48843-8516

5261

MELLENIA PLAZA

4652 MILLENIA PLAZA WAY

SPACE D 1

ORLANDO

32839-2433

5262

ENTERPRISE PLAZA SHOPPING CENTER

6140 UNIVERSITY

HUNTSVILLE

35806-1772

5263

750 W HALLANDALE BEACH BLVD

HALLANDALE

33009-5333

5266

COUNTRYSIDE PLAZA

1800 COUNTRYSIDE DRIVE

TURLOCK

95380-9530

5269

PACIFIC PLAZA SC

5001 PACIFIC COAST HWY

TORRANCE

90505-5441

5270

SUN CENTER

3590 W DUBLIN/GRANVILLE RD

COLUMBUS

43235-4901

5272

SOMERSET S/C

363 A US HWY 202/206

BRIDGEWATER

08807-2442

5273

GLENWOOD SPRINGS MALL

51027 HWY 6 AND 24

GLENWOOD SPRINGS

81601-2576

5275

15703 SW 88TH STREET

MIAMI

33196-1001

5276

107 MILL ROAD

FREEPORT

11520-4630

5278

NORTH COUNTY FAIR MALL

200 EAST VIA RANCHO PLAZA #365

ESCONDIDO

92025-8009

5279

WINDWARD CITY SC

45-480 KANEOHE BAY DRIVE B17

KANEOHE

96744-2054

5280

1705 WILDWOOD BLVD

RIO GRANDE

08242-1405

5281

210 LOUIS HENNA BOULEVARD

ROUND ROCK

78664-7312

5282

2009 SOUTH PUEBLO BLVD

PUEBLO

81005-2577

5283

ELK PARK VALUE CENTER

19134 FREEPORT STREET NW

ELK RIVER

55330-1264

5285

301 W BALTIMORE PIKE

CLIFTON HEIGHTS

19018-1806

5287

462 WEST STREET

KEENE

03431-2453

5288

20829 VENTURA BLVD

WOODLAND HILLS

91364-2319

5290

SAN ANTONIO SHOPPING CENTER

530 SHOWERS BLDG AA

MOUNTAIN VIEW

94040-4740

5291

71 FOREST AVENUE

GLEN COVE

11542-2112

5292

TJ MAXX PLAZA

22 MARCH AVENUE #4

MANCHESTER

03103-4012

5296

2410 MERRICK RD

BELLMORE

11710-5701

5298

CAPITAL WEST S/C

4610 TENNESSEE ST

TALLAHASSEE

32304-1051

5299

1 S WHITEHORSE PIKE

STRATFORD

08084-1520

5301

426 GRAYSON HWY SW

LAWRENCEVILLE

30045-0000

5302

R K SHOPPING CENTER

197D BOSTON POST RD WEST

MARLBOROUGH

01752-1840

5303

MARLEY STATION

7900 RITCHIE HWY

SUITE E-233

GLEN BURNIE

21061-4367

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5305

FENTON PLAZA

53 FENTON PLAZA

FENTON

63026-4110

5308

8 PLEASANT STREET

MALDEN

02148-5308

5310

34356 HWY 43 NORTH

THOMASVILLE

36784-3350

5312

906 U S HWY 278 EAST

AMORY

38821-5511

5313

FRANCISCO CENTRE

2466 EAST DESERT INN ROAD SUITE A AND B

LAS VEGAS

89121-3622

5315

ASHLAND SQUARE

2015 S BANEY RD

ASHLAND

44805-4504

5317

55 BEDFORD STREET

STAMFORD

06901-1908

5318

TARGET SHOPPING CENTER

9745 LAUREL CANYON BLVD SPACE A

PACOIMA

91331-4115

5319

AUDUBON VILLAGE S/C

2864 AUDUBON VILLAGE DR

AUDUBON

19407-0000

5321

SHOPPES AT PARK PLACE

3790 PARK BLVD

PINELLAS PARK

33781-3611

5323

WHITE OAK S/C

11281 NEW HAMPSHIRE AVE

SILVER SPRING

20904-2631

5324

2840 BARTLETT BLVD

BARTLETT

38134-4581

5325

4395 WADE GREEN ROAD

KENNESAW

30144-1246

5326

O’NEAL PLAZA SC

2122 O’NEAL LANE

BATON ROUGE

70816-3205

5327

PINOLE VISTA

1390 FITZGERALD DRIVE

PINOLE

94564-2249

5331

296 GARRISONVILLE RD

STAFFORD

22554-1574

5332

WEST VALLEY MALL

3200 NAGLEE RD

SUITE 436

TRACY

95304-7333

5336

HERITAGE CENTER

5049 NORTH CENTRAL EXPWY

PLANO

75023-4701

5337

GONZALES SHOPPING CENTER

851 5TH STREET SUITE P

GONZALES

93926-9437

5339

TELEGRAPH CROSSING

3258 TELEGRAPH ROAD

SAINT LOUIS

63125-5565

5341

GATEWAY MALL

6100 O STREET #A194

LINCOLN

68528-9142

5342

SHOPS AT TANFORAN

1150 EL CAMINO REAL

SUITE 125

SAN BRUNO

94066-2421

5345

1925 S KOELLER STREET

OSHKOSH

54902-6100

5346

3231 IOWA ST

LAWRENCE

66047-5205

5350

3610 WAIALAE AVE

HONOLULU

96816-3225

5351

856 ROCKVILLE PIKE

ROCKVILLE

20852-1215

5352

14991 N KELSEY ST

MONROE

98272-1441

5353

RICHMOND MALL

424 RICHMOND MALL

RICHMOND

40475-2967

5354

1648 2ND AVENUE SW

CULLMAN

35055-5313

5356

RUTLAND SHOPPING PLAZA

36 RUTLAND SHOPPING PLAZA

RUTLAND

05701-5201

5357

MEADOW GLEN MALL

3850 MYSTIC VALLEY PKWY

MEDFORD

02155-6901

5358

CAMPBELL LANE TOWN CENTER

1680 CAMPBELL LANE #104

BOWLING GREEN

42101-1062

5360

LAWRENCEVILLE MARKET

875 LAWRENCEVILLE-SUWANEE RD

#540

LAWRENCEVILLE

30043-5483

5361

WARRENTON CENTER

251 W LEE HWY SUITE 611

WARRENTON

20186-2078

5362

61545 SOUTH HWY 97

BEND

97702-2593

5363

1024 W. BEACON STREET

PHILADELPHIA

39350-3204

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5364

1715 ELTON ROAD

JENNINGS

70546-3631

5365

100 EAST BROAD STREET

GADSDEN

35903-1516

5367

1315 W REELFOOT AVENUE

UNION CITY

38261-5505

5368

CROWN POINT PLAZA

6674 CLINTON HIGHWAY

KNOXVILLE

37912-1016

5369

HARCO CENTER

5620 MCFARLAND BLVD

NORTHPORT

35476-3537

5370

316 HIGHWAY 80 EAST

CLINTON

39056-4718

5374

ONTARIO MILLS

1 MILLS CIRCLE

SUITE 301

ONTARIO

91764-5207

5375

MESA SPECTRUM SHOPPING CENTER

1240 E BASELINE RD

SPACE 104

MESA

85204-6700

5376

2102 NORTH JACKSON

TULLAHOMA

37388-2208

5377

1129 HWY 231 S

TROY

36081-3001

5378

TARGET SHOPPING CENTER

13251 MONTFORT DRIVE

DALLAS

75240-5114

5379

WESTPARK TOWNE PLAZA

411 N MILWAUKEE #B2

BOISE

83704-9140

5380

2713 HWY 281 NORTH

MARBLE FALLS

78654-3809

5381

JEFFERSON CROSSING

114 FLOWING SPRINGS RD

CHARLES TOWN

25414-3908

5382

2554 E HWY 76

MARION

29571-6348

5384

METRO 580

4515 ROSEWOOD DR

SUITE 100

PLEASANTON

94588-3081

5386

TROPICAIRE SHOPPING CENTER

7815 SW 40TH STREET

MIAMI

33155-3548

5387

MIDDLESEX MALL

6851 HADLEY ROAD

SOUTH PLAINFIELD

07080-1121

5389

MARKETPLACE @ BRENTWOOD

79 WICKS ROAD

BRENTWOOD

11717-3523

5390

10580 N. MCCARRAN #112

RENO

89523-0000

5391

WEBSTER SQUARE

68 STAFFORD STREET

WORCESTER

01603-1450

5392

CROSSROADS SHOPPING PLAZA

387 TARRYTOWN ROAD

WHITE PLAINS

10607-1423

5398

WEST TOWNE SHOPPING CENTER

85 F STONEBROOK PLACE

JACKSON

38305-3653

5400

WATERFORD SHOPPING CENTER

551 W CAPITOL EXPWY

SAN JOSE

95136-3914

5401

901 SOUTH COAST DRIVE STE K109

COSTA MESA

92626-1747

5402

CHEYENNE MOUNTAIN CENTER N-2

1670 E. CHEYENNE MTN. BLVD.

COLORADO SPRINGS

80906-4035

5404

BARTOW MARKETPLACE

205 MARKETPLACE BLVD

CARTERSVILLE

30121-2235

5405

3302 N BUCKNER BLVD STE 100

DALLAS

75228-5600

5406

DOUGLAS CROSSING

1664 MINERAL SPRING AVENUE

NORTH PROVIDENCE

02904-4002

5407

6351 I-55 NORTH #105

JACKSON

39213-9742

5408

MISSION HILLS PLAZA

10334 SEPULVEDA BLVD

MISSION HILLS

91345-2422

5409

131 BIG ELK MALL S/C

ELKTON

21921-5912

5413

NORTH PARK VILLAGE S/C

109 NORTH PARK DRIVE

MONTICELLO

71655-3952

5414

17010 COLLINS AVENUE

SUNNY ISLES BEACH

33160-3642

5415

OZARK MALL OUTLOT

808 HWY 65 NORTH

HARRISON

72601-2151

5417

AMBASSADOR SHOPPING CENTER

312 SCHILLINGER RD S

SUITE J-K

MOBILE

36608-5032

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5419

283 COTTAGE GROVE ROAD

BLOOMFIELD

06002-3117

5421

SILVER POINTE S/C

17175 SILVER PKWY.

FENTON

48430-3426

5422

TOWN PLAZA SC

1784 SOUTH 5TH

LEESVILLE

71446-5306

5423

5514 MAIN ST

SUITE 4

ZACHARY

70791-4022

5424

301 CONSTITUTION DR

SUITE 300

COPPERAS COVE

76522-2658

5425

NORTH CASS CENTER

1825 E NORTH AVENUE

BELTON

64012-2128

5426

KERMAN SHOPPING CENTER

15136 WEST WHITESBRIDGE

KERMAN

93630-1019

5427

CALDOR SHOPPING CENTER

700 EAST HUNTING PARK AVENUE

PHILADELPHIA

19124-4827

5428

1265 W MAIN STREET #101

MESA

85201-7000

5429

SOUTHPARK CENTER

500 SOUTHPARK CENTER #AU700

STRONGSVILLE

44136-9320

5430

6600 INTERNATIONAL DRIVE

ORLANDO

32819-8220

5432

VALENCIA MARKETPLACE

25590 THE OLD ROAD

STEVENSON RANCH

91381-1705

5433

UNION SQUARE SC

2511 W STATE STREET

NEW CASTLE

16101-1036

5434

20811 SR 410 E

BONNEY LAKE

98390-6301

5435

1895 W WILLIAMS ROAD

FALLON

89406-2647

5437

UNIVERSITY PLAZA

11 UNIVERSITY PLAZA

NEWARK

19702-1549

5439

BURLINGTON SHOPPING CENTER

2500 CENTRAL PARK AVE

YONKERS

10710-1133

5441

NORTHGATE PLAZA

339 SQUIRE RD

UNIT 148

REVERE

02151-4309

5442

85 WHITEHORSE PIKE

HAMMONTON

08037-1872

5443

762 ROOSEVELT AVE

CARTERET

07008-2308

5444

LAGUNA HILLS SHOPPING CENTER

24422 ROCKFIELD BLVD.

LAKE FOREST

92630-4771

5445

BALDEN TOWNE PLAZA

620 VENTURA STREET

FILLMORE

93015-1925

5446

ROLLING ACRES PLAZA AT THE VILLAGES

664 N US HIGHWAY 441

LADY LAKE

32159-3777

5449

304 EAST MICHIGAN STREET

ORLANDO

32806-0000

5450

8166 W OVERLAND RD

BLDG 3

BOISE

83709-1635

5451

303 91ST AVENUE NE

SPACE G702

LAKE STEVENS

98258-1539

5452

WEST OAKS MALL

9401 W COLONIAL DR

SUITE 404

OCOEE

34761-6810

5453

TARGET CENTER

15329 PALMDALE RD

SUITE B AND C

VICTORVILLE

92392-2460

5454

635 S CLINTON ST #210

TRENTON

08611-1831

5455

GOOD HOPE MARKETPLACE SC

2855 ALABAMA AVENUE S.E. #H

WASHINGTON

20020-3000

5456

2425 CLEANLEIGH DRIVE

BALTIMORE

21234-6808

5458

ENCINITAS RANCH TOWN CENTER

1006 N CAMINO REAL

SUITE A

ENCINITAS

92024-1321

5459

5960 20TH STREET

VERO BEACH

32966-1019

5460

DIMOND CENTER

800 E DIMOND BLVD

SUITE 155

ANCHORAGE

99515-2053

5461

SEARS MALL

600 E NORTHERN LIGHTS #157

ANCHORAGE

99503-4134

5462

5TH AVENUE MALL

320 W 5TH AVENUE SUITE 200

ANCHORAGE

99501-2349

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5463

1301 S SEWARD MERIDIAN HWY

UNIT E

SUITE C14

WASILLA

99654-0000

5467

30052 GRAND RIVER

GRAND RIVER/TUCK ROAD

FARMINGTON HILLS

48336-4722

5468

SARASOTA TOWNE CENTER

5394 FRUITVILLE RD

SARASOTA

34232-6401

5469

CARDINAL POINT SC

1901 CORNHUSKER DR

SUITE 110

SOUTH SIOUX CITY

68776-0000

5470

LAGUNA HILLS MALL

24155 LAGUNA HILLS MALL #1535

LAGUNA HILLS

92653-3640

5471

NORTH SHORE SQUARE MALL

150 NORTH SHORE BLVD

SLIDELL

70460-6809

5472

LAKEWOOD PLAZA

1533 COMMERCIAL WAY

SPRING HILL

34606-0000

5474

LODEN CENTER

688 HIGHWAY 6 EAST

BATESVILLE

38606-3004

5475

KISSIMMEE COMMONS SHOPPING CENTER

4386 W VINE ST

KISSIMMEE

34746-0000

5476

734 NORTHSIDE DRIVE EAST

STATESBORO

30458-4766

5478

COPPER TREE SHOPPING PLAZA

350 RAMAPO VALLEY ROAD

OAKLAND

07436-2712

5479

SOUNDVIEW MARKETPLACE

23 SOUNDVIEW MARKETPLACE

PORT WASHINGTON

11050-2221

5481

EDGEWATER COMMONS

449 RIVER ROAD SUITE K2

EDGEWATER

07020-1145

5482

SOLOMON POND MALL

601 DONALD LYNCH BLVD

MARLBOROUGH

01752-4730

5483

FRANKLIN SHOPPING PLAZA

100 FRANKLIN STREET UNIT D

WESTERLY

02891-3152

5484

ENGLEWOOD TOWN CENTER

697 W HAMPDEN AVE

SUITE C

ENGLEWOOD

80110-2123

5485

5400 S 56TH ST

SUITE 15B

LINCOLN

68516-1889

5486

1340 E STATE HWY 377

GRANBURY

76048-2548

5487

42171 BIG BEAR BLVD

PO BOX 7045

BIG BEAR LAKE

92315-7045

5488

TANASBOURNE TOWN CENTER NORTH

18021 NW EVERGREEN PARKWAY

BUILDING E SPACE S

BEAVERTON

97006-7452

5490

SANTA MONICA PLACE

314 SANTA MONICA PLACE

SANTA MONICA

90401-3411

5492

RAG SHOP DISCOUNT CENTER

111 WAGARAW ROAD

HAWTHORNE

07506-2720

5494

7412 KINGSTON PIKE

KNOXVILLE

37919-5609

5495

CARSON VALLEY FAIR S/C

1329 HIGHWAY 395

GARDNERVILLE

89410-5391

5496

330-U OREGON AVENUE

PHILADELPHIA

19148-4723

5497

SEMINOLE TOWNE CENTER

210 TOWN CENTER CIRCLE

SPACE K-3

SANFORD

32771-7409

5500

490-B HWY 71 W

BASTROP

78602-3731

5501

ROSEMONT S/C

9169 KIEFER BLVD

SACRAMENTO

95826-5105

5502

WESTSIDE SHOPPING CENTER

2320 ASHTON STREET

BALTIMORE

21223-2818

5503

STADIUM PLAZA

10 MAIN STREET

TEWKSBURY

01876-1660

5504

KONA COAST SHOPPING CENTER

74-5588 PALANI ROAD

SUITE G

KAILUA KONA

96740-3120

5507

CRUZ ALTA PLAZA

710 PASEO DEL PUEBLO

TAOS

87571-6061

5508

FOUR SEASONS TOWN CENTRE

328 FOUR SEASONS TOWN CENTRE

GREENSBORO

27407-4758

5509

GILBERT GATEWAY TOWNE CENTER

5052 S POWER ROAD

SUITE 103

MESA

85212-5005

5510

INDEPENDENCE MALL

3500 OLEANDER DRIVE

WILMINGTON

28403-0811

5512

BRIDGEHAMPTON COMMONS

2024 MONTAUK HWY

PO BOX 1337

BRIDGEHAMPTON

11932-1337

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5513

PALM VALLEY PLAZA SHOPPING CENTER

4500 E PALM VALLEY BLVD

SUITE A126

ROUND ROCK

78664-0000

5514

479 MAIN STREET

NEW ROCHELLE

10801-6303

5515

WEST PLAZA

700-79 BROADWAY

WESTWOOD

07675-1674

5516

DILLONVALE S/C

4066 EAST GALBRAITH

CINCINNATI

45236-2324

5517

MACOMB MALL

32401 GRATIOT

SPACE 360

ROSEVILLE

48066-1135

5518

MARKETPLACE MALL

771 MIRACLE MILE DR

ROCHESTER

14623-5856

5519

MUIR STATION

546 CENTER AVENUE

MARTINEZ

94553-4600

5521

WAUSAU CENTER MALL

C304 WAUSAU CENTER

SPACE C-304

WAUSAU

54403-5507

5522

9300 SOUTH I-35

SUITE A-300

AUSTIN

78748-0000

5523

53 LAKEWOOD DRIVE

HATTIESBURG

39402-6109

5524

THE ARBORETUM S/C

3407 PINEVILLE MATHEWS STE 600

CHARLOTTE

28226-9305

5526

LONG GATE CENTER

4350 MONTGOMERY ROAD

ELLICOTT CITY

21043-6099

5527

WAKEFIELD MALL

160 OLD TOWER ROAD

SUITE 10

WAKEFIELD

02879-3731

5528

STEGERTOWN CROSSING

824 STEGER TOWN DR

ROCKWALL

75087-0000

5529

348 S COLLEGE RD

WILMINGTON

28403-1632

5530

5900 SOUTH ORANGE BLOSSOM TRAIL

ORLANDO

32809-4606

5534

BENTLEY MALL

32 COLLEGE ROAD

SUITE 2

FAIRBANKS

99701-1701

5535

NUGGET MALL

8745 GLACIER HWY

SPACE 165

JUNEAU

99801-8000

5536

3554 BROADWAY

NEW YORK

10031-3202

5537

2331 SOUTH TOWNSEND AVE

MONTROSE

81401-5438

5538

NORTHWAY MALL

3101 PENLAND PARKWAY

SPACE G10

ANCHORAGE

99508-1955

5539

COASTLAND CENTER

1740 TAMAIMI TRAIL N

SPACE C2

NAPLES

34102-5200

5541

COTTONWOOD MALL

10000 COORS BYP NW

SUITE E203

ALBUQUERQUE

87114-4062

5542

6532 LAKEWORTH BLVD

LAKE WORTH

76135-3002

5543

HUNTINGTON VILLAGE

12675 BISSONNET

SPACE 20 AND 21

HOUSTON

77099-1331

5544

FLOWER SHOPPING CENTER

27 FLOWER SHOPPING CENTER

FLORISSANT

63033-1644

5545

LIVINGSTON MALL

112 EISENHOWER PARKWAY

SPACE 1002

LIVINGSTON

07039-4995

5546

DARINOR PLAZA

500 CONNECTICUT AVENUE

NORWALK

06854-1721

5547

2220 WRANGLEBORO ROAD

MAYS LANDING

08330-3396

5548

BERLIN MALL

282 BERLIN MALL RD

UNIT 3

BERLIN

05602-9164

5555

BONITA LAKES MALL

1290 BONITA LAKE CIRCLE

MERIDIAN

39301-6963

5556

NORTH MESA PLAZA

1631 W CRAIG RD

UNIT 14

NORTH LAS VEGAS

89032-0227

5558

NORTH COUNTY SQUARE

1841 UNIVERSITY DRIVE

#110

VISTA

92083-7793

5562

WESTWOOD PLAZA

9675 BISSONNET STREET

HOUSTON

77036-8005

5563

LEBANON PLAZA

2562 S SANTIAM HIGHWAY

LEBANON

97355-3052

5564

RIVERTON SHOPPING CENTER

1817 W 12600 S

RIVERTON

84065-4393

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5565

FRAN HILL S/C

204-13 HILLSIDE

HOLLIS

11423-2213

5566

CLOCKTOWER PLAZA

1C CLOCKTOWER PLAZA

ELGIN

60120-6918

5567

ARIZONA MILLS

5000 ARIZONA MILLS CIRCLE

SPACE 697

TEMPE

85283-0000

5568

7622 N BLACKSTONE

FRESNO

93720-4300

5569

HAYWOOD MALL

700 HAYWOOD RD #1067

GREENVILLE

29607-2781

5570

MONTGOMERY MALL

7101 DEMOCRACY BLVD

SPACE 2226

BETHESDA

20817-1052

5572

CHERRY PLAZA

108 EAST FAIRVIEW AVE

MERIDIAN

83642-1733

5573

WENDOVER PLACE S/C

1216 W BRIDFORD PARKWAY

GREENSBORO

27407-2698

5574

SOUTH SHORE MALL

250 GRANITE

SPACE 2025

BRAINTREE

02184-2804

5577

SHOPS AT WILLOW LAWN

4925 W BROAD ST

SPACE 401

RICHMOND

23230-3116

5578

PARK FAIR MALL

100 E EUCLID

DES MOINES

50313-4511

5579

BOCA CHICA PLACE

2952 BOCA CHICA ROAD

BROWNSVILLE

78521-3543

5581

AUGUSTA EXCHANGE

215 ROBERT C DANIEL PARKWAY

AUGUSTA

30909-0800

5582

PRINCESS ANNE MARKETPLACE

2052-008 S INDEPENDENCE BLVD

VIRGINIA BEACH

23456-4775

5583

COASTAL CENTRE

1610 CHURCH STREET

CONWAY

29527-0000

5584

LAKE MANAWA POWER CENTER

3134 MANAWA CENTRE DR

SUITE 1

COUNCIL BLUFFS

51501-7690

5586

2030 CALIFORNIA AVE

SUITE B

SAND CITY

93955-3150

5588

BRASS MILL CENTER

495 UNION ST

SUITE 1160

WATERBURY

06706-3200

5589

PENINSULA CENTER MALL

44332 STERLING HWY

STE 16

SOLDOTNA

99669-8000

5590

THE SHOPPES AT TWO RIVERS PLAZA

1196 W BOUGHTON

SPACE A5

BOLINGBROOK

60440-6567

5592

TARGET SC

850 CHANCELLOR PARK DR

CHARLOTTE

28213-8231

5593

GRAPEVINE MILLS

3000 GRAPEVINE MILLS PKWY

SPACE 414

GRAPEVINE

76051-2008

5594

2507 BROADWAY

NEW YORK

10025-6934

5596

LUMBERTON PLAZA

1636-14 ROUTE 38

MOUNT HOLLY

08060-2987

5597

RISING SUN PLAZA

5675 RISING SUN AVE

PHILADELPHIA

19120-1625

5598

DEER VALLEY MALL

2811 W AQUA FRIA FREEWAY

SUITE 2

PHOENIX

85027-3967

5601

STEELYARD COMMONS

3497 STEELYARD DRIVE

CLEVELAND

44109-0000

5602

SHOPS AT GRAND AVE

7425 GRAND AVE

ELMHURST

11373-4179

5603

PALISADES CENTER

3322 PALISADES CENTER DRIVE

WEST NYACK

10994-6603

5604

MENLO PARK SC

1223 ST MARY’S RD

SPACE 1223

TUCSON

85745-3115

5605

WESTWOOD MALL

1836 W MICHIGAN AVE

SPACE 836

JACKSON

49202-4007

5606

HAMBURG PAVILION

2160 SIR BARTON WAY

SPACE 139

LEXINGTON

40509-2228

5607

VILLAGE COMMONS SC

1400 VILLAGE SQUARE BLVD

SUITE 4

TALLAHASSEE

32312-1231

5609

ROCKVALE SQUARE

35 S WILLOWDALE DR

SUITE 805

LANCASTER

17602-1479

5610

ACME PLAZA

11 COURTHOUS SOUTH DENNIS RD

SUITE 6

CAPE MAY COURT HOUSE

08210-2150

5613

LAKESIDE MALL

14600 LAKESIDE CIRCLE

SPACE H101

STERLING HEIGHTS

48313-1356

100

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5614

2410 LAPORTE AVE

SPACE 130

VALPARAISO

46383-6914

5615

WESTSIDE PAVILION

10850 W PICO BLVD

SPACE 211

LOS ANGELES

90064-2131

5617

NORTHGATE MALL

401 NE NORTHGATE WAY

SPACE 308

SEATTLE

98125-8513

5618

GREAT MALL OF THE GREAT PLAINS

20159 W 151ST

SPACE 159

OLATHE

66061-7230

5619

SPOKANE VALLEY MALL

14700 E INDIANA

SPACE 2156

SPOKANE

99216-1839

5620

SPRINGHURST TOWN CENTER

10621 FISHER PARK DR

LOUISVILLE

40241-4138

5621

OVIEDO MARKETPLACE

1430 OVIEDO MARKETPLACE BLVD

OVIEDO

32765-7475

5625

7601 LAGUNA BLVD #140

ELK GROVE

95758-5065

5626

DAYTON MALL

2700 CENTERVILLE RD

DAYTON

45459-3738

5627

DANADA SQUARE WEST

86 DANADA SQUARE

SPACE A25

WHEATON

60187-1000

5629

CORAL RIDGE MALL

1451 CORAL RIDGE AVE

SPACE 302

CORALVILLE

52241-0000

5630

MAINSTREET SQUARE

2936 FINLEY RD

DOWNERS GROVE

60515-1042

5631

WEST VALLEY MARKETPLACE

1091 MILLCREEK RD.

ALLENTOWN

18106-9157

5633

EASTERN BELTWAY CENTER

2220 E SERENE AVE

LAS VEGAS

89123-4818

5634

BRECKENRIDGE SHOPPING CENTER

12550 JEFFERSON DAVIS HWY

CHESTER

23831-5317

5635

BROOKFIELD SQUARE MALL

95 NORTH MOORLAND RD A7

BROOKFIELD

53005-6021

5636

NATOMAS MARKETPLACE

3651 TRUXEL RD

SUITE 7

SACRAMENTO

95834-3607

5638

FRANKLIN SQUARE PHASE III

3660E FRANKLIN BLVD

GASTONIA

28056-9273

5639

HUNTERS CREEK SC

2105 TOWN CENTER BLVD

ORLANDO

32837-6801

5641

TOWN FAIR CENTER

1941 S HURSTBORUNE PARKWAY

LOUISVILLE

40220-1645

5646

EASTLAND MALL

800 N GREEN RIVER RD

SPACE 224

EVANSVILLE

47715-2471

5648

WALMART SHOPPING CENTER

8350 HWY 64

BARTLETT

38133-4112

5649

LAWNDALE PLAZA

3248 W ROOSEVELT RD

CHICAGO

60624-4332

5650

THE PROMENDALE MALL

40820 WINCHESTER RD

SPACE 2220

TEMECULA

92591-5525

5651

EAGLE RIDGE MALL

753 EAGLE RIDGE DR

SPACE 320

LAKE WALES

33853-4740

5652

FAIR CITY MALL

9662 MAIN STREET

FAIRFAX

22031-3737

5653

2005 MT ZION RD

MORROW

30260-3313

5654

WESTFORK PLAZA

15819 PINES BLVD

BAY 1

PEMBROKE PINES

33027-1203

5655

PHEASANT LANE MALL

310 DANIEL WEBSTER HWY

SPACE W-101

NASHUA

03060-5730

5657

PEEBLES-FESTIVAL SHOPPING CENTER

1275 YORK RD

GETTYSBURG

17325-7565

5659

FIRST COLONY MALL

16535 SW FREEWAY

SUITE 130

SUGAR LAND

77479-2334

5660

RIVERSTONE SHOPPING CENTER

1437 RIVERSTONE PKWY

SPACE 110

CANTON

30114-5623

5663

WOODFIELD MALL

5 WOODFIELD MALL SUITE F101

SCHAUMBURG

60173-5017

5664

RIVERVIEW WEST MARKETPLACE

701 S HARBOR BLVD

SANTA ANA

92704-2348

5665

MURPHY’S CORNER SHOPPING CENTER

1523 132ND STREET SE

SUITE A

EVERETT

98208-7200

5667

TRIANGLE TOWN CENTER

5959 TRIANGLE TOWN CETNER BLVD

SUITE AL 1004

RALEIGH

27616-3268

101

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5669

2611 PARK WAY

PIGEON FORGE

37863-3213

5670

415 BROADWAY

NEW YORK

10013-3702

5671

42-39 BELL BLVD

BAYSIDE

11361-2863

5672

10719 71ST AVE

FOREST HILLS

11375-4724

5673

SAND LAKE CORNERS

8149 S JOHN YOUNG PARKWAY

SPACE A-5

ORLANDO

32819-9021

5674

PLAZA AT LANDMARK

6208 LITTLE RIVER TURNPIKE

SPACE 6208

ALEXANDRIA

22312-1714

5675

LAKEFOREST MALL

701 RUSSELL AVE

SPACE F221

GAITHERSBURG

20877-2631

5676

FAIR OAKS MALL

11796 LEE JACKSON MEMORIAL HWY

SPACE 101 AND 102

FAIRFAX

22033-3311

5677

ROUNDTREE PLACE

2539 ELLSWORTH RD

YPSILANTI

48197-5619

5678

WINDMILL LAKES SHOPPING CENTER

31 N RANDALL RD

BATAVIA

60510-9208

5679

SUMMIT SHOPPING CENTER

920 E BESSEMER

GREENSBORO

27405-7002

5680

STOCKBRIDGE CORNERS

5500 N HENRY BLVD

STOCKBRIDGE

30281-3249

5682

HAWTHORN CENTER

229 HAWTHORN CENTER

SPACE LF14

VERNON HILLS

60061-1503

5683

COUNTRY CORNERS

230 N VIRGINIA ST

CRYSTAL LAKE

60014-7245

5684

GREAT LAKES CROSSING

4138 BALDWIN RD

SPACE 413

AUBURN HILLS

48326-1223

5685

DULLES TOWN CENTER

21100 DULLES TOWN CIRCLE

SUITE 102

DULLES

20166-2438

5686

AUBURN MALL

385 SOUTHBRIDGE ST

SPACE S200

AUBURN

01501-2498

5687

PROVO TOWNE CENTRE

1200 TOWNE CENTRE BLVD

SPACE 2012

PROVO

84601-5947

5688

RALEY'S GOLD COUNTRY

777-1 S HWY 49

JACKSON

95642-2621

5689

4732 DEVINE ST

COLUMBIA

29209-1001

5693

ARBOR PARK

17700 HWY 281 N

SPACE 702

SAN ANTONIO

78232-1404

5694

HOWE BOUT ARDEN SHOPPING CENTER

2100 ARDEN WAY

SPACE 165

SACRAMENTO

95825-2216

5695

MONTEREY PLAZA

5516 MONTEREY RD

SAN JOSE

95138-1529

5696

PATHMARK PLAZA

13440 SPRINGFIELD BLVD

JAMAICA

11413-1459

5697

NORTHWOODS MARKETPLACE

7620 RIVERS AVE

SUITE 340

NORTH CHARLESTON

29406-5002

5698

4704 SOUTH BLVD

CHARLOTTE

28217-2100

5700

STONE MOUNTAIN SQUARE

5370 US HWY 78

SUITE 310

STONE MOUNTAIN

30087-3581

5705

KATY MILLS SHOPPING CENTER

5000 KATY MILLS CIRCLE

SUITE 542

KATY

77494-4402

5706

COLISEUM CROSSING

57 COLISEUM CROSSING

HAMPTON

23666-5970

5707

CONCORD MILLS

8111 CONCORD MILLS BLVD

SPACE 414

CONCORD

28027-6462

5708

MILL CREEK CROSSING SC

1950 BUFORD MILL DR

SUITE A-1

BUFORD

30518-4904

5710

QUAKER BRIDGE MALL

150 QUAKER BRIDGE MALL

SPACE B21

LAWRENCEVILLE

08648-1902

5711

MAINE COAST MALL

225 HIGH ST

SPACE 7

ELLSWORTH

04605-1715

5712

MALL OF NEW HAMPSHIRE

1500 S WILLOW ST

SPACE S103

MANCHESTER

03103-3220

5713

CAPE COD MALL

793 IYANNOUGH RD

SUITE 32

HYANNIS

02601-5027

5714

DEDHAM PLAZA

703 PROVIDENCE HWY

SPACE 18

DEDHAM

02026-6832

102

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5716

DOLPHIN MALL

11401 NW 12TH ST

SPACE 342

MIAMI

33172-0000

5717

CUMBERLAND MALL

1446 CUMBERLAND MALL

ATLANTA

30339-3139

5719

1111 SUMMIT ST

LAPEER

48446-3904

5720

CENTERVILLE MARKETPLACE

312 N MARKETPLACE

CENTERVILLE

84014-1702

5722

MAINPLACE MALL

2800 N MAIN ST

SPACE 601

SANTA ANA

92705-6607

5724

PROVIDENCE PLACE MALL

146 PROVIDENCE PLACE

PROVIDENCE

02903-1754

5725

FALMOUTH PLAZA

29 DAVIS STRAITS STR

FALMOUTH

02540-3905

5727

MERCHANTS WALK SHOPPING CENTER

1293 JOHNSON FERRY RD

SPACE 710

MARIETTA

30068-2723

5728

BOULEVARD MALL

3680 S MARYLAND PKWY

SUITE 165

LAS VEGAS

89109-3075

5730

CROSS GRAND PLAZA

8709 W GRAND RIVER

SUITE B

BRIGHTON

48116-2923

5731

MARKETPLACE AT NORTHGLENN

10620 MELODY DR

SPACE B

NORTHGLENN

80234-4140

5732

PELICAN SQUARE

4575-28 HWY 1

REHOBOTH BEACH

19971-9212

5734

GREENS OF STRONGSVILLE

18240 ROYALTON RD

STRONGSVILLE

44136-5181

5735

RIVERTOWN CROSSING

3700 RIVERTOWN PARKWAY

SPACE 1114

GRANDVILLE

49418-3085

5736

1646 W HWY 50

O FALLON

62269-1621

5737

EASTCHASE MARKET

1450 EASTCHASE PKWY

SUITE 300

FORT WORTH

76120-4429

5738

21503 TOM BALL PKWY

SUITE E

HOUSTON

77070-1647

5739

COFER CROSSING SHOPPING CENTER

4367 LAWRENCEVILLE HWY

SUITE B

TUCKER

30084-3719

5741

GATEWAY PLAZA

1375 WESTERN BLVD

JACKSONVILLE

28546-6663

5743

RIVERCHASE PROMENADE

1711 MONTGOMERY HWY

SPACE 2

HOOVER

35244-1215

5744

GLENDALE FASHION CENTER

215 N GLENDALE AVE

BLDG B

GLENDALE

91206-4455

5745

FIVE CITIES CENTER

1150 W BRANCH ST

SPACE B1

ARROYO GRANDE

93420-1906

5746

ALLEN CENTRAL MARKET

210 CENTRAL EXPRESSWAY SOUTH

SPACE 60

ALLEN

75013-8005

5747

WATERFORD LAKES TOWN CENTER

357 N ALAFAYA TRAIL

SUITE B2

ORLANDO

32828-7012

5752

COMMERCE CENTER

3345 MARTIN LUTHER KING BLVD

NEW BERN

28560-5222

5753

NORTH VILLA PARK COMMON

76 E NORTH AVE

VILLA PARK

60181-1244

5754

GARDENA VALLEY CENTER

1270 W REDONDO BEACH BLVD

GARDENA

90247-3411

5756

ROOSEVELT FIELD MALL

SPACE 505

GARDEN CITY

11530-3467

5757

PARAMUS PARK MALL

1355 PARAMUS PARK

SPACE 1375

PARAMUS

07652-3532

5758

WEST MOUNT PLAZA

804 RTE 46

SPACE 8

PARSIPPANY

07054-3488

5759

MARLBORO PLAZA

150 RTE 9 NORTH

ENGLISHTOWN

07726-0000

5760

BAY PLAZA

2268 BARTOW AVE

BRONX

10475-4618

5762

MALL OF GEORGIA

3333 BUFORD DRIVE

SPACE 1001

BUFORD

30519-7930

5763

ARBOR PLACE MALL

6700 DOUGLAS BLVD

SPACE 1020

DOUGLASVILLE

30135-1599

5766

SHAWNEE STATION

15240 SHAWNEE MISSION PKWY

SHAWNEE

66217-9315

5767

OCOTILLO PLAZA

2860 S ALMA SCHOOL

UNIT 35

CHANDLER

85248-8118

103

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

5768

CRESTWOOD PLAZA

636 CRESTWOOD PLAZA

SPACE 636

SAINT LOUIS

63126-1706

5769

GARDEN STATE PLAZA

1 GARDEN STATE PLAZA

SPACE B7A-B

PARAMUS

07652-2417

5770

LAKESHORE PLAZA

1563 SLOAT BLVD

SAN FRANCISCO

94132-1222

5773

DEER GROVE CENTER

639 E DUNDEE RD

PALATINE

60074-2817

5776

LAWNDALE CROSSING

2601 LAWNDALE DR

GREENSBORO

27408-4818

5778

TARGET SHOPPING CENTER

1106A WOODRUF RD

GREENVILLE

29607-4109

5779

YORKTOWN CENTER

170 YORKTOWN CENTER

LOMBARD

60148-5527

5780

BROADWAY PLAZA

63 N BROADWAY

CHULA VISTA

91910-1417

5781

AUGUSTA COMMONS

2379 AUGUSTA RD

WEST COLUMBIA

29169-0000

5782

RYDERS CROSSING

384 RYDERS LANE

MILLTOWN

08850-1706

5783

961 E 174 TH STREET

SPACE B 130

BRONX

10460-5237

5784

WESTGATE PLAZA

911 CENTRAL AVENUE

ALBANY

12206-1304

5785

TAYLOR SQUARE

2845 SW TAYLOR RD

REYNOLDSBURG

43068-9550

5786

THE SHOPPES AT THE PARKWAY

6123 W IRLO BRONSON HIGHWAY

KISSIMMEE

34747-4512

5787

MINNEHAHA SHOPPING CENTER

2600 EAST LAKE STREET

SPACE 2620

MINNEAPOLIS

55406-1926

5788

ARROWHEAD PALMS

7381 W BELL RD

PEORIA

85382-3870

5789

JERSEY GARDENS

651 KAPKOWSKI RD

SPACE 1106

ELIZABETH

07201-4901

5790

CLINTON SHOPETTE

6787 CLINTON STREET

UNIT A

GREENWOOD VILLAGE

80112-0000

5791

SHOPPES OF LIBERTY CITY

1168 NW 54TH STREET

SPACE 8

MIAMI

33127-0000

5792

EAST WEST COMMONS SHOPPING CENTER

1757 EAST WEST CONNECTOR

SPACE 490

AUSTELL

30106-1251

5793

KMART SHOPPING CENTER

1278 RT 22 EAST

SPACE 4

NORTH PLAINFIELD

07060-3518

5794

GARDNER MANOR MALL

846 SUNRISE HWY

BAY SHORE

11706-5908

5796

WHITE LAKE MARKETPLACE

9066 HIGHLAND RD

SPACE 102

WHITE LAKE

48386-2030

5797

FIRST COLONY SHOPPING CENTER

45135 FIRST COLONY WAY

SPACE 300

CALIFORNIA

20619-2416

5798

BOCO PARK MARKEPLACE

8740 W CHARLESTON BLVD

SPACE 7

LAS VEGAS

89117-5458

5799

SHOPS AT ROYAL OAKS

2600 S KIRKWOOD DR

STE 100

HOUSTON

77077-6691

6006

SOUTH DEKALB MALL

2801 CANDLER ROAD

DECATUR

30034-1423

6014

OAKLAND MALL

668 WEST 14 MILE RD

TROY

48083-4236

6015

HERITAGE PARK NORTH SHOPPING CENTER

6228 SOUTH SAGINAW RD

GRAND BLANC

48439-2705

6018

WESTBORN S/C

23189 MICHIGAN AVE

DEARBORN

48124-2020

6019

HOOVER ELEVEN S/C

26293-95 HOOVER RD

WARREN

48089-1133

6022

LIBERTY COURT S/C

8624 LIBERTY ROAD

RANDALLSTOWN

21133-4707

6034

OAKWOOD CENTER

171 WOOD AVENUE

EDISON

08820-3504

6035

EASTOVER SHOPPING CENTER

5129 INDIAN HEAD HIGHWAY

OXON HILL

20745-2014

6036

PENN-MAR SHOPPING CENTER

3224 DONNELL DRIVE

FORESTVILLE

20747-3205

6043

MANAPORT PLAZA

8393 SUDLEY ROAD

MANASSAS

20109-3508

104

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

6044

LEESBURG PIKE PLAZA

3501-D S JEFFERSON STREET

FALLS CHURCH

22041-3106

6050

HARWOOD COMMONS SHOPPING CENTER

4709 N HARLEM AVE

HARWOOD HEIGHTS

60706-4606

6062

10730 FOOTHILL BLVD STE 130

RANCHO CUCAMONGA

91730-3887

6065

17402 COLIMA ROAD

ROWLAND HEIGHTS

91748-1629

6106

CROSSROADS CENTER

3800 BARRANCO PARKWAY

IRVINE

92606-0000

6118

MONTEBELLO MART

872 W BEVERLY BLVD # 12

MONTEBELLO

90640-4213

6125

KEDZIE PLAZA EAST

4707 S KEDZIE

CHICAGO

60632-3001

6127

1234 WINSTON PLAZA

MELROSE PARK

60160-1507

6134

BUCKHEAD CROSSING SUITE 47

2625 PIEDMONT ROAD

ATLANTA

30324-3086

6141

2047 WOODVILLE RD

OREGON

43616-3630

6142

EAST GATE S/C

2100 HARDING HWY

LIMA

45804-3443

6144

2332 GALLIA STREET

PORTSMOUTH

45662-4763

6149

260 RUSSELL ROAD

ASHLAND

41101-7048

6150

4214 EAST MAIN ST

WHITEHALL

43213-3028

6152

460 CLEVELAND STREET

ELYRIA

44035-4059

6153

1411 ROUTE 60E

HUNTINGTON

25705-1601

6157

22019 ST ROUTE 62

ALLIANCE

44601-9101

6158

1060 FOSTORIA AVE

FINDLAY

45840-6206

6163

NORTH PARK MARKETPLACE

524 W NEW CIRCLE RD

UNIT 120

LEXINGTON

40511-0000

6164

531 E MAIN STREET

CHILLICOTHE

45601-3502

6167

938 E PARK AVE

FAIRMONT

26554-4460

6168

REGENCY CENTRE

150 W LOWRY LANE

SUITE 130

LEXINGTON

40503-3008

6169

7755 TELEGRAPH RD

TAYLOR

48180-2238

6174

27771 DEQUINDRE RD

MADISON HEIGHTS

48071-3477

6178

BUSHNILL SQUARE

2139 E MAIN STREET

SPRINGFIELD

45503-4900

6179

PIERRE MORGAN MALL

105 W HIVELY AVE

ELKHART

46517-2114

6180

2815 FORT CAMPBELL BLVD

HOPKINSVILLE

42240-4942

6182

634 HEBRON ROAD

HEATH

43056-1403

6183

3001 E MAIN STREET

RICHMOND

47374-5924

6184

HERITAGE SQUARE S C

515 UNION AVENUE

DOVER

44622-3004

6185

1932 LINCOLN WAY E

MASSILLON

44646-6965

6186

TOLEDO COMMONS / SMALL SHOPS

3015 GLENDALE AVE

SUITE 350

TOLEDO

43614-2685

6187

4644 SALEM AVENUE

DAYTON

45416-1712

6190

803-1 NORTH EUCLID AVENUE

BAY CITY

48706-2402

6191

402 WOODMAN DRIVE

DAYTON

45431-2047

6194

1310 28TH STREET SE

GRAND RAPIDS

49508-1408

105

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

6198

1119 E STATE STREET

FREMONT

43420-4357

6199

GOLDEN GATE S C

229 GOLDEN GATE

MAUMEE

43537-2881

6200

5138 S WESTNEDGE AVENUE

PORTAGE

49002-0403

6201

1230 MT VERNON AVE

MARION

43302-5625

6203

1382 S MAIN STREET

ADRIAN

49221-4307

6206

2052 N LEWIS AVENUE

WAUKEGAN

60087-4722

6207

3210 E MICHIGAN AVENUE

JACKSON

49202-3852

6208

BRIDGEWATER FALLS SC

3417 PRINCETON RD

SUITE 117

HAMILTON

45011-0000

6209

1901 MILTON AVENUE

JANESVILLE

53545-0836

6210

BOULEVARD CROSSING SC

2140 E BLVD ST

KOKOMO

46902-2401

6213

805 MEMORIAL DRIVE

LANCASTER

43130-2565

6214

NORTHERN LIGHTS PLAZA

3451 CLEVELAND AVENUE

SPACE 43

COLUMBUS

43224-2906

6217

82 MADISON SQUARE CENTER

MADISONVILLE

42431-2740

6219

2611 ALPINE AVENUE NW

GRAND RAPIDS

49544-1958

6223

168 E COLUMBIA AVENUE

BATTLE CREEK

49015-3735

6224

14336 EUREKA ROAD

SOUTHGATE

48195-2057

6227

TARGET PLAZA EAST

8126 EAST BROAD STREET

REYNOLDSBURG

43068-8037

6230

8810 MIDDLE BELT RD

LIVONIA

48150-4052

6232

519 W MCKINLEY AVE

MISHAWAKA

46545-5519

6236

1963 STATE RD

CUYAHOGA FALLS

44223-1423

6237

2000 E 71ST ST

CHICAGO

60649-2102

6238

603 J STREET

LA PORTE

46350-5457

6240

3390 S HIGH ST

COLUMBUS

43207-3623

6242

4515 W TUSCARAWES BLVD

CANTON

44708-5336

6243

933 LEAVITT RD

AMHERST

44001-1136

6246

710 E COLISEUM BLVD

FORT WAYNE

46805-1220

6248

2165 FORT STREET

LINCOLN PARK

48146-2451

6249

22710 ALLEN RD

WOODHAVEN

48183-2246

6251

SOUTH PLAZA

432 E WATERLOO

SPACE 104

AKRON

44319-1221

6253

TECH PLAZA SC

29116 VAN DYKE AVE

SPACE 11A

WARREN

48093-6764

6254

1603 ROCHESTER RD

TROY

48083-1829

6257

22388 LAKESHORE BLVD

EUCLID

44123-1717

6259

5211 BROOKPARK RD

PARMA

44134-1045

6260

27650 LORAIN RD

NORTH OLMSTED

44070-4040

6261

13179 SMITH RD

MIDDLEBURG HEIGHTS

44130-3606

6262

11716 DETROIT AVE

LAKEWOOD

44107-3002

106

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

6264

EVERGREEN S/C

12813 ROCKSIDE RD

GARFIELD HEIGHTS

44125-5157

6265

1198 S ARLINGTON STREET

AKRON

44306-6521

6266

2706 S 11TH ST

NILES

49120-4420

6267

870 PARSONS AVE

COLUMBUS

43206-2342

6269

2707 N COLUMBUS ST

OTTAWA

61350-1005

6271

321 W 14TH STREET

CHICAGO HEIGHTS

60411-2538

6277

1300 ELLIOTT DRIVE

MIDDLETOWN

45044-6222

6278

71 S SPRINGBORO PIKE

MIAMISBURG

45342-3701

6281

1107 BROOK FOREST AVE

SHOREWOOD

60431-0000

6284

2638 DELAWARE AVE

BUFFALO

14216-1737

6285

2430 MILITARY ROAD

NIAGARA FALLS

14304-1558

6287

1268 ABBOTT ROAD

LACKAWANNA

14218-1902

6293

15400 W NINE MILE RD

OAK PARK

48237-2517

6294

12850 MICHIGAN AVENUE

DEARBORN

48126-3735

6295

5999 S PARK AVENUE

HAMBURG

14075-3719

6297

3949 HOOVER ROAD

GROVE CITY

43123-2839

6301

301 MEADOW DRIVE

NORTH TONAWANDA

14120-2819

6303

PLAINFIELD COMMONS

2663 E MAIN ST

SUITE 100

PLAINFIELD

46168-2730

6306

CULVER RIDGE PLAZA

2255 RIDGE RD EAST STE 15A

IRONDEQUOIT

14622-0000

6307

COMMERCE PLAZA UNIT 8

1257 BLACKWOOD-CLEMENTON RD

CLEMENTON

08021-5621

6308

730 SHENANGO ROAD

BEAVER FALLS

15010-1212

6309

9200 FRANKFORD AVENUE

PHILADELPHIA

19114-2824

6312

18700 NINE MILE ROAD

EASTPOINTE

48021-2058

6317

16745 TORRENCE AVE

LANSING

60438-6018

6318

CROSS ROADS PLAZA

2088 NEW CASTLE AVE

NEW CASTLE

19720-2777

6322

NEW BRITE S/C

220 E MAIN ST

NEW BRITAIN

06051-1948

6324

950 WALCOTT ST

WATERBURY

06705-1300

6325

MILLS CROSSING

200 RUNNING HILL RD

STE 7

SOUTH PORTLAND

04106-3258

6327

GROTON SQUARE SC

220 RTE 12 UNIT 4

GROTON

06340-0000

6328

290 US ROUTE 1

NEW LONDON

06320-2641

6329

BURLINGTON COAT PLAZA

715 GRANITE STREET

BRAINTREE

02184-5328

6334

FIVE TOWN PLAZA

348 COOLEY ST

SPRINGFIELD

01128-1144

6335

4152 W MAIN ST

BATAVIA

14020-1235

6337

213 NORTH COMRIE AVENUE

JOHNSTOWN

12095-1501

6338

203 MILAN AVE

NORWALK

44857-1135

6339

TOWN AND COUNTRY S/C

3668-3670 E BROAD ST

COLUMBUS

43213-1125

107

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

6342

GLENWOOD PLAZA

2090 GLENWOOD SHOPPING PLAZA

ONEIDA

13421-2717

6343

MIDWAY SHOPPING CENTER

1062 WYOMING AVENUE

WYOMING

18644-1331

6344

THE VILLAGE OF EAST SIDE

6375 PENN AVENUE SUITE 11

PITTSBURGH

15206-4026

6346

BROCKPORT PLAZA

6544 4TH SECTION RD

BROCKPORT

14420-2472

6347

1379 LESSBURG AVE

WASHINGTON COURT HOU

43160-8655

6349

3772 S EAST ST

INDIANAPOLIS

46227-1241

6353

3445 SIMPSON-FERRY RD

CAMP HILL

17011-6404

6357

HERMITAGE CROSSING

1163 N HERMITAGE RD

HERMITAGE

16148-3112

6358

268 MT NEBO POINTE DR

SUITE C5

PITTSBURGH

15237-0000

6359

2060 LEBANON CHURCH RD

WEST MIFFLIN

15122-2406

6361

555 W MAIN STREET

UNIONTOWN

15401-2647

6363

SHOPS AT BOARDMAN

399 BOARDMAN POLAND RD

YOUNGSTOWN

44512-4904

6365

VALLEY VIEW CROSSING

4757 VALLEY VIEW

BLDG NW SPACE C

ROANOKE

24012-2000

6366

2846 RIVERSIDE DRIVE

DANVILLE

24540-4118

6367

BROOKHAVEN SHOPPING PLAZA

3508 EDGMONT AVENUE

BROOKHAVEN

19015-2806

6368

RICHLAND TOWN CENTER

310 TOWN CENTER DRIVE

JOHNSTOWN

15904-2848

6374

AUBURN PLAZA

217 GRANT AVENUE

STE 9

AUBURN

13021-1443

6375

4301 MAHONING AVENUE

WARREN

44483-1930

6376

TOWN AND COUNTRY PLAZA

311 HAMILTON STREET

GENEV A

14456-2951

6381

WARDS CROSSING

4026 WARDS RD STE A

LYNCHBURG

24502-2977

6382

CHERRY BLOSSOM CENTER

2961 W LIBERTY AVENUE

PITTSBURGH

15216-2546

6385

404 E PAULDING ROAD

FORT WAYNE

46816-1102

6386

4488 YOUNGSTOWN ROAD SE

WARREN

44484-3342

6388

PLANK RD COMMONS

2744 OLD ROUTE 220

ALTOONA

16601-0000

6389

CREEKSIDE COMMONS

9575 MENTOR AVENUE

MENTOR

44060-4521

6391

ALIQUIPPA SHOPPING CENTER

2719 BRODHEAD RD

ALIQUIPPA

15001-2793

6392

16041 ST RT 170

CALCUTTA

43920-9614

6396

NORWIN HILLS SC

8775 NORWIN AVENUE

IRWIN

15642-2718

6397

906 NATIONAL ROAD

BRIDGEPORT

43912-1445

6399

OLYMPIA SHOPPING CENTER

4313 WALNUT STREET

MCKEESPORT

15132-6115

6401

DICKSON CITY COMMONS

1126 COMERCE BLVD

DICKSON CITY

18519-1688

6402

2229 VALLEY AVENUE

WINCHESTER

22601-2755

6407

PENN HILLS

56 FEDERAL DR

PITTSBURGH

15235-3314

6410

521 COLLEGE SQUARE S/C

521 COLLEGE SQUARE

NEWARK

19711-8603

6411

1605 STEFKO BLVD

BETHLEHEM

18017-6230

6414

137 SR 104

SUITE B

OSWEGO

13126-2939

108

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

6415

230 S 69TH ST

UPPER DARBY

19082-4101

6417

1790 CLEMENTS BRIDGE RD

DEPTFORD

08096-2010

6418

4628 HIGH POINTE BOULEVARD

HARRISBURG

17111-2447

6419

101 MARSHALL ST N

BENWOOD

26031-1012

6420

HILLSIDE PLAZA

711 SCRANTON CARBONDALE HWY

EYNON

18403-1021

6422

TOWNE CENTER AT WATERTOWN

21868 TOWN CENTER DRIVE

WATERTOWN

13601-5898

6423

JORDAN PLAZA

119 JORDAN PLAZA

ELIZABETH CITY

27909-4568

6428

249 GLENSIDE AVE

HOLMES

19043-1503

6429

850 ROSTRAVER RD

BELLE VERNON

15012-1945

6430

MARK PLAZA S/C

10 MARK PLAZA

EDWARDSVILLE

18704-3104

6432

944 WILDLIFE LODGE RD

LOWER BURRELL

15068-2730

6441

BELAIR S/C

8750 E 8 MILE RD

DETROIT

48234-1108

6442

2833 RIDGEMONT RD W

SUITE 10

GREECE

14626-1632

6445

GRAFTON HILLS PLAZA

943 GRAFTON ST

WORCESTER

01604-2003

6446

1333 UPPER FRONT STREET

ROUTE 12

BINGHAMTON

13901-1149

6447

KIMBERLY COMMONS

3301 W KIMBERLY

SUITE C

DAVENPORT

52806-0000

6448

5254 MONROE ST

UNIT A

TOLEDO

43623-3140

6450

31-32 CENTRAL SQUARE

EAST BOSTON

02128-1911

6451

4089 W BROAD STREET

COLUMBUS

43228-1614

6452

COUNTRYSIDE SHOPPING CENTER

RR 7 BOX 1028

MOUNT PLEASANT

15666-8942

6453

ST MARY'S PLAZA

838 S ST MARYS RD

SAINT MARYS

15857-2831

6454

910 GREEN BLVD

AURORA

47001-1575

6457

2244 S MAIN STREET

BELLEFONTAINE

43311-8904

6458

FIELDSTONE MARKET PLACE

950 KINGS HWY SPACE S

NEW BEDFORD

02745-4957

6459

SHELBY CREEK SC

8630 26 MILE RD

SHELBY TOWNSHIP

48316-0000

6460

BRETTWOOD PLAZA SC

3190 N WATER STREET

DECATUR

62526-2466

6463

EAST TOWNE CENTER

4203 WHEATON WAY

BREMERTON

98310-3606

6464

2701 A 184TH STREET SW

LYNNWOOD

98037-4727

6467

7807 EVERGREEN WAY

EVERETT

98203-6427

6471

SOUTH BAY PLAZA

900 PLAZA BLVD

NATIONAL CITY

91950-3524

6472

GRESHAM TOWN FAIR S/C

302 NW EASTMAN PKWY

GRESHAM

97030-7250

6473

TARGET PLAZA

8901 NE HAZEL DELL AVENUE

SUITE 101

VANCOUVER

98665-0000

6476

5914 6TH AVE

TACOMA

98406-2016

6478

137 161ST ST SO

SPANAWAY

98387-8235

6479

COVINGTON PLAZA

16929 SE 270TH PLACE

SPACE 101

COVINGTON

98042-0000

6480

707 LANCASTER DR NE

SALEM

97301-2928

109

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

6485

SAN YSIDRO VILLAGE

416 W SAN YSIDRO BLVD STE E

SAN YSIDRO

92173-2443

6486

32185 STATE ROUTE 20 #1

OAK HARBOR

98277-5209

6487

7901 SE POWELL STE A

PORTLAND

97206-2314

6488

193 MARYSVILLE MALL

MARYSVILLE

98270-5500

6489

SOUTH HILL PLAZA

3860 S MERIDIAN ST

PUYALLUP

98373-3757

6493

3204 E 14TH ST

OAKLAND

94601-2904

6495

PARK EAST MARKETPLACE

4315 COMMERCE DRIVE

UNIT 460

LAFAYETTE

47905-3821

6496

BALD HILL PLAZA

1245 BALD HILL RD

WARWICK

02886-4233

6513

TOTEM WEST RETAIL S/C

11306-22 NE 124TH ST

KIRKLAND

98034-4303

6515

NEW PARK MALL

5904 NEW PARK MALL

NEWARK

94560-5235

6517

PRINCETON PLAZA

1375 BLOSSOM HILL RD

SPACE 49

SAN JOSE

95118-3806

6518

THE DIVISION CENTER

12154 SE DIVISION

PORTLAND

97266-1041

6523

PALOMAR TROLLEY CENTER

648 PALOMAR STREET

CHULA VISTA

91911-2975

6524

CENTURY PLAZA SHOPPING CENTER

4225 CENTURY BLVD

PITTSBURG

94565-7113

6527

SUNSET ESPLANADE

2231 SE TAULATIN VALLEY HWY

SPACE D5

HILLSBORO

97123-7915

6530

293 BARNETT RD

MEDFORD

97501-7936

6531

1598 S BURLINGTON BLVD

SPACE R

BURLINGTON

98233-3220

6532

1731 S FIRST ST

YAKIMA

98902-0000

6534

TWIN CITY CENTER

760 G OCEAN BEACH HIGHWAY

LONGVIEW

98632-4055

6536

PIONEER PLAZA

1817 PIONEER PKWY EAST

SPRINGFIELD

97477-3900

6542

FELLSWAY PLAZA

690 FELLSWAY

MEDFORD

02155-4901

6544

CHATHAM RIDGE S/C

112 W 87TH ST UNIT J

CHICAGO

60620-1318

6546

9362 HWY 16

ONALASKA

54650-8526

6548

5020 BAY RD

SAGINAW

48604-2522

6549

2640 BRICE RD

REYNOLDSBURG

43068-3419

6552

NORTH TOWN CENTER

3508 PLAINFIELD AVE

GRAND RAPIDS

49525-2719

6553

NORTHFIELD PLAZA SC

2731 EMERSON DRIVE

ELKHART

46514-0000

6554

BIG RAPIDS COMMONS S/C

1260 W PERRY ST

BIG RAPIDS

49307-2115

6556

KOHLS S/C

1708 MORSE RD

COLUMBUS

43229-9513

6559

KINGSTON PLAZA

304 PLAZA RD

KINGSTON

12401-2975

6563

SUPERCENTER PLAZA

46 SUPERCENTER PLAZA DR

SUITE 101

LEWISTOWN

17044-0000

6565

PANORAMA PLAZA

1601 PENFIELD RD

ROCHESTER

14625-2322

6567

TUTTLE MALL

5043 TUTTLE CROSSING BLVD

SUITE 257

DUBLIN

43016-0000

6568

VALLEY FORGE MALL

242 SCHUYLKILL RD

UNIT K4

PHOENIXVILLE

19460-5203

6569

WILDCAT COMMONS

301 COLONY LANE

SUITE 100

LATROBE

15650-0000

6570

BAYTOWNE PLAZA

1900 EMPIRE BLVD

WEBSTER

14580-1934

110

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

6573

ELM RIDGE PLAZA

270 ELM RIDGE CENTER DRIVE

ROCHESTER

14626-3460

6574

AURORA VILLAGE SC

123 GREY STREET

EAST AURORA

14052-2144

6575

BEDFORD SQUARE SC

BOX 40

EVERETT

15537-0040

6576

CONSUMER SQUARE SC

830 COUNTY ROAD 64

SUITE 18

ELMIRA

14903-9719

6577

HAWTHORNE PLAZA SC

2058 FRUITVILLE PIKE

LANCASTER

17601-4012

6578

EAST RIDGE SHOPPING CENTER

3721 LAPEER ROAD

FLINT

48503-4505

6580

COUNTYLINE PLAZA

739 ROUTE 113

SOUDERTON

18964-1000

6581

KINGDALE PLAZA

20 W PARK AVE

VINELAND

08360-3509

6584

KNOX VILLAGE SQUARE

1520 COSHOCTON RD SUITE B1

MOUNT VERNON

43050-1475

6585

NORTH PARK PLAZA

2279 NORTH PARK DRIVE

HOLLAND

49424-8547

6586

RICHLAND CROSSING

235 N WESTEND BLVD

SPACE D4

QUAKERTOWN

18951-2315

6587

3189 COUNTY RD 10

CANANDAIGUA

14424-2236

6589

MT POCONO PLAZA S/C

601 ROUTE 940

MOUNT POCONO

18344-1325

6592

GENESEE VALLEY SC

4323 GENESEO PLAZA

GENESEO

14454-9477

6593

BRADFORD TOWN CENTER

ROUTE 6

TOWANDA

18848-9806

6594

NITRO MARKET PLACE

200 NITRO MARKET PLACE

CROSS LANES

25313-4402

6595

WESTFALL TOWNE CENTER

111 HULST DR

SUITE 716

MATAMORAS

18336-2115

6596

1746 WALDEN AVE

SUITE 100

CHEEKTOWAGA

14225-4925

6600

5620 CLEVELAND AVE

COLUMBUS

43231-4059

6601

SPEEDWAY S/C

5840 CRAWFORDSVILLE RD

SUITE B

INDIANAPOLIS

46224-3706

6612

EASTGATE PLAZA

5049 TRANSIT RD

WILLIAMSVILLE

14221-4132

6625

1790 N FEDERAL HWY

POMPANO BEACH

33062-3230

6631

117 MIRACLE MILE

CORAL GABLES

33134-5405

6634

1501 NORTH EAST 163RD STREET

NORTH MIAMI BEACH

33162-4717

6637

7276 S W 117 TH AVENUE

MIAMI

33183-3802

6641

346 WESTSHORE PLAZA

SPACE A12

TAMPA

33609-1813

6643

COBBLESTONE VILLAGE AT ROYAL PALM BEACH

10233 OKEECHOBEE BLVD

SPACE B-13

ROYAL PALM BEACH

33411-1401

6646

2440 SR 580

CLEARWATER

33761-5900

6648

HARBOR SHOPS

1810 CORDOVA RD

FORT LAUDERDALE

33316-2106

6650

PEMBROKE COMMONS SC

504 N UNIVERSITY

PEMBROKE PINES

33024-6722

6662

10795 BISCAYNE BLVD

MIAMI

33161-7455

6680

STONEBRIAR MALL

2601 PRESTON RD

SUITE 1132

FRISCO

75034-0000

6682

2901 NW 63RD ST

OKLAHOMA CITY

73116-3601

6683

COLLEGE GROVE CENTER

3410 COLLEGE AVE

SAN DIEGO

92115-7134

6685

NORTH POINTE PLAZA

94 MEADOW PARK AVE

LEWIS CENTER

43035-9477

6686

GEORGETOWN PLAZA

4905 W 38TH ST

INDIANAPOLIS

46254-3321

111

Store

Store Address 1

Store Address 2

Store Address 3

City

State

Zip

6687

THOMPSON CENTER

100 W RANDOLPH

SPACE 107

CHICAGO

60601-3218

6689

CENTERPOINT PLAZA

1222 E DIXIE DR

SUITE A

ASHEBORO

27203-8856

6690

DESOTO CROSSING SHOPPING CENTER

7256 INTERSTATE BLVD

SUITE 1

HORN LAKE

38637-1409

6692

3615 FISHINGER BLVD

HILLIARD

43026-7559

6693

21 US ROUTE 41

SCHERERVILLE

46375-1201

6694

WASHINGTON SQUARE SC

4849 WEST NORTH AVE

CHICAGO

60639-0000

6695

SUNVALLEY MALL

482 SUNVALLEY MALL

SPACE A-202

CONCORD

94520-5814

6696

MEADOWOOD MALL

5480 MEADOWOOD MALL CIRCLE

SPACE C129

RENO

89502-6508

6698

VILLAVERDE SHOPPING CENTER

3102 W 76TH ST

HIALEAH

33018-3803

6699

CORBINS CORNER SHOPPING CENTER

1493 NEW BRITAIN AVE

WEST HARTFORD

06110-0000

6700

JOHNSTON PLAZA

11 COMMERCE WAY

JOHNSTON

02919-4613

6710

HANNAFORD PLAZA

1474 ALTAMONTE AVE

SCHENECTADY

12303-2900

6711

TOWER CITY CENTER

230 W HURON ROAD

SPACE 7210

CLEVELAND

44113-1418

6715

ELYSIAN FIELD SHOPPING CENTER

3991 NOLENSVILLE RD

NASHVILLE

37211-4202

6716

HOLLYWOOD HILLS PLAZA

3251 HOLLYWOOD BLVD

SUITE 250

HOLLYWOOD

33021-6906

6718

FORUM AT GATEWAY

44825 MOUND RD

STERLING HEIGHTS

48314-1327

6720

THE CENTRE AT PRESTON RIDGE

8300 GAYLORD PARKWAY

SUITE 115

FRISCO

75034-8566

6721

LAKELINE MALL

11200 LAKELINE MALL DR

SPACE H01

CEDAR PARK

78613-1501

6722

HILLSBORO OUTLET CENTER

104 NE I35

SPACE 163

HILLSBORO

76645-2715

6724

6740 W 119TH ST

SUITE D2

OVERLAND PARK

66209-2012

6727

DAMANN PLAZA

851 12TH AVE NE

SUITE 5

NORMAN

73071-5326

6728

WESTLAND MALL

1705 WEST 49 ST

SPACE 1040

HIALEAH

33012-2930

Non-Store Facilities

Owned Storage Facilities

Corp

3231 SE 6th Ave.

Topeka

66607-2207

5040 NW Hwy 24

Topeka

66618

California Palm Building 1

9520 Nevada Street

Redlands

92374

Non-Owned Storage Facilities

Transloader

TRI-MODAL

22560 Lucerne Street

Carson

90745

Transloader

Capital

8925 NW 27 Street

Miami

33172

Transloader

HUDD Distribution

3418 — 142^nd Avenue East

Sumner

98390

112

Stride Rite Locations

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

1207

CASTLETON SQUARE MALL

6020 E. 82ND ST.

INDIANAPOLIS

46250

2/4/2003

1/31/2013

(***)†

1214

HAWTHORNE CENTER

613 HAWTHORNE CENTER

VERNON HILLS

60061

5/2/2002

5/31/2012

(***)†

1215

BRIARWOOD MALL

818 BRIARWOOD CIRCLE

ANN ARBOR

48108

2/1/1999

7/31/2009

(***)†

1217

SOUTHLAKE MALL

2218 SOUTHLAKE MALL, SP BU-604

MERRILLVILLE

46410

1/19/1995

MO-TO-MO

(***)†

1222

NO. RIVERSIDE PARK

7501 W. CERMAK RD. RM.12

NO. RIVERSIDE

60546

4/30/2007

5/31/2017

(***)†

1223

WOODFIELD MALL

F337 WOODFIELD MALL

SCHAUMBURG

60173

12/9/1999

4/30/2010

(***)†

1229

GREAT NORTHERN MALL

578 GREAT NORTHERN MALL

NORTH OLMSTEAD

44070

1/9/2003

6/30/2013

(***)†

1230

UNIVERSITY PARK

6501 N. GRAPE RD., SPACE #186

MISHAWAKA

46545

3/2/2006

1/31/2016

(***)†

1246

TRI-COUNTY MALL

11700 PRINCETON RD.

CINCINNATI

45246

5/3/1995

9/30/2007

(***)†

1247

KENWOOD TOWNE CENTER

7875 MONTGOMERY RD.

KENWOOD

45236

12/20/2005

9/30/2015

(***)†

1248

BURNSVILLE CENTER

2048 BURNSVILLE CENTER

BURNSVILLE

55306

9/9/2002

6/30/2007

(***)†

1254

SOMERSET COLLECTION

2800 W. BIG BEAVER ROAD, SPACE V372

TROY

48084

1/10/2001

2/28/2011

(***)†

1255

ROOKWOOD COMMONS

2681 EDMONDSON ROAD

CINCINNATI

45209

6/16/2000

8/31/2010

(***)†

1256

FOX RIVER MALL

4301 WEST WISCONSIN AVENUE, SUITE 808

APPLETON

54913

1/10/2002

2/29/2012

(***)†

1257

RIVERTOWN CROSSINGS

3700 RIVER TOWN PARKWAY

GRANDVILLE

49418

12/20/2005

2/29/2016

(***)†

1259

BAYSHORE TOWN CENTER

5694 NORTH BAY SHORE DRIVE

GLENDALE

53217

1/15/2007

1/31/2018

(***)†

1303

BURLINGTON MALL

95 MALL RD.

BURLINGTON

01803

2/1/1999

1/31/2009

(***)†

1304

SOUTH SHORE PLAZA

250 GRANITE ST.

BRAINTREE

02184

4/30/2007

4/30/2017

(***)†

1306

WARWICK MALL

400 BALD HILL RD., SPACE #173

WARWICK

02886

11/1/2005

10/31/2015

(***)†

1308

STAMFORD MALL

100 GREYROCK PLACE, SUITE 113

STAMFORD

06901

12/9/1999

4/30/2011

(***)†

1309

BRUNSWICK SQUARE MALL

755 STATE RTE.18

E. BRUNSWICK

08816

4/7/2004

6/30/2014

(***)†

1311

CHERRY HILL MALL

2000 ROUTE 38

CHERRY HILL

08002

2/1/1990

MO-TO-MO

(***)†

1312

CHESTNUT HILL MALL

199 BOYLSTON STREET

CHESTNUT HILL

02467

1/23/1995

1/31/2008

(***)†

1313

TJ MAXX SHOPPING CENTER

1358 C HOOPER AVE

TOMS RIVER

08753

8/3/1994

8/31/2009

(***)†

1314

PARAMUS PARK

1410 PARAMUS PARK

PARAMUS

7652

11/20/2006

12/31/2016

(***)†

1325

MONTGOMERY MALL

7101 DEMOCRACY BOULEVARD

BETHESDA

20817

6/8/2004

6/30/2015

(***)†

1327

SPRINGFIELD MALL

6613 SPRINGFIELD MALL

SPRINGFIELD

22150

1/13/1972

12/31/2007

(***)†

1331

CHARLOTTESVILLE FASH. SQ.

1584 EAST RIO ROAD

CHARLOTTESVILLE

22901

8/19/2004

1/31/2014

(***)†

1339

JEFFERSON VALLEY MALL

650 LEE BLVD., SPACE K-03

YORKTOWN HEIGHTS

10598

5/3/2001

6/30/2011

(***)†

1341

WOODBRIDGE CENTER

447 WOODBRIDGE CENTER UPPER LEVEL, RTS. 1 & 9

WOODBRIDGE

07095

2/19/1998

1/31/2008

(***)†


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

113

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

1342

OWINGS MILLS MALL

10300 MILL RUN CIRCLE

OWINGS MILLS

21117

6/3/1997

10/31/2008

(***)†

1343

MARLEY STATION C-127

7900 GOV. RICHIE HWY

GLEN BURNIE

21061

7/22/1986

1/31/2010

(***)†

1344

PHEASANT LANE MALL

310 DANIEL WBSTR HWY #B-108

NASHUA

03060

2007

4/30/2010

(***)†

1352

SQUARE ONE MALL

ROUTE ONE SOUTEH

SAUGUS

01906

2007

6/30/2017

(***)†

1353

STATEN ISLAND MALL

2655 RICHMOND AVENUE

STATEN ISLAND

10314

1/22/1999

1/31/2009

(***)†

1354

SMITH HAVEN MALL

538 SMITH HAVEN MALL ROUTES 25 & 347

LAKE GROVE

11755

2/26/1999

1/31/2009

(***)†

1355

GREEN ACRES MALL

1123 GREEN ACRES MALL #96

VALLEY STREAM

11581

5/26/1989

1/31/2007

(***)†

1356

QUEENS CENTER

90 — 15 QUEENS BLVD.

ELMHURST

11373

12/31/2003

1/31/2014

(***)†

1357

NORTHSHORE SHOPPING CTR

ROUTES 128 & 114, SUITE 137

PEABODY

01960

6/16/2006

1/31/2016

(***)†

1358

GARDEN STATE PLAZA

RTS 4 & 17, SPACE #215

PARAMUS

7652

6/1/2006

6/30/2016

(***)†

1359

LAKEFOREST SHOPPING CTR

701 RUSSELL AVENUE SUITE D-115

GAITHERSBURG

20877

1/7/2002

2/29/2012

(***)†

1360

SOLOMON POND MALL

601 DONALD LYNCH BLVD #N246

MARLBORO

01752

4/24/2007

6/30/2017

(***)†

1361

TYSONS CORNER CENTER

8088L CHAIN BRIDGE ROAD

MCLEAN

22102

6/18/1998

8/31/2008

(***)†

1362

REGENGY SQUARE

1420 PARHAM RD, SPACE # K-124

RICHMOND

23229

2/1/1999

4/30/2009

(***)†

1363

MACARTHUR CENTER

300 MONTICELLO AVE, SPACE #106

NORFOLK

23510

2/1/1999

4/30/2009

(***)†

1364

CAROUSEL CENTER

9591 CAROUSEL CENTER, SPACE B-106

SYRACUSE

13290

2/26/1999

3/26/2009

(***)†

1365

PALISADES MALL

3492 PALISADES MALL

WEST NYACK

10994

2/26/1999

6/3/2009

(***)†

1366

WESTCHESTER AVENUE

125 WESTCHESTER AVENUE, SPACE #3760

WHITE PLAINS

10601

1/24/2000

1/31/2011

(***)†

1367

TOWSON TOWN CENTER

825 DULANEY VALLEY ROAD,SUITE 420

TOWSON

21204

8/4/2000

5/31/2010

(***)†

1368

HARFORD MALL

604 BEL AIR ROAD, SUITE #20

BEL AIR

21014

6/19/2001

3/31/2012

(***)†

1369

FESTIVAL @ WALDORF

3022 FESTIVAL WAY

WALDORF

20601

7/10/1990

3/31/2011

(***)†

1370

BOWIE TOWN CENTER

15511 EMERALD WAY, SPACE E06

BOWIE

20716

5/29/2001

10/31/2011

(***)†

1371

CHESTERFIELD TOWN CTR

11500 MIDLOTHIAN TURNPIKE SUITE 640

RICHMOND

23235

12/31/2001

2/29/2012

(***)†

1372

INDEPENDENCE MALL

101 INDEPENDENCE MALL WAY, SP. C114

KINGSTON

02364

3/13/2002

MO-TO-MO

(***)†

1373

MALL OF NEW HAMPSHIRE

1500 S. WILLOW STREET, SPACE W133

MANCHESTER

03103

5/24/2002

6/30/2012

(***)†

1374

THE PROMENADE AT SAGEMORE

500 S. RT. 73, SPACE D15

MARLTON

08053

10/29/2002

12/31/2012

(***)†

1375

STRIDE RITE ANDOVER

27 MAIN STREET

ANDOVER

01810

12/28/2000

12/31/2011

(***)†

1376

THE LOOP

90 PLEASANT VALLEY STREET

METHUEN

01844

6/21/2004

8/31/2014

(***)†

1377

DERBY STREET SHOPPES

92 DERBY STREET, SPACE 115

HINGHAM

02043

2/28/2005

4/30/2015

(***)†

1378

MANSFIELD CROSSING

RT. 140 & SCHOOL ST

MANSFIELD

02048

1/2/2007

2017

(***)†

1381

EMERALD SQUARE

999 SOUTH WASHINGTON STREET

N. ATTLEBORO

02760

2007

12/31/2017

(***)†

1399

STREETS AT SOUTHPOINT

6910 FAYETTEVILLE RD., SUITE 279

DURHAM

27713

1/3/2002

1/13/2012

(***)†

1402

CRABTREE VALLEY MALL

4325 GLENWOOD AVE, SPACE 2013

RALEIGH

27612

3/29/2000

4/30/2010

(***)†

1404

WEST TOWN MALL

7600 KINGSTON PIKE, SPACE 1444

KNOXVILLE

37919

8/4/2004

9/30/2014

(***)†

1407

HAYWOOD MALL

700 HAYWOOD ROAD SPACE 1B13

GREENVILLE

29607

12/15/2000

1/31/2011

(***)†


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

114

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

1410

PERIMETER MALL

4400 ASHFORD DUNWOODY

ATLANTA

30346

9/2/1997

8/31/2007

(***)†

1412

CITADEL MALL

768 CITADEL MALL

CHARLESTON

29407

4/8/2005

4/30/2008

(***)†

1416

NORTHGATE MALL

1058 WEST CLUB BLVD.

DURHAM

27701

2/16/2001

1/31/2008

(***)†

1421

ALTAMONTE MALL

451 ALTAMONTE AVE., SPACE #1353

ALTAMONTE SPNGS

32701

6/26/2003

9/30/2013

(***)†

1422

SOUTHPARK MALL

1422 SOUTHPARK MALL 4400
SHARON ROAD, SPACE K9

CHARLOTTE

28211

6/30/2003

7/31/2013

(***)†

1425

HANES MALL

3320 SILAS CREEK PKWY SUITE 616

WINSTON SALEM

27103

2/1/1998

1/31/2008

(***)†

1427

RIVERGATE MALL

1000 RIVERGATE PARKWAY, SUITE 1970

GOODLETTSVILLE

37072

6/20/2001

1/31/2011

(***)†

1434

NORTHWOODS MALL

2150 NORTHWOODS BLVD, UNIT G-516

CHARLESTON

29406

1/29/1997

1/31/2008

(***)†

1435

COBB TOWN CENTER

400 ERNEST BARRETT PLACE SPACE Y04

KENNESAW

30144

12/29/2000

4/30/2011

(***)†

1436

FLORIDA MALL

8001 S. ORANGE BLOSSOM TRAIL, SPACE #1204A

ORLANDO

32809

4/10/2006

6/30/2016

(***)†

1437

THE FALLS SHOPPING CTR

8888 SW 136TH STREET, SPACE #406

MIAMI

33176

12/19/1999

6/3/2010

(***)†

1441

BRIDGEWATER COMMONS MALL

400COMMONS W #307

BRIDGEWATER

08807

11/1/2005

9/30/2015

(***)†

1448

THE AVENUE @ PEACHTREE

232 PEACHTREE CITY CIRCLE

PEACHTREE CITY

30269

12/13/2000

3/31/2011

(***)†

1449

NORTH POINT MALL

1096 NORTH POINT CIRCLE

ALPHARETTA

30022

12/30/2002

12/31/2013

(***)†

1450

COOL SPRINGS GALLERIA

I-65 SO. & COOL SPRINGS

FRANKLIN

37067

1/13/2005

7/31/2009

(***)†

1453

FRIENDLY SHOPPING CTR

634 FRIENDLY CENTER ROAD

GREENSBORO

27408

5/11/1998

6/30/2008

(***)†

1454

MALL OF GEORGIA

3333 BUFORD DRIVE, SPACE #1081

BUFORD

30519

6/15/1999

8/31/2009

(***)†

1455

RIVERCHASE GALLERIA

2000-235 RIVERCHASE GALLERIA

BIRMINGHAM

35244

7/12/1999

12/31/2009

(***)†

1456

THE AVENUE @ EAST COBB

4475 ROSWELL ROAD, SPACE 210

MARIETTA

30062

5/1/2000

5/31/2010

(***)†

1457

ARBORETUM SHOPPING CTR

8040 PROVIDENCE ROAD

CHARLOTTE

28277

3/1/2000

2/28/2010

(***)†

1458

MALL @ STONECREST

2929 TURNER HILL ROAD, SUITE 1270

LITHONIA

30038

9/4/2001

10/31/2011

(***)†

1459

ARBOR PLACE MALL

1195 ARBOR PLACE MALL, SUITE 2015

DOUGLASVILLE

30135

9/26/2001

12/31/2011

(***)†

1460

FAIROAKS MALLS

11800L FAIR OAKS MALL

FAIRFAX

22033

12/9/1999

4/30/2010

(***)†

1461

CHESAPEAKE SQUARE MALL

4200 PORTSMOUTH BLVD. SPACE 452

CHESAPEAKE

23321

3/1/2001

3/31/2011

(***)†

1462

WELLINGTON GREEN

10300 WEST FOREST HILL BLVD., SUITE 116

WELLINGTON

33414

12/9/1999

10/4/2011

(***)†

1463

THE AVENUES MALL

10300 SOUTHSIDE BLVD.

JACKSONVILLE

32256

1/30/2002

1/31/2013

(***)†

1464

BEL AIR MALL

3480 BEL AIR MALL, SPACE #C3

MOBILE

36606

4/30/2002

6/30/2012

(***)†

1465

ASHEVILLE MALL

3 SOUTH TUNNEL ROAD, SUITE B-10

ASHEVILLE

28805

10/19/2001

12/31/2009

(***)†

1466

CAROLINA PLACE

11025 CAROLINA PLACE SPACE C18

PINEVILLE

28134

5/8/2002

1/31/2013

(***)†

1467

WEST OAKS MALL

9401 W. COLONIAL DRIVE SPACE #634

OCOEE

34761

6/7/2002

12/31/2012

(***)†

1468

TRIANGLE TOWN CENTER

5959 TRIANGE TOWN CTR. RD, SP #AL1014

RALEIGH

27616

6/17/2002

1/31/2013

(***)†

1469

ROCKAWAY TOWN SQUARE

301 MT. HOPE ROAD, SPACE 2022

ROCKAWAY

07866

7/22/2004

1/31/2015

(***)†

1470

THE AVENUE WEST COBB

3625 DALLAS HIGHWAY, SUITE 745

MARIETTA

30064

2/23/2005

3/31/2015

(***)†

1471

ROOSEVELT FIELD MALL

630 OLD COUNTRY ROAD, SPACE 1051A

GARDEN CITY

11530

7/22/2004

7/31/2014

(***)†

1472

LYNNHAVEN MALL

701 LYNNHAVEN PARKWAY, SPACE B11A

VIRGINIA BEACH

23452

1/26/2004

1/31/2015

(***)†


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

115

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

1473

WEBB GIN

1350 SECENIC HIGHWAY, SUITE 612

SNELLVILLE

30078

6/26/2006

8/31/2016

(***)†

1474

VILLAGE AT SANDHILL

471 TOWN CENTER PLACE, SUITE 5

COLUMBIA

29229

12/13/2005

2/29/2016

(***)†

1475

FASHION CTR AT PENTAGON CITY

1100 S. HAYES STREET, SPACE ONO1BB

ARLINGTON

22202

2/23/2006

5/31/2016

(***)†

1476

OGLETHORPE MALL

7804 ABERCORN STREET, SPACE 25A

SAVANNAH

31406

3/31/2006

6/30/2016

(***)†

1477

PARKWAY MALL

2801 MEMORIAL PARKWAY

HUNTSVILLE

35801

2/13/2007

3/31/2017

(***)†

1480

NORTHPARK MALL

1200 E. COUNTY LINE RD., SPACE #230

RIDGELAND

39157

3/27/2002

4/30/2012

(***)†

1481

COUNTRYSIDE MALL

1011A COUNTRYSIDE MALL, 27001 US HIGHWAY
19 NORTH

CLEARWATER

33761

6/19/1998

1/31/2009

(***)†

1482

TYRONE SQUARE

6718 TYRONE SQUARE

ST. PETERSBURG

33710

9/1/1996

4/30/2008

(***)†

1483

CITRUS PARK TOWNCENTER

8147 CITRUS PARK TOWNCENTER

TAMPA

33625

9/9/1998

2/28/2009

(***)†

1484

WEST SHORE PLAZA

255 WEST SHORE PLAZA

TAMPA

33609

7/6/1999

1/31/2015

(***)†

1500

QUAIL SPRINGS MALL

2501 WEST MEMORIAL ROAD SUITE 160

OKLAHOMA CITY

73134

1/14/2002

4/30/2012

(***)†

1505

TOWN EAST MALL

2064 EAST TOWN MALL

MESQUITE

75150

10/3/2003

10/31/2013

(***)†

1513

CORTANA PLACE

8909 CORTANA PLACE

BATON ROUGE

70815

1/1/1992

12/31/2006

(***)†

1514

INGRAM PARK MALL

6301 NW LOOP 410, SUITE J02

SAN ANTONIO

78238

11/19/2001

1/31/2013

(***)†

1520

BAYBROOK MALL

1334 BAYBROOK MALL

FRIENDSWOOD

77546

12/21/2001

4/30/2011

(***)†

1528

WILLOWBROOK MALL

1504 WILLOWBROOK MALL, SPACE #1536

HOUSTON

77070

4/15/2003

5/31/2013

(***)†

1530

WOODLAND HILLS

7021 S MEMORIAL DRIVE

TULSA

74133

2/17/2005

1/31/2015

(***)†

1533

DEERBROOK MALL

20131 HWY. 59, SUITE #1360

HUMBLE

77338

1/10/2000

2/28/2010

(***)†

1535

KENNER/ESPLANADE MALL

1401 W. ESPLANADE, SPACE #504

KENNER

70065

4/1/2006

6/30/2016

(***)†

1537

LAKESIDE SHOPPING CTR

3301 VETERANS MEM. H

METARIE

70002

5/9/2001

9/30/2011

(***)†

1541

PADRE STAPLES MALL

5488 PADRE ISLAND DR., SPACE #1244

CORPUS CHRISTI

78411

9/18/1987

1/31/2009

(***)†

1542

NORTH STAR MALL

7400 SAN PEDRO AVE, SUITE 820

SAN ANTONIO

78216

12/13/2006

10/31/2016

(***)†

1543

PARKS AT ARLINGTON

3811 SOUTH COOPER ST #1068

ARLINGTON

76015

9/27/2005

10/31/2015

(***)†

1546

PENN SQUARE MALL

1901 N.W. EXPRESSWAY, SUITE 1005

OKLAHOMA CITY

73118

12/13/2001

4/30/2012

(***)†

1547

COLLIN CREEK MALL

811 N CENTRAL EXPY , SUITE 1190

PLANO

75075

5/19/1998

8/31/2008

(***)†

1549

WILLIAMS TRACE SHOPPING CTR.

3510 HWY 6

SUGAR LAND

77478

1/30/1986

2/29/2012

(***)†

1553

OAK PARK MALL

11657 W. 95TH STREET, SPACE #121

OVERLAND PARK

66214

3/11/2005

12/31/2014

(***)†

1554

THE SHOPS AT WILLOWBEND

6121 WEST PARK BLVD., SUITE 117

PLANO

75093

12/9/1999

8/2/2011

(***)†

1556

STONEBRIAR MALL

2601 PRESTON ROAD, SUITE 1032

FRISCO

75034

2/22/2000

8/31/2010

(***)†

1557

LA PLAZA MALL

2200 S. 10TH STREET, SPACE K01

MCALLEN

78503

6/27/2002

1/31/2013

(***)†

1558

SOUTHLAKE TOWN CTR

1240 PROSPECT STREET

SOUTHLAKE

76092

5/15/2000

1/31/2011

(***)†

1559

INDEPENDENCE CTR

2035 INDEPENDENCE CENTER SP D04

INDEPENDENCE

64057

2/4/2003

1/31/2014

(***)†

1560

THE WOODLANDS

1201 LAKE WOODLANDS DRIVE, SUITE 1015

THE WOODLANDS

77380

11/6/2001

4/30/2012

(***)†

1561

ZONA ROSA PLAZA

7211 NW 86TH PLACE, SPACE #K199

KANSAS CITY

64153

2/17/2004

1/31/2015

(***)†

1562

FIREWHEEL TOWN CTR

630 BEEBALM LANE, SUITE G-11

GARLAND

75045

6/2/2005

1/31/2016

(***)†

1563

THE CENTER AT POST OAK

5000 WESTHEIMER, SPACE #112

HOUSTON

77056

12/15/2005

2/29/2016

(***)†


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

116

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

1564

PINNACLE HILLS PROMENADE

2203 PROMENADE BLVD., SUITE 8150

ROGERS

72758

8/1/2006

10/31/2016

(***)†

1565

TOWN CENTER PLAZA

5047 WEST 117th ST

LEAWOOD

66211

12/19/2006

2/28/2017

(***)†

1566

BATTLEFIELD MALL

2825 S. GLENSTONE AVE.

SPRINGFIELD

65804

4/12/2007

6/30/2017

(***)†

1601

LAKELINE MALL

11200 LAKELINE MALL DRIVE, SPACE #G03

CEDAR PARK

78613

3/5/2002

1/31/2013

(***)†

1602

BARTON CREEK SQ. MALL

2901 CAPITAL OF TEXAS HIGHWAY

AUSTIN

37776

6/4/2003

1/31/2014

(***)†

1603

MEMORIAL CITY MALL

560 MEMORIAL CITY MALL, GESNER ROAD AND
I-10

HOUSTON

77024

10/3/2002

1/31/2013

(***)†

1607

BRAES HEIGHTS SHOPPING CTR

3825 BELLAIRE ROAD

HOUSTON

77025

10/12/1999

7/31/2010

(***)†

1608

TOWN AND COUNTRY VLG

650 WEST BOUGH 110

HOUSTON

77024

1/31/2000

5/31/2010

(***)†

1609

THE SHOPS AT LA CANTERA

15900 LA CANTERA PKWY., SUITE 9897

SAN ANTONIO

78256

8/1/2005

9/30/2015

(***)†

1610

HULEN MALL LIVINGSTON MALL

4800 S. HULEN STREET

FORT WORTH

76132

6/13/2005

7/31/2015

(***)†

1610A

(SUBLEASED)

112 EISENHOWER PARKWAY

LIVINGSTON

07039

2/9/1998

12/31/2007

(***)†

1611

ALGONQUIN COMMONS

1636 S. RANDALL ROAD

ALGONQUIN

60102

6/1/2005

8/31/2010

(***)†

1613

GENEVA COMMONS

1506 COMMONS DRIVE

GENEVA

60134

9/13/2005

10/31/2010

(***)†

1614

OAKBROOK SHOPPING CTR

556 OAK BROOK CENTER

OAK BROOK

60523

2/17/2006

4/30/2016

(***)†

1616

EASTON COMMONS

8542 HIGHWAY 6 NORTH

HOUSTON

77095

3/22/1996

9/30/2007

(***)†

1626

WOLFCHASE GALLERIA

2760N GERMANTOWN PKWY.

MEMPHIS

38133

7/26/2002

1/31/2013

(***)†

1627

HICKORY HOLLOW MALL

5252 HICKORY HOLLOW MALL, SUITE 1035

ANTIOCH

37013

10/10/2002

6/30/2012

(***)†

1628

OAK COURT MALL

4465 POPLAR AVE., SUITE 216

MEMPHIS

38117

7/26/2002

1/31/2013

(***)†

1630

ALDERWOOD MALL

3000 184TH STREET SW, SPACE #454

LYNNWOOD

98037

3/8/2002

1/31/2013

(***)†

1651

METROPOLIS MALL

351 METROPOLIS MILE, Suite 110

PLAINFIELD

46168

2/6/2007

3/31/2017

(***)†

1663

LEHIGH VALLEY MALL

237 LEHIGH VALLEY MALL

WHITEHALL

18052

10/19/2006

2/28/2017

(***)†

1664

THE STREETS OF CHESTER

130 US ROUTE 206 SOUTH, SUITE 390

CHESTER

07930

6/14/2006

8/31/2011

(***)†

1668

SOUTHDALE CENTER

2915 SOUTHDALE CENTER

EDINA

55435

PENDING — NOT YET EXECUTED

(***)†

1675

EXTON SQUARE MALL

215 EXTON SQUARE, SP# 2780

EXTON

19341

11/9/2000

12/31/2010

(***)†

1676

SPRINGFIELD MALL

1250 BALTIMORE PIKE SUITE 26

SPRINGFIELD

19064

1/17/2002

2/29/2012

(***)†

1679

BELLEVUE SQUARE

188 BELLEVUE SQUARE MALL

BELLEVUE

98004

9/14/1995

9/30/2008

(***)†

1686

BRANDON WESTFIELD SHOPPINGTOWN

673 BRANDON TOWN CENTER

BRANDON

33511

4/13/2005

1/31/2016

(***)†

1687

CORAL SQUARE

9149 W. ATLANTIC BLVD.

CORAL SPRINGS

33071

2/24/2005

2/28/2015

(***)†

1688

THE AVENUE VIERA

2261 TOWN CENTER AVENUE, SUITE 145

MELBOURNE

32940

12/31/2005

3/31/2016

(***)†

1689

COCONUT POINT

23191 FASHION DRIVE, Suite 115

ESTERO

33928

4/10/2006

2/28/2017

(***)†

1690

BROWARD MALL

8000 W. BROWARD BLVD.

PLANTATION

33388

8/1/2001

1/31/2016

(***)†

1695

OXFORD VALLEY MALL

2300 E. LINCOLN HIGHWAY, SPACE 1138

LANGHORNE

19047

4/5/2006

5/31/2007

(***)†

1696

ROSS PARK MALL

1000 ROSS PARK MALL DRIVE, SPACE N04C

PITTSBURGH

15237

6/28/2005

8/31/2015

(***)†

1697

HAMILTON PLACE MALL

130 HAMILTON PLACE MALL

CHATTANOOGA

37421

3/21/2007

8/31/2012

(***)†


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

117

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

1698

SHOPS AT SADDLE CREEK

2055 WEST STREET, SPACE #12

GERMANTOWN

38138

12/10/2004

2/28/2015

(***)†

1700

PROMENADE SHOPS @ SAUCON VALLEY

3060 CENTER VALLEY PKWY, SUITE 806

CENTER VALLEY

18034

9/12/2006

10/31/2016

(***)†

1701

THE MALL AT GREEN HILLS

2126 ABBOTT MARTIN ROAD

NASHVILLE

37215

4/20/2006

6/30/2016

(***)†

1703

WALDEN GALLERIA

L205 WALDEN GALLERIA

BUFFALO

14225

2/26/1999

4/30/2009

(***)†

1704

ANNAPOLIS MALL

1370 ANNAPOLIS MALL, SPACE #120

ANNAPOLIS

21401

4/16/2003

6/30/2013

(***)†

1706

CARY VILLAGE SQ.

657 CARY TOWNE BLVD

CARY

27511

3/5/1984

4/30/2016

(***)†

1707

SANTA ROSA PLAZA

1030 SANTA ROSA PLAZA

SANTA ROSA

95401

5/24/2005

1/31/2016

(***)†

1708

ARDEN FAIR MALL

1689 ARDEN WAY

SACRAMENTO

95815

8/31/1989

12/31/2010

(***)†

1709

THE BAY TERRACE

212-47 26TH AVENUE

BAYSIDE

11360

1/30/2002

3/31/2012

(***)†

1710

GALLERIA AT CRYSTAL RUN

1 GALLERIA DRIVE, SPACE C218

WALLKILL

10941

3/13/2002

6/30/2012

(***)†

1711

EASTVIEW MALL

448 EASTVIEW MALL

VICTOR

14564

8/23/2002

10/31/2012

(***)†

1712

MAYFAIR SHOPPING CTR

42 JERICHO TURNPIKE

COMMACK

11725

8/22/2005

11/30/2005

(***)†

1713

BROADWAY MALL

663 BROADWAY MALL

HICKSVILLE

11801

9/26/2005

1/31/2016

(***)†

1714

NORTHLAKE MALL

6801 NORTHLAKE MALL DRIVE, SP 113

CHARLOTTE

28216

7/1/2005

9/30/2015

(***)†

1718

PEMBROKE LAKES MALL

11401 PINES BLVD

PEMBROKE PINES

33026

1/4/2002

1/31/2013

(***)†

2017

PARADISE VALLEY MALL

4568 E. CACTUS ROAD, SUITE E14

PHOENIX

85032

5/10/2001

12/31/2011

(***)†

2022

GLENDALE GALLERIA

2240 GLENDALE GALLERIA

GLENDALE

91210

5/1/2002

4/30/2012

(***)†

2024

PLAZA BONITA

3030 PLAZA BONITA RD, #2338

NATIONAL CITY

91950

7/21/2004

6/30/2014

(***)†

2027

MEADOWOOD MALL

5118 MEADOWOOD MALL CIRCLE, SP B115

RENO

89502

8/19/2002

9/30/2012

(***)†

2028

ARROWHEAD TOWNE CTR

7700 W. ARROWHEAD TOWNE CTR #1034

GLENDALE

85308

10/26/2001

1/31/2012

(***)†

2029

UNIVERSITY TOWN CTR

4505 LA JOLLA VILLAGE DRIVE, SUITE C-4

SAN DIEGO

92122

12/28/2001

6/30/2012

(***)†

2036

NORTH COUNTY FAIR

200 E. VIA RANCHO PARKWAY, SUITE 355

ESCONDIDO

92025

6/11/2001

5/31/2007

(***)†

2040

DEL AMO FASHION CTR

21534 HAWTHORNE BLVD., SPACE #13

TORRANCE

90503

1/30/1991

1/31/2011

(***)†

2044

GALLERIA AT TYLER

1246 GALLERIA AT TYLER, SPACE G-9

RIVERSIDE

92503

3/28/2002

6/30/2012

(***)†

2045

LAKEWOOD CTR MALL

32 LAKEWOOD CTR MALL

LAKEWOOD

90712

10/20/1977

1/31/2009

(***)†

2048

WASHINGTON SQ.

9561 SW WASHINGTON SQ. RD.

PORTLAND

97223

11/8/1989

1/31/2008

(***)†

2053

FOX HILLS MALL

249 FOX HILLS MALL

CULVER CITY

90230

2/11/2005

6/30/2015

(***)†

2055

CHANDLER FASHION CTR

3111 WEST CHANDLER BLVD. SUITE 2432

CHANDLER

85226

8/27/2001

12/31/2011

(***)†

2057

FRESNO FASHION FAIR

553 EAST SHAW AVE.

FRESNO

93710

9/9/2003

9/30/2013

(***)†

2065

CLACKAMAS TOWN CTR

12000 SOUTH EAST 82ND AVENUE

PORTLAND

97086

4/22/2002

9/30/2012

(***)†

2067

VALLEY FAIR SHOPPING CTR.

2855 STEVENS CREEK BLVD, SPACE #1095

SANTA CLARA

95050

4/26/2007

1/31/2013

(***)†

2077

POLARIS FASHION PLACE

1500 POLARIS PARKWAY

COLUMBUS

43240

7/—/2001

10/31/2011

(***)†

2080

BEACHWOOD MALL

26300 CEDAR ROAD

BEACHWOOD

44122

8/20/1997

9/30/2007

(***)†

2081

TUCSON MALL

4500 N. ORACLE ROAD, SPACE #128

TUCSON

85705

9/28/2005

2/29/2016

(***)†

2082

MAIN PLACE/SANTA ANA

2800 NORTH MAIN STREET, SUITE 848

SANTA ANA

92705

11/29/2001

1/31/2012

(***)†


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

118

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

2083

NORTHRIDGE FASHION CTR

9301 TAMPA AVENUE

NORTHRIDGE

91324

7/21/2005

9/30/2015

(***)†

2084

SOLANO WESTFIELD SHOPPINGTOWN

1350 TRAVIS BLVD.

FAIRFIELD

94533

MO-TO-MO

(***)†

2085

SUNVALLEY MALL

1 SUNVALLEY MALL

CONCORD

94520

MO-TO-MO

(***)†

2086

THE MALL AT NORTHGATE

8940 NORTHGATE MALL

SAN RAFAEL

94903

1/20/1998

2/29/2008

(***)†

2087

TUTTLE CROSSING

5043 TUTTLE CROSSING BLVD., SUITE 131

DUBLIN

43016

2/2/2006

4/30/2016

(***)†

2088

TOPANGA WESTFIELD SHOPPINGTOWN

6600 TOPANGA CANYON BLVD., SP# 1001B

CANOGA PARK

91303

6/27/2006

6/30/2017

(***)†

2089

GREAT LAKES MALL

7850 MENTOR AVENUE, SUITE 1038

MENTOR

44060

12/23/2005

2/29/2016

(***)†

2090

DEERFIELD TOWNE CTR

5215 DEERFIELD BLVD.

MASON

45040

1/24/2006

4/30/2011

(***)†

2091

WESTMINSTER MALL

1064 WESTMINSTER MALL

WESTMINSTER

92683

3/8/2006

1/31/2008

(***)†

2094

SANTA ANITA MALL

400 S. BALDWIN AVENUE, SPACE #B4

ARCADIA

91007

5/20/2002

6/30/2012

(***)†

2095

PROMENADE MALL AT TEMECULA

40820 WINCHESTER ROAD, SPACE #1905

TEMECULA

92591

10/14/2002

10/31/2012

(***)†

2096

OAKRIDGE MALL

925 A BLOSSOM HILL ROAD

SAN JOSE

95123

8/5/2003

1/31/2014

(***)†

2097

VICTORIA GARDENS

12481 NORTH MAIN STREET , SPACE 3282

RANCHO CUCAMONGA

91739

9/8/2004

10/31/2009

(***)†

2098

SOUTH COAST PLAZA

3333 BEAR STREET, SPACE #348

COSTA MESA

92626

5/31/2004

1/31/2015

(***)†

2099

PARK MEADOWS MALL

8505 PARKS MEADOWS CTR DR, SP#2005

LITTLETON

80124

4/13/2004

5/31/2014

(***)†

2100

PROMENADE SHOPS @ DOS LAGOS

2780 CABOT DR., SUITE 5-145

CORONA

92883

8/25/2006

10/31/2016

(***)†

2101

LEVIS COMMONS

3199 LEVIS COMMONS BLVD.

PERRYSBURG

43551

7/8/2006

9/30/2016

(***)†

2102

THE GREENE

55 CHESTNUT ST.

BEAVER CREEK

45440

1/15/2007

1/31/2018

(***)†

2103

LAUREL VILLAGE

3555 CALIFORNIA STREET

SAN FRANCISCO

94118

4/13/2007

5/31/2012

(***)†

3204

SAUCOYN OUTLET: BANGOR

83 FARM ROAD

BANGOR

04401

CORPORATE-OWNED
PROPERTY

(***)†

3210

SAUCONY OUTLET: WRENTHAM

1 PREMIUN OUTLETS BLVD., SUITE 555

WRENTHAM

02093

6/15/1999

7/31/2009

(***)†

3214

SAUCONY OUTLET: SILVER SANDS

10562 W. EMERALD COAST PKWY., #99

DESTIN

32550

9/21/2000

10/31/2010

(***)†

3215

SAUCONY OUTLET: KITTERY

318 US ROUTE 1, UNIT M140

KITTERY

03904

10/23/2000

10/31/2010

(***)†

3218

SAUCONY OUTLET: REHOBOTH OUTLETS

36474 SEASIDE OUTLET DRIVE, SUITE 1560

REHOBOTH BEACH

19971

5/28/2002

6/30/2007

(***)†

3220

SAUCONY OUTLET: WOODBURY COMMONS

615 BLUEBIRD COURT

CENTRAL VALLEY

10917

3/5/2003

8/31/2007

(***)†

3221

SAUCONY OUTLET: WILLIAMSBURG

5699 RICHMOND ROAD, SPACE 36

WILLIAMSBURG

23188

3/7/2003

4/30/2008

(***)†

3222

SAUCONY OUTLET: MYRTLE BEACH

10839 KINGS ROAD, SUITE 790

MYRTLE BEACH

29572

11/13/2002

5/31/2007

(***)†

3224

SAUCONY OUTLET: SAN MARCOS

4015 INTERSTATE 35 SOUTH, SUITE 715

SAN MARCOS

78666

10/1/2003

10/31/2008

(***)†

3226

SAUCONY OUTLET : RIVERHEAD

1302 TANGER MALL DRIVE

RIVERHEAD

11901

12/28/2003

3/31/2009

(***)†


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

119

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

3229

SAUCONY OUTLET: CAMBRIDGE

1036 CAMBRIDGE STREET

CAMBRIDGE

02141

5/10/1995

1/31/2010

(***)†

3230

SAUCONY OUTLET: DANVERS/ENDICOTT
PLAZA

139 ENDICOTT STREET

DANVERS

01923

3/2/2006

4/30/2016

(***)†

4901

MACY’S CHILDREN SHOE DEPT- Queens

90-01 QUEENS BLVD.

ELMHURST

11373

10/15/2004
All under one agreement

60 days’ notice

(***)†

4902

MACY’S CHILDREN SHOE DEPT-Brooklyn

422 FULTON STREET

BROOKLYN

11202

(***)†

4903

MACY’S CHILDREN SHOE DEPT- Herald Square

151 W. 34TH STREET, 7TH FLOOR

NEW YORK

10001

(***)†

4906

MACY’S CHILDREN SHOE DEPT-King’s Plaza

5400 AVE U

BROOKLYN

11234

(***)†

4953

MACY’S CHILDREN SHOE DEPT- Roosevelt Field

630 OLD COUNTRY ROAD

GARDEN CITY

11530

(***)†

4975

MACY’S CHILDREN SHOE DEPT-Garden State

GARDEN STATE PLAZA — Rt 4 & 17

PARAMUS

07652

(***)†

4981

MACY’S CHILDREN SHOE DEPT-Bridgewater

400 COMMONS WAY

BRIDGEWATER

08807

(***)†

6001

KITTERY OUTLET CTR

340 ROUTE 1, SUITE 12

KITTERY

03904

11/4/1992

12/31/2011

(***)†

6002

SAN MARCOS FACTORY SHOPS

3939 IH 35 SOUTH, SUITE 217

SAN MARCOS

78666

11/5/1993

2/29/2008

(***)†

6003

LAS VEGAS OUTLET CTR

7400 SOUTH LAS VEGAS BLVD., STE. 28

LAS VEGAS

89123

10/18/1993

4/30/2013

(***)†

6004

PRIME OUTLETS ORLANDO

5401 W. OAKRIDGE ROAD, SPACE #8

ORLANDO

32819

2/27/2007

1/31/2010

(***)†

6009

GILROY PREMIUM OUTLETS

681 LEAVESLY RD., SUITE #60

GILROY

95020

9/14/2004

8/31/2014

(***)†

6011

N. GEORGIA PREMIUM OUTLET

800 HWY, 400 S. #590

DAWSONVILLE

30534

9/22/1995

5/31/2010

(***)†

6012

OUTLETS AT ANTHEM

4250 W. ANTHEM WAY

ANTHEM

85086

10/1/2004

11/30/2014

(***)†

6013

AURORA FARMS OUTLETS

549 S. CHILLICOTHE RD., ROUTE 43, #460

AURORA

44202

10/1/1994

11/30/2008

(***)†

6014

RIVIERA CTR STORES

2601 S. MCKENZIE ST. #C-15

FOLEY

36535

2/8/1995

3/31/2012

(***)†

6017

ROCKVALE SQ. OUTLETS

35 SOUTH WILLOWDALE DRIVE, SP #710

LANCASTER

17602

6/26/1995

8/31/2010

(***)†

6018

CROSSING FACTORY STORES

1000 ROUTE 611, SUITE C-53

TANNERSVILLE

18372

3/29/1995

11/30/2009

(***)†

6019

PRIME OUTLETS @ PLEASANT PRAIRIE

11211 120TH AVENUE, SUITE A007

PLEASANT
PRAIRIE

53158

10/20/2001

12/31/2011

(***)†

6020

MYRTLE BEACH FACTORY SHOP

4630 Factory Stores Blvd, A150

MYRTLE BEACH

29579

6/26/1995

9/30/2008

(***)†

6021

NIAGARA FALLS FACT OUTLET

1872 MILITARY ROAD #109

NIAGARA FALLS

14304

8/14/1995

MO-TO-MO

(***)†

6022

RIVERHEAD OUTLET CTR

1770 WEST MAIN STREET

RIVERHEAD

11901

2/17/1997

5/31/2012

(***)†

6023

SILVER SANDS FACTORY

10406 EMERALD COAST PRWY W. #82

DESTIN

32550

6/16/1997

9/30/2007

(***)†

6024

WRENTHAM VILLAGE PREMIUM OUTLETS

ONE PREMIUM OUTLETS BLVD., SP#192

WRENTHAM

02093

4/8/1998

5/31/2012

(***)†

6025

PRIME OUTLETS @ GROVE CITY

INTERSECTION I-79 & RTE. 208, SP #1035

GROVE CITY

16127

4/30/1998

5/31/2008

(***)†

6026

CAROLINA FACTORY SHOPS

845 FACTORY SHOPS BLVD.

GAFFNEY

29341

4/30/1998

7/31/2012

(***)†

6027

WOODBURY COMMONS PREM. OUTLET

439 EVERGREEN COURT

CENTRAL VALLEY

10917

5/12/1998

12/31/2008

(***)†

6028

PRIME OUTLETS AT HAGERSTOWN

620 PRIME OUTLET BLVD SPACE 620

HAGERSTOWN

21740

4/30/1998

2/28/2013

(***)†


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

120

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

6029

BELZ FACT. OUTLET WORLD

500 BELZ OUTLET BLVD. SP 067

ST. AUGUSTINE

32095

4/5/1999

7/31/2007

(***)†

6030

TANGER OUTLET CTR

800 TANGER BLVD., SUITE 506

COMMERCE

30529

3/10/2004

4/30/2010

(***)†

6031

PRIME OUTLETS @ WILLIAMSBURG

5699-42 RICHMOND RD SP. A015

WILLIAMSBURG

23188

5/25/1999

9/30/2009

(***)†

6032

KATY MILLS OUTLET CTR

5000 KATY MILLS CIRCLE, SPACE 626

KATY

77494

10/27/1999

10/31/2009

(***)†

6033

OPRY MILLS OUTLET CTR

307 OPRY MILLS DRIVE

NASHVILLE

37214

12/20/1999

5/31/2010

(***)†

6034

ORLANDO PREMIUM OUTLET

8200 VINELAND AVENUE, UNIT 910

ORLANDO

32821

10/29/1999

5/31/2014

(***)†

6035

FOLSOM PREMIUM OUTLETS

13000 FOLSOM BLVD. SPACE #1400

FOLSOM

95630

1/17/2000

4/30/2010

(***)†

6036

CAMARILLO PREMIUM OUTLETS

950 CAMARILLO CENTER DR., SUITE #924

CAMARILLO

93010

1/17/2000

3/31/2010

(***)†

6037

REHOBOTH OUTLETS

36474 SEASIDE OUTLET DRIVE, SUITE 1570

REHOBOTH BEACH

19971

5/22/2000

9/30/2010

(***)†

6038

CARLSBAD COMPANY STORES

5630 PASEO DEL NORTE, SUITE 120

CARLSBAD

92008

7/12/2000

8/31/2012

(***)†

6039

ONTARIO MILLS

1 MILLS CIRCLE, #629

ONTARIO

91764

5/16/2000

5/31/2010

(***)†

6041

LIBERTY VILLAGE PREMIUM OUTLET

69 LIBERTY VILLAGE

FLEMINGTON

08822

6/7/2000

6/30/2010

(***)†

6042

ARUNDEL MILLS

7000 ARUNDEL MILLS CIRCLE, SP. # 252

HANOVER

21076

7/10/2000

11/30/2010

(***)†

6043

JERSEY GARDEN MALL

651 KAPOWSKI ROAD, SUITE 2004

ELIZABETH

07201

12/28/2000

1/31/2011

(***)†

6044

POTOMAC MILLS

2700 POTOMAC MILLS CIRCLE, SP #828

WOODBRIDGE

22192

12/4/2000

12/31/2010

(***)†

6045

TANGER OUTLET CTR. @ FIVE OAKS

1645 PARKWAY, SUITE #670

SEVIERVILLE

37862

10/17/2000

11/30/2010

(***)†

6046

HILTON HEAD FACTORY STORES

1414 FORDING ISLAND ROAD, SUITE C110

BLUFFTON

29910

12/19/2000

9/30/2011

(***)†

6047

DESERT HILLS PREMIUM OUTLETS

48650 SEMINOLE DRIVE, SUITE 167

CABAZON

92230

7/19/2001

8/31/2011

(***)†

6049

PRIME OUTLETS @ GULFPORT

10610 FACTORY SHOPS BLVD.

GULFPORT

39503

4/24/2001

12/31/2007

(***)†

6050

LAS AMERICAS

4201 CAMINO DE LA PLAZA, SUITE 118

SAN YSIDRO

92173

8/31/2005

11/30/2011

(***)†

6051

DISCOVER MILLS

5900 SUGARLOAF PARKWAY, SPACE 577

LAWRENCEVILLE

30043

7/20/2001

11/30/2011

(***)†

6052

WATERLOO PREMIUM OUTLET

655 ROUTE 318, SUITE A009

WATERLOO

13165

7/19/2001

9/30/2011

(***)†

6053

LAS VEGAS PREMIUM OUTLET

855 S. GRAND CENTRAL PARKWAY, #1895

LAS VEGAS

89106

7/3/2002

8/31/2013

(***)†

6054

LIGHTHOUSE PLACE PREM. OUTLET

821 LIGHTHOUSE PLACE

MICHIGAN CITY

46360

11/27/2001

12/31/2011

(***)†

6055

SAWGRASS MILLS

12801 WEST SUNRISE BLVD., SUITE 885

SUNRISE

33323

10/30/2001

1/31/2012

(***)†

6056

CONCORD MILLS

8111 CONCORD MILLS BLVD., SUITE 622

CONCORD

28027

10/30/2001

12/31/2011

(***)†

6057

ARIZONA MILLS

5000 ARIZONA MILLS CIRCLE, SUITE 269

TEMPE

85282

2/11/2002

2/29/2012

(***)†

6058

NORTH BEND PREMIUM OUTLETS

561 SOUTH FORK AVE. SW, SUITE 3A

NORTH BEND

98045

1/29/2002

4/30/2012

(***)†

6059

CAROLINA PREMIUM OUTLETS

1025 INDUSTRIAL PARK DR STE 240-S. RITE

SMITHFIELD

27577

1/29/2002

2/29/2012

(***)†

6060

PETALUMA VILLAGE PREM. OUTLET

2200 PETALUMA BLVD. NORTH, SUITE 515

PETALUMA

94952

1/15/2002

3/31/2012

(***)†

6061

PRIME OUTLETS AT CASTLE ROCK

5050 FACTORY SHOPS BLVD. SUITE 180

CASTLE ROCK

80108

11/20/2001

MO-TO-MO

(***)†

6062

WOODBURN COMPANY STORES

1001 ARNEY ROAD, SUITE 417

WOODBURN

97071

1/24/2002

3/31/2012

(***)†


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

121

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

6063

MIROMAR OUTLET

10801 CORKSCREW ROAD, SPACE #139

ESTERO

33928

3/20/2002

4/30/2012

(***)†

6064

FACTORY STORES AT PARK CITY

6699 NORTH LANDMARK DRIVE, SP #A110

PARK CITY

84098

4/2/2002

9/30/2007

(***)†

6066

PRIME OUTLETS AT BIRCH RUN

12156 SOUTH BEYER ROAD, SPACE #V15

BIRCH RUN

48415

7/10/2002

8/31/2012

(***)†

6067

PRIME OUTLETS AT JEFFERSONVILLE

8535 FACTORY SHOPS BLVD. SP#535

JEFFERSONVILLE

43128

7/10/2002

8/31/2012

(***)†

6068

COLORADO MILLS

14500 W. COLFAX AVENUE, SPACE #507

LAKEWOOD

80401

6/20/2002

11/30/2012

(***)†

6069

SEATTLE PREMIUM OUTLETS

10600 QUIL CEDA BLVD., SPACE #648

TULALIP

98271

11/17/2004

5/31/2015

(***)†

6070

OUTLETS AT ALBERTVILLE

6415 LABEAUX AVENUE NE, SPACE A150

ALBERTVILLE

55301

3/10/2004

4/30/2014

(***)†

6071

JACKSON PREMIUM OUTLET

537 MONMOUTH ROAD, SPACE #302

JACKSON

08527

3/10/2004

4/30/2014

(***)†

6072

EDINBURGH PREMIUM OUTLET

3020 OUTLET DRIVE

EDINBURGH

46124

3/10/2004

7/31/2014

(***)†

6073

TANGER OUTLET CTR

10835 KINGS ROAD, SPACE #270

MYRTLE BEACH

29572

2/20/2004

2/29/2008

(***)†

6074

ELLENTON OUTLET

5241 Factory Shops Blvd., Space #730

ELLENTON

34222

3/25/2004

7/31/2014

(***)†

6075

TANGER OUTLET CTR: HOWELL

1475 N. BURKHART ROAD, SUITE F110

HOWELL

48843

2/16/2005

2/28/2009

(***)†

6078

HORIZON OUTLET CTR — TULARE

1689 RETHERFORD STREET, SPACE #A020

TULARE

93274

3/9/2005

4/30/2010

(***)†

6079

TANGER OUTLET CTR: TILTON

120 LACONIA DRIVE

TILTON

03276

5/30/2006

6/30/2010

(***)†

6080

SHOPPES AT BLACKSTONE VALLEY

ROUTE 146 SOUTH & ROUTE 122A, SP 303

MILLBURY

01527

4/5/2004

5/31/2014

(***)†

6081

LAKE SUCCESS SHOPPING CTR

1472 UNION TURNPIKE

NEW HYDE PARK

11040

7/29/2004

10/31/2014

(***)†

6082

TANGER OUTLET CTR: LOCUST GROVE

1000 TANGER DRIVE

LOCUST GROVE

30248

6/29/2005

8/31/2009

(***)†

6083

GREAT MALL

447 GREAT MALL DRIVE, SPACE #488

MILPITAS

95035

11/15/2005

2/29/2016

(***)†

6084

TANGER OUTLET CTR

314 FLAT ROCK PLACE, SPACE C130

WESTBROOK

06498

10/18/2005

3/31/2016

(***)†

6085

CHARLESTON

4840 TANGER OUTLET BLVD., SUITE 721

NORTH CHARLESTON

29418

10/18/2005

8/31/2016

(***)†

6086

ROUND ROCK PREMIUM OUTLETS

4401 NO. IH 35, SUITE 709

ROUND ROCK

78664

11/23/2005

8/31/2016

(***)†

6087

RIO GRANDE PREMIUM OUTLET

5001 EAST EXPRESSWAY 83, SUITE 421

MERCEDES

78570

11/23/2005

11/30/2016

(***)†

6088

THE DELLS

210 GASSER ROAD, SUITE 331

BARABOO

53913

11/17/2005

7/31/2016

(***)†

6089

LEESBURG CORNER PREMIUM OUTLETS

241 EVANS ROAD NE, SUITE 677

LEESBURG

20176

11/23/2005

3/31/2016

(***)†

6090

VACAVILLE PREMIUM OUTLET

101 NUT TREE ROAD, SUITE D

VACAVILLE

95687

4/24/2007

5/31/2017

(***)†

6091

LOUISIANA BOARDWALK

520 BOARDWALK PLAZA

BOSSIER CITY

71111

9/15/2006

11/30/2016

(***)†

6093

TANGER OUTLET LINCOLN CITY

1500 SE DEVILS LAKE ROAD, SUITE 108

LINCOLN CITY

97367

6/28/2006

8/31/2010

(***)†

6094

PRIME OUTLET @ OSHKOSH

3001 S. WASHBURN ST., A100

OSHKOSH

54904

8/22/2006

9/30/2016

(***)†

6095

ALLEN PREMIUM OUTLETS

820 W. STACY ROAD

ALLEN

75013

11/27/2006

2/28/2017

(***)†

6096

PRIME OUTLETS AT QUEENSTOWN

406 OUTLET CENTER DRIVE, Suite B035

QUEENSTOWN

21658

12/19/2006

2/28/2017

(***)†

6098

SUN VALLEY FACTORY SHOPPES

WOODROW BEAN TRANSMOUNTAIN RD & I-10

EL PASO

79901

12/18/2006

2017

(***)†

6099

GONZALES MALL

2400 TANGER BLVD., Suite 142

GONZALES

70737

11/14/2006

2/28/2011

(***)†


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

122

STORE

MALL

ADDRESS

CITY

ZIP

LEASE DATE

EXP DATE

(***)†

6100

CENTRAL PLAZA

2550 CENTRAL PARK AVENUE

YONKERS

10710

1/16/2007

6/30/2017

(***)†

6101

ST. AUGUSTINE PREMIUM OUTLET

2700 STATE ROAD 16, Suite 603

ST. AUGUSTINE

32092

1/23/2007

3/31/2017

(***)†

6102

TANGER TUSCOLA OUTLET CENTER

TUSCOLA BLVD E-100 SUITE 4060

TUSCOLA

61953

5/1/2007

6/30/2011

(***)†

6103

ARSENAL MALL

485 ARSENAL MALL

WATERTOWN

02472

2007

6/30/2017

(***)†

6104

NORTH CONWAY

SETTLER’S GREEN OUTLET VILLAGE, RT. 16

NORTH CONWAY

03860

1/27/2005

5/31/2010

(***)†

6105

PRIME OUTLETS @ LEE

50 WATER STREET, UNIT B030

LEE

01238

11/3/1998

9/30/2009

(***)†

7001

NATICK MALL

1245 WORCESTER ROAD, SPACE #2124

NATICK

01760

3/20/2000

4/30/2010

(***)†

7002

STRIDE RITE MANHATTAN

1241 LEXINGTON AVE.

NEW YORK

10028

8/8/1994

7/31/2008

(***)†

7004

QUAKERBRIDGE MALL

150 QUAKERBRIDGE ROAD SPCE G10+11

LAWRENCEVILLE

08648

2/27/1996

7/31/2007

(***)†

Stride Rite

Owned Storage Facilities

6001

Cane Run Road

Louisville

40241

1515

Riverfork Drive West

Huntington

123

Schedule E-2
Pool Locations

As of 08/07/2007

Pool Address 1

Pool Address 2

City

State

Zip

Pool

FREIGHT SYSTEMS INC-KENT

21818 76TH AVENUE SOUTH

KENT

98032

Pool

FREIGHT SYSTEMS INC

11055 S.W. INDUSTRIAL WAY

TUALATIN

97062

Pool

PEPPERTREE WAREHOUSE

30507 SAN ANTONIO ST

HAYWARD

94544

Pool

DYNAMEX INC.

8331 DEMTRE AVENUE

SACRAMENTO

95828

Pool

RITCHIE TRUCKING

2724 E.ANNADALE AVE

FRESNO

93706

Pool

TRI-MODAL #1

2011 E CARSON STREET

CARSON

90810

Pool

TRI-MODAL #2

2011 E CARSON STREET

CARSON

90810

Pool

LV/LA EXPRESS-SAN DIEGO

8190 MIRALANI DRIVE

SAN DIEGO

92126

Pool

LV/LA EXPRESS-ONTARIO

1000 S. CUCAMONGA AVE.

ONTARIO

91761

Pool

LV/LA EXPRESS — PHOENIX

1511 S 47TH AVENUE, SUITE 300

PHOENIX

85043

Pool

DATS TRUCKING INC.

500 NORTH REDWOOD ROAD

NORTH SALT LAKE CITY

84054

Pool

YRC LOGISTICS-HENDERSON, CO.

9801 E 102 AVENUE

HENDERSON

80640

Pool

LV/LA EXPRESS-ALBUQUERQUE

8000 BLUEWATER NW UNIT E

ALBUQUERQUE

87121

Pool

EL PASO TERMINAL WAREHOUSE

12415 ROJAS DR.

EL PASO

79927

Pool

TEXAS FREIGHTWAYS — S ANTONIO

8165 BRACKEN CREEK DR

SAN ANTONIO

78266

Pool

YRC LOGISTICS-HOUSTON

7350 ROUND HOUSE LANE

HOUSTON

77078

Pool

YRC LOGISTICS-DALLAS

1717 WEST AIRFIELD DRIVE

DALLAS

75261

Pool

USA CARRIERS TULSA

4352 S 91ST E. AVE SUITE A

TULSA

74145

Pool

PANAMA TRANSFER

600 LASALLE / 110 MAIN ST

PANAMA

51562

Pool

FREIGHTMASTERS

3703 KENNEBECK DRIVE

EAGAN

55122

Pool

DOHRN TRANSFER COMPANY

625 THIRD AVENUE

ROCK ISLAND

61201

Pool

YRC LOGISTICS-KCKS

431 SOUTH RIVER PARK DRIVE

KANSAS CITY

66105

Pool

MAGNOLIA DIST — MEMPHIS

4500 DISTRAPLEX COVE

MEMPHIS

38118

Pool

MAGNOLIA DIST — PORT ALLEN

1000 LEBLANC RD

PORT ALLEN

70767

Pool

SPECIAL DISPATCH — ST LOUIS

5830 FEE FEE ROAD

HAZELWOOD

63042

Pool

DEMAR LOGISTICS — POOL 46

376 LIES ROAD

CAROL STREAM

60188

Pool

PRIORITY SERVICES-POOL 47

1000 N VILLA AVENUE

VILLA PARK

60181

Pool

TAX AIR FREIGHT #49

5975 S HOWELL AVE, PO BOX 070911

MILWAUKEE

53207

Pool

ADVANCED DISTRIBUTION SERVICES

4578 DIVISION AVE

WAYLAND

49348

Pool

ANN ARBOR DISTRIBUTION

1942 MCGREGOR ROAD

YPSILANTI

48198

Pool

SODREL LOGISTICS — POOL #52

1310 SOUTH WEST STREET

INDIANAPOLIS

46225

Pool

CPS DELIVERY SYSTEMS PP53

3000 ROHR ROAD

GROVEPORT

43125

Pool

SERVICE EXPRESS-ATLANTA

3515 NATURALLY FRESH BLVD STE 510

ATLANTA

30349

124

Pool Address 1

Pool Address 2

City

State

Zip

Pool

GENERAL TRANSPORT SERVICE/#55

4300 S FRONTAGE ROAD

LAKELAND

33815

Pool

GENERAL TRANSPORT SERVICE/#56

4300 S FRONTAGE ROAD

LAKELAND

33815

Pool

CAPITAL CORPORATION MIAMI 57

3560 NW 72ND AVE

MIAMI

33172

Pool

TRANSCOR — MIAMI #58

1120 NW 165TH STREET

MIAMI

33169

Pool

TRANSCOR — MIAMI #59

1120 NW 165 STREET

MIAMI

33169

Pool

SERVICE EXPRESS PP#60

10335-A RIDGE CREEK DRIVE

CHARLOTTE

28273

Pool

CPS-PP61

5676 INNOVATION DRIVE

VALLEY CITY

44280

Pool

CPS- PP62

800 BRICKWORKS DRIVE

LEETSDALE

15056

Pool

TIME CRITICAL FREIGHT #64

7463 NEW RIDGE ROAD

HANOVER

21076

Pool

NORDOL POOL 65

560 INDUSTRIAL DRIVE

ORWIGSBURG

17961

Pool

TRANSCOR POOL 66

4301 WISSAHICKON AVE

PHILADELPHIA

19129

Pool

SELECTIVE TRANS. CORP. — PP68

19 CROWS MILL ROAD

KEASBEY

8832

Pool

SELECTIVE-FASHION LAB/HIGH VOL

19 CROWS MILL ROAD

KEASBEY

8832

125

Schedule P-1
Permitted Liens

1.		Liens incurred pursuant to that certain Term Loan Agreement to be dated August 17, 2007 among Collective Brands Finance, Inc., various Lenders (as defined in the Loan Agreement) and Citicorp North America, Inc. as the Administrative Agent and Collateral Agent and the other Loan Document executed in connection therewith.

2.		The City of Topeka has liens in certain real and personal property interests of Payless ShoeSource, Inc. and Payless ShoeSource Distribution, Inc. at the Payless ShoeSource corporate headquarters (3231 SE Sixth Ave., Topeka, KS 66607) and the Topeka distribution center (5040 Northwest Highway 24, Topeka, KS 66618). These liens are a result of Industrial Revenue Bonds that were issued by the City of Topeka to Payless ShoeSource, Inc. and Payless ShoeSource Distribution, Inc. All of the outstanding Industrial Revenue Bonds, however, are owned by Collective Brands Finance, Inc. Upon repayment of the Bonds by Payless ShoeSource, Inc. and Payless ShoeSource Distribution, Inc. to Collective Brands Finance, Inc., the liens will be released upon payment of a nominal amount (e.g., $100) to the City of Topeka.

3.		Collective Brands, Inc.’s international subsidiaries currently have outstanding liens on certain bank accounts securing an equal amount of indebtedness. From time-to-time, as part of the ordinary course of business, international subsidiaries will enter into loan agreements secured by an equal amount of cash to more efficiently operate their business.

4.		As security for existing and future indebtedness and obligations of the Borrower, to Expeditors International of Washington, Inc. (“Expeditors”), including claims for charges, expenses or advances incurred by Expeditors in connection with any shipment or transaction of the Borrower, the Borrower has granted to Expeditors a continuing lien and security interest in any and all property of the Borrower (including goods and documents relating thereto) in the possession of Expeditors.

5.		Numerous liens by Payless ShoeSource, Inc. (MO) and Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE)) in favor of IOS Capital, LLC

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

32399999

09/16/03

UCC

IOS Capital, LLC

126

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

150664 (“Lease”), as amended from time to time, between IOS Capital, LLC as lessor, and the above referenced Lessee/Debtor, including without limit, the equipment listed below, and all additions, improvements, attachments, accessories, accessions, upgrades and replacements related thereto, and any and all substitutions or exchanges, and any and all products, insurance and/or other proceeds (cash and non-cash) therefrom...

DE-Secretary of State

32729377

10/08/03

UCC

IOS Capital

The terms “Debtor” and “Secured Party” shall mean “Lessor” and “Lessee”, respectively. This financial statement covers the following types (or items) of property: All equipment now or hereafter leased in an equipment leasing transaction in connection with that certain Master Agreement No. see below. Product Schedule No./Agreement No. see below (“Lease”), as amended from time to time, between IOS Capital, LLC as lessor, and the above referenced Lessee/Debtor, including without limit, the equipment listed below, and all additions, improvements, attachments, accessories, accessions, upgrades and replacements related thereto, and any and all substitutions or exchanges, and any and all products, insurance and/or other proceeds (cash and non-cash) there from.

DE-Secretary of State

32729468

10/08/03

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

32731639

10/08/03

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

32762188

10/14/03

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

32762402

10/14/03

UCC

IOS Capital

‘’ ‘’ ‘’

127

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

32764036

10/14/03

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

32764192

10/14/03

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

32764283

10/14/03

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

33119149

11/19/03

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40389363

01/22/04

UCC

IOS Capital

DE-Secretary of State

40389454

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40389520

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40389595

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

128

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

40391310

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40391369

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40391443

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40391633

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392060

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392243

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392276

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392318

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392383

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392466

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392508

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392557

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392581

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

129

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

40392607

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392664

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392680

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392722

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392771

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392920

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40392946

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40394819

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40394934

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40394967

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40394991

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40395170

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

40395188

01/22/04

UCC

IOS Capital

‘’ ‘’ ‘’

130

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

40565574

02/19/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41133935

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41133950

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41133992

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41134032

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41134057

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41134081

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41134115

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41134149

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41134164

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41134172

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41134222

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41134305

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

131

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

41137258

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41137274

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41137282

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41137308

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41138884

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140062

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140088

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140096

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140146

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140393

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140427

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140450

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140476

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

132

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

41140484

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140831

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140864

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140880

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140906

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140914

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140948

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41140963

04/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41145756

04/08/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41145798

04/08/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41352428

04/28/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41366543

04/03/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41599671

05/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

133

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

41599721

05/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

41933334

07/07/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42726752

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42728576

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42728790

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42728832

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42728881

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42728980

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729152

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729160

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729343

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729384

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729418

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

134

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

42729434

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729475

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729509

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729517

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729541

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729574

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729590

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729632

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729665

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729699

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729707

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729749

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42729756

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

135

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

42729772

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42730432

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42730549

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42730606

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42730812

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42730838

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42730879

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42730978

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42730994

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42731356

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42731380

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42731398

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42731414

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

136

Collective Brands, Inc. (f/k/a Payless ShoeSource, Inc. (DE))

JURISDICTION

File #

File Date

Type

Secured Party

Collateral Description

DE-Secretary of State

42731430

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42731463

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42731471

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42731489

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42731497

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

DE-Secretary of State

42731539

09/21/04

UCC

IOS Capital

‘’ ‘’ ‘’

Payless ShoeSource, Inc. (MO)


JURISDICTION	File #	File Date	Type	Secured Party	Collateral Description
MO-Secretary of State	20030128941A	12/16/03	UCC	IOS Capital	The terms “Debtor” and “Secured Party” shall mean “Lessor” and “Lessee”, respectively. This financial statement covers the following types (or items) of property: All equipment now or hereafter leased in an equipment leasing transaction in connection with that certain Master Agreement No. see below. Product Schedule No./Agreement No. see below (“Lease”), as amended from time to time, between IOS Capital, LLC as lessor, and the above referenced Lessee/Debtor, including without limit, the equipment listed below, and all additions, improvements, attachments, accessories, accessions, upgrades and replacements related

137

Payless ShoeSource, Inc. (MO)


JURISDICTION	File #	File Date	Type	Secured Party	Collateral Description
					thereto, and any and all substitutions or exchanges, and any and all products, insurance and/or other proceeds (cash and non-cash) there from.

MO-Secretary of State	20030128949K	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128946G	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128952C	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128960B	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128951B	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128955G	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128939J	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128961C	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128959M	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128947H	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128963F	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128954F	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

138

Payless ShoeSource, Inc. (MO)


JURISDICTION	File #	File Date	Type	Secured Party	Collateral Description
MO-Secretary of State	20030128958K	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128953E	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128962E	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128957J	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128965H	12/16/03	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20030128940M	12/16/03	UCC	IOS Capital

MO-Secretary of State	20030128956H	12/16/03	UCC	IOS Capital

MO-Secretary of State	20040094227A	09/01/04	UCC	IOS Capital	The terms “Debtor” and “Secured Party” shall mean “Lessor” and “Lessee”, respectively. This financial statement covers the following types (or items) of property: All equipment now or hereafter leased in an equipment leasing transaction in connection with that certain Master Agreement No. see below. Product Schedule No./Agreement No. see below (“Lease”), as amended from time to time, between IOS Capital, LLC as lessor, and the above referenced Lessee/Debtor, including without limit, the equipment listed below, and all additions, improvements, attachments, accessories, accessions, upgrades and replacements related thereto, and any and all substitutions or exchanges, and any and all products, insurance and/or other proceeds (cash and non-cash) there from...

139

Payless ShoeSource, Inc. (MO)


JURISDICTION	File #	File Date	Type	Secured Party	Collateral Description
MO-Secretary of State	20040094277G	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094144K	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094258F	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094273B	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094225K	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094224J	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094231G	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094222G	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094251J	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094229C	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094266E	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094272A	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094143J	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

140

Payless ShoeSource, Inc. (MO)


JURISDICTION	File #	File Date	Type	Secured Party	Collateral Description
MO-Secretary of State	20040094241H	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094254A	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094250H	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094136M	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094255B	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094252K	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094138B	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094269H	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094243K	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094267F	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094146A	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094271M	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094139C	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

141

Payless ShoeSource, Inc. (MO)


JURISDICTION	File #	File Date	Type	Secured Party	Collateral Description
MO-Secretary of State	20040094137A	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094253M	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094141G	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094232H	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094145M	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094276F	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094268G	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094242J	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094275E	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094279J	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094270K	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094278H	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094249F	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

142

Payless ShoeSource, Inc. (MO)


JURISDICTION	File #	File Date	Type	Secured Party	Collateral Description
MO-Secretary of State	20040094226M	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20040094248E	09/01/04	UCC	IOS Capital	‘’ ‘’ ‘’

MO-Secretary of State	20060058371C	05/15/06	UCC	IOS Capital	‘’ ‘’ ‘’

6.		UCC Financing Statement #5823992, naming Payless ShoeSource Worldwide, Inc., as Debtor and UMB Bank, N.A. as Secured Party, for certain electronic equipment, furniture, and miscellaneous assets located at Topeka, Kansas facility.

7.		UCC-1 Filing No. 200320959330, naming Saucony, Inc. as Debtor and IOS Capital, LLC as Secured Party, for IKON office copier.

8.		UCC-1 Filing No. 200645123250, naming Stride Rite Children’s Group as Debtor and IOS Capital as Secured Party, for IKON office copier.

9.		UCC-1 Filing No. 200536411170, naming Tommy Hilfiger Footwear, Inc. as Debtor and Wells Fargo Equipment Finance, Inc. as Secured Party, for trade show booth.

10.		Equipment Schedule No. 25 (Schedule Ref. No. 67810306) dated June 24, 2003, pursuant to Master Lease Agreement dated March 23, 1999 between ComSource, Inc. as Lessor and Stride Rite Children’s Group, Inc. as Lessee, for 750 printer.

11.		Equipment Schedule No. 26 (Schedule Ref. No. 678190307) dated July 25, 2003, pursuant to Master Lease Agreement dated March 23, 1999 between ComSource, Inc. as Lessor and Stride Rite Children’s Group, Inc. as Lessee, for P650 4-Way System for Louisville.

12.		Equipment Schedule No. 28 (Schedule Ref. No. 67960308) dated August 8, 2003, pursuant to Master Lease Agreement dated March 23, 1999 between ComSource, Inc. as Lessor and Stride Rite Children’s Group, Inc. as Lessee, for tape subsystem.

13.		Equipment Schedule No. 29 (Schedule Ref. No. 68700401) dated January 12, 2004, pursuant to Master Lease Agreement dated March 23, 1999 between ComSource, Inc. as Lessor and Stride Rite Children’s Group, Inc. as Lessee, for 6 Compaq computers.

14.		Equipment Schedule No. 31 (Schedule Ref. No. 69840411) dated November 17, 2004, pursuant to Master Lease Agreement dated March 23, 1999 between ComSource, Inc. as Lessor and Stride Rite Children’s Group, Inc. as Lessee, for EMC CX-700.

143

15.		Equipment Schedule No. 32 (Schedule Ref. No. 69850411) dated November 18, 2004, pursuant to Master Lease Agreement dated March 23, 1999 between ComSource, Inc. as Lessor and Stride Rite Children’s Group, Inc. as Lessee, for 520 one-way processor.

16.		Equipment Schedule No. 33 (Schedule Ref. No. 70720506) dated June 6, 2005, pursuant to Master Lease Agreement dated March 23, 1999 between ComSource, Inc. as Lessor and Stride Rite Children’s Group, Inc. as Lessee, for Oracle software package.

17.		Equipment Schedule No. 34 (Schedule Ref. No. 721206041) dated April 25, 2006, pursuant to Master Lease Agreement dated March 23, 1999 between ComSource, Inc. as Lessor and Stride Rite Children’s Group, Inc. as Lessee, for JDA/RI application and LPAR Consolidation; IBM 9409-550.

18.		UCC-1 Filing (Ref. No. 200757998140) dated June 28, 2007, naming Stride Rite Investment Corporation as Debtor and IOS Capital as Secured Party, for IKON office copier.

144

Schedule 1.1(b)
Qualified Restricted Subsidiary


Entity		State of Incorporation
Collective Brands Holding		Hong Kong
Collective Brands Logistics		Hong Kong
Collective Brands Services		Hong Kong
Collective Brands Trust*		Hong Kong
Dynamic Assets Limited		Hong Kong
Import Solutions De Mexico, S. de R.L. de C.V.		Mexico
Lifestyle Brands Corporation		Nova Scotia
Payless CA Management Limited		British Virgin Islands
Payless Controladora, S.A. de C.V.		Mexico
Payless International Finance B.V.		Netherlands
Payless Servicios, S.A. de C.V. (Inactive)		Mexico
Payless ShoeSource (BVI) Holdings, LTD		British Virgin Islands
Payless ShoeSource (Panama) S.A.		Panama, Republic of Panama
Payless ShoeSource Canada GP, Inc.		Canada
Payless ShoeSource Canada, Inc.		Canada
Payless ShoeSource Canada, LP		Ontario, Canada
Payless ShoeSource de Guatemala LTD		Guatemala
Payless ShoeSource De La República Dominicana, S.A.		Dominican Republic
Payless ShoeSource Ecuador CIA, LTDA		Ecuador
Payless ShoeSource Honduras S De RL		Republic of Honduras
Payless ShoeSource International Limited		Hong Kong
Payless ShoeSource International Servicos Tecnicos E Inspetoria De Calcados S/C Ltda.		Brazil
Payless ShoeSource Limitada & Compañia Limitada (Nicaragua)		Nicaragua
Payless ShoeSource Limitada (Costa Rica)		Costa Rica
Payless ShoeSource of El Salvador, LTDA De C.V.		El Salvador
Payless ShoeSource of Puerto Rico, Inc.		Puerto Rico
Payless ShoeSource of St. Lucia Ltd.		St. Lucia
Payless ShoeSource of Trinidad Unlimited		Trinidad and Tobago
Payless ShoeSource Overseas S.R.L.		Panama
Payless ShoeSource Saipan, Inc.		Northern Mariana Island
Payless ShoeSource Spain, S.L.		Spain
Payless ShoeSource Uruguay S.R.L.		Uruguay
Payless ShoeSource, Andean Holdings		Cayman Islands
Payless ShoeSource, S.A. de C.V. (Inactive)		Mexico
PSS Canada Finance, LP		New Brunswick, Canada
PSS Canada Financial Management, Inc.		Canada
PSS Canada Financial Services, Inc.		Canada
PSS Canada Investments, LP		Canada
PSS Holdings		Cayman Islands

145

Schedule 3.1(d)
Real Property

Leased Property.

Lessee: Collective Licensing International, LLC
Address: 800 Englewood Parkway
Suite C200
Englewood, CO 80110
Landlord: Miller Weingarten

Lessee: Payless NYC, Inc.
Address: 162 Fifth Avenue,
New York, New York 10010
Landlord: 162 Fifth Avenue Associates, LLC

Lessee: Payless ShoeSource Distribution, Inc.
Address: California Palm Building, 9520 Nevada Street
Redlands, California 92374
Landlord: TC Palms, LLC

Lessee: Payless ShoeSource, Inc. (MO)
Address: 120 SE Sixth St.
Topeka, KS 66603
Landlord: Security National Properties Funding II, LLC

Lessee: Payless ShoeSource Distribution, Inc.
Address: 1 Payless Way
Brookville, OH 45309
Landlord: CRG — OH, LLC

Lessee: The Stride Rite Corporation
Corporate Headquarters
Address: 191 Spring Street
Lexington, MA 2421
Landlord: 191 Spring Street Trust

Lessee: The Stride Rite Corporation
Richmond Customer Service
Address: 4200 South A Street
Richmond, IN 47374
Landlord: Legacy Development Company, LLC

Lessee: Tommy Hilfiger Footwear, Inc.
Tommy NY Showroom
Address: 37 West 39th Street
New York, NY 10018
Landlord: B W W 39 Co.

147

Lessee: The Keds Corporation
Keds NY Showroom
Address: 1414 Avenue of the Americas
New York, NY
Landlord: 1414 APF, LLC

Owned Property.

Roswell Town Center
Holcomb Bridge Rd./Alpharetta
Roswell, GA
Fulton County
Owner — Payless ShoeSource, Inc. (MO)

Common Address:
3231 SE Sixth Avenue
Topeka, KS 66220
Legal Description:
Lot 1, Block A, Distributors Industrial Plaza Subdivision No. 3, in the City of Topeka, Shawnee County,
Kansas EXCEPT the two tracts described on the attached Exhibit A, which are titled to the City of Topeka.
Payless ShoeSource corporate headquarters (approximately 42 acres)
Owner — Payless ShoeSource Worldwide, Inc. / City of Topeka [see footnotes (1) and (2)]

Common Address:
5040 Northwest Highway 24
Topeka, KS 66618
Shawnee County

Legal Description:

Payless ShoeSource Distribution, Inc. is the title owner of tracts B, C and D of the real property situated at the Common Address (see attached Exhibits B, C and D for legal descriptions). The City of Topeka is the title holder of tract A of the real property situated at the Common Address. In addition, Payless ShoeSource Distribution, Inc. is the title owner of a tract of land in Lot 5 situated at or near the Common Address (see attached Exhibit E for legal description).

Payless ShoeSource distribution center and adjacent land (approximately 150 acres)
Owner — Payless ShoeSource Distribution, Inc. / City of Topeka [see footnotes (1) and (3)]
1515 Riverfork Drive West
Huntington, IN 46750
Huntington County
Owner — Stride Rite Children’s Group

6001 Cane Run Road
Louisville, KY 40258
Jefferson County
Owner — The Keds Corporation

277 East Main Street
East Brookfield, MA 01515
Worcester County
Owner — Saucony, Inc. (4)

148

126 Mechanic Street
East Brookfield, MA 01515
Worcester County
Owner — Saucony, Inc. (4)

0 Mechanic Street
East Brookfield, MA 01515
Worcester County
Owner — Saucony, Inc. (4)

FOOTNOTES

	(1)		The City of Topeka is the legal title holder of certain tracts of land at these two locations: (i) (the Payless ShoeSource corporate headquarters (3231 SE Sixth Ave., Topeka, KS 66607) and (ii) the Topeka distribution center (5040 Northwest Highway 24, Topeka, KS 66618)). These tracts are titled to the City of Topeka as a result of Industrial Revenue Bonds that were issued by the City of Topeka on behalf of Payless ShoeSource, Inc. and Payless ShoeSource Distribution, Inc. (i.e., Payless ShoeSource, Inc. and Payless ShoeSource Distribution, Inc. are liable for repayment of the Bonds — see Schedule 8.1, Existing Indebtedness). All of the outstanding Industrial Revenue Bonds, however, are owned by Collective Brands Finance, Inc. Upon repayment of the Bonds by Payless ShoeSource, Inc. and Payless ShoeSource Distribution, Inc. to Collective Brands Finance, Inc., the title to the real property will be conveyed to Payless ShoeSource Worldwide, Inc. and Payless ShoeSource Distribution, Inc., respectively, upon payment of a nominal amount (e.g., $100) to the City of Topeka pursuant to the applicable Bond documents.

	(2)		Certain portions of this property are leased from Payless ShoeSource Worldwide, Inc. to affiliated Payless entities. Specifically, Payless ShoeSource Worldwide, Inc. leases space to the following entities:

	a.		Eastborough, Inc.

	b.		Payless ShoeSource Gold Value, Inc.

	c.		Collective Brands Finance, Inc.

	d.		Payless ShoeSource Merchandising, Inc.

	e.		Payless ShoeSource, Inc. (MO)

	f.		Shoe Sourcing, Inc.

	(3)		Approximately 46.1 acres of this property are leased to Greg Meier (who is an unrelated third party). The lease agreement expires on November 25, 2008. In addition, approximately 18 acres are leased to Randy Wolf (who is an unrelated third party).

	(4)		These properties are collectively referred to as the East Brookfield Property.

149


Lawyers Title of Topeka, Inc.		Shawnee County, Kansas
(785) 271-9500		Register of Deeds
C. N. 24071		Marilyn L. Nichols
Entered in Transfer Record in my office AUG 14 2007		Book: 4518 Page: 3

/s/ Cynthia A. Beck		Line #: 20070019307
County Clerk		Date Recorded: 08/14/2007 04:14:09.057 PM

Mail Tax Statement to:
Same as Now

0190634		Schedule 3.1(d)
		Exhibit A

CORPORATION DEED-General Warranty

The Grantor, Payless ShoeSource, Inc.

a corporation duly organized, incorporated, and existing under and by virtue of the laws of the State of Missouri, and having its principal place of business at Topeka in the State of Kansas, hereby CONVEYS AND WARRANTS to

Payless ShoeSource Worldwide, Inc., a Kansas corporation

of the County of Shawnee, State of Kansas, the following described real estate, situated in the County of Shawnee, State of Kansas, to-wit:

(See Exhibit A attached)

(Subject to easements, restrictions, and reservations of record, and all taxes and assessments that may be levied, imposed, or become payable hereafter.)

(THIS DEED IS BEING RECORDED PURSUANT TO KSA 79-147e AS AMENDED, EXEMPTION #3)

for the sum of One Dollar and Other Valuable Consideration

Dated this 13^th day of August AD. 2007

Corporate Seal


[SEAL]	PAYLESS SHOESOURCE, INC.
	/s/ Douglas G. Boessen
	Douglas G. Boessen
	Vice President

STATE OF KANSAS, SHAWNEE COUNTY, ss

BE IT REMEMBERED, That on this 13th day of August, A.D. 2007 before me, the undersigned a Notary Public in and for the County and State aforesaid, came Douglas G. Boessen,

Vice-President of Payless ShoeSource, Inc., a corporation duly organized, incorporated, and existing under virtue of the laws of the State of Missouri, who is/are personally known to me to be the such officer, and who is/are personally known to me to be such person(s) who executed, as such officer(s), the within instrument of writing on behalf of said corporation, and such person(s) duly acknowledged the execution of the same to be the act and deed of said corporation.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my seal the day and year last above written.

[SEAL]


My Term expires: January 12, 2009	/s/ Pamela M. Nichol
	Notary Public

150

EXHIBIT A

Lot 1, Block A, Distributors Industrial Plaza Subdivision No. 3, in the City of Topeka, Shawnee County, Kansas, EXCEPT two tracts described as follows:

(Exception #1)

Beginning at the Northeast corner of said Lot 1, Block A, Distributors Industrial Plaza Subdivision No. 3, in the City of Topeka, Shawnee County, Kansas; thence South on Az 181 degrees 46 minutes 29 seconds, 114.95 feet coincident with the East line of said Lot 1; thence on Az 270 degrees 00 minutes 00 seconds, 6.00 feet coincident with said East line; thence on Az 181 degrees 46 minutes 29 seconds, 391.32 feet coincident with said East line; thence of Az 270 degrees 00 minutes 00 seconds, 317.07 feet to a point on the centerline of vacated Fairfax Avenue; thence following a curve to the right, coincident with said centerline, with a radius of 808.50 feet, an arc distance of 13.01 feet, a central angle of 0 degrees 55 minutes 19 seconds, said curve having a long chord on Az 0 degrees 27 minutes 40 seconds, 13.01 feet; thence on Az 0 degrees 00 minutes 00 seconds, 493.02 feet coincident with said centerline to the North line of said Lot 1; thence of Az 90 degrees 00 minutes 00 seconds, 338.64 feet coincident with North line to the point of beginning.

(Exception #2)

Commencing at the Northeast corner of said Lot 1, Block A, Distributors Industrial Plaza Subdivision No. 3, in the City of Topeka, Shawnee County, Kansas; thence West on AZ 270 degrees 00 minutes 00 seconds, 338.64 feet coincident with the North line of said Lot 1 to a point on the centerline of vacated Fairfax Avenue; thence on Az 180 degrees 00 minutes 00 seconds, 148.11 feet coincident with said centerline to the point of beginning; thence continuing on Az 180 degrees 00 minutes 00 seconds, 344.91 feet coincident with said centerline; thence following a curve to the left, coincident with said centerline, with a radius of 808.50 feet, an arc distance of 13.01 feet, a central angle of 0 degrees 55 minutes 19 seconds, said curve having a long chord on Az 180 degrees 27 minutes 40 seconds, 13.01 feet; thence on Az 270 degrees 00 minutes 00 seconds, 54.58 feet; thence on Az 359 degrees 57 minutes 22 seconds, 214.00 feet; thence on Az 269 degrees 57 minutes 22 seconds, 20.00 feet to a point on the face of an existing building; thence on Az 359 degrees 57 minutes 22 seconds, 24.00 feet; thence on Az 89 degrees 57 minutes 22 seconds, 20.00 feet; thence on Az 359 degrees 57 minutes 22 seconds, 119.92 feet; thence on Az 90 degrees 00 minutes 00 seconds, 54.95 feet to the point of beginning.

151


Lawyers Title of Topeka, Inc.		Shawnee County, kansas
(785) 271-9500		Register of Deeds
C. N. 15018		Marilyn L. Nichols
Entered in Transfer Record in my office AUG. 14 2007		Book: 4518 Page: 7
/s/ Cynthia A. Beck		Line #: 20070019311
County Clerk		Date Recorded: 08/14/2007 04:16:32:400 PM

Mail Tax Statement to:
Same as Now

0190638		Schedule 3.1(d)
		Exhibit B

CORPORATION DEED—General Warranty
The Grantor, Payless ShoeSource, Inc.

Payless ShoeSource Distribution Inc. a Kansas corporation of the County of Shawnee, State of Kansas, the following described real estate, situated in the County of Shawnee, State of Kansas, to-wit:

A tract of land lying in the Southwest Quarter of Section 15, Township 11 South, Range 15 East of the 6th P.M., Shawnee County, Kansas, more particularly described as follows: Commencing at the Northeast corner of said Southwest Quarter; thence South on Az 178 degrees 29 minutes 14 seconds, 11.01 feet coincident with the East line of said Southwest Quarter to the South right of way line of Northwest 25th Street; thence on Az 268 degrees 54 minutes 17 seconds, 680.02 feet coincident with said South right of way line to the Point of Beginning; thence South on Az 178 degrees 29 minutes 14 seconds, 319.00 feet; thence on Az 268 degrees 54 minutes 17 seconds, 150.15 feet; thence on Az 358 degrees 29 minutes 14 seconds, 5.54 feet; thence on Az 268 degrees 19 minutes 35 seconds, 259.85 feet; thence on Az 358 degrees 29 minutes 14 seconds, 316.08 feet to said South right of way line; thence on Az 88 degrees 54 minutes 17 seconds 410.01 feet coincident with said South right of way line to the Point of Beginning.

(Subject to casements, restrictions, and reservations of record, and all taxes and assessments that may be levied, imposed, or become payable hereafter.)

(THIS DEED IS BEING RECORDED PURSUANT TO KSA 79-147e AS AMENDED, EXEMPTIONS#3)

for the sum of One Dollar and Other Valuable Consideration

Dated this 13^th day of August A.D. 2007


[SEAL]	PAYLESS SHOESOURCE, INC.
	/s/ Douglas G. Boessen
	Douglas G. Boessen
	Vice President

STATE OF KANSAS, SHAWNEE COUNTY, ss

BE IT REMEMBERED, That on this 13th day of August, A.D.2007 before me, the undersigned a Notary Public in and for the County and State aforesaid, came Douglas G. Boessen,

Vice-President of Payless ShoeSource, Inc, a corporation duly organized, incorporated, and existing under virtue of the laws of the State of Missouri, who is/are personally known to me to be the such officer, and who is/are personally known to me to be such person(s) who executed, as such officer(s), the Within instrument of writing on behalf of said corporation, and such person(s) duly acknowledged the execution of same to be the act and deed of said corporation.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my seal the day and year last a written.

[SEAL]


My Term expires: January 12, 2009	/s/ Pamela M. Nichol
	Notary Public

152


Lawyers Title of Topeka, Inc.		Shawnee County, Kansas
(785) 271-9500		Register of Deeds
C. N. 15364		Marilyn L. Nichols
Entered in Transfer Record in my office AUG 14 2007		Book: 4518 Page: 6
/s/ Cynthia A. Beck		Line #: 20070019310
County Clerk		Date Recorded: 08/14/2007 04:17:32:988 PM

Mail Tax Statement to:		Schedule 3.1(d)
Same as Now		Exhibit C

0190637

CORPORATION DEED-General Warranty

The Grantor, Payless Shoesource, Inc.

Payless ShoeSource Distribution, Inc. a Kansas corporation

of the County of Shawnee, State of Kansas, the following described real estate, situated in the County of Shawnee, State of Kansas, to-wit:

(See Exhibit A attached)

(Subject to easements, restrictions, and reservations of record, and all taxes and assessments that may be levied, imposed, or become payable hereafter.)

(THIS DEED IS BEING RECORDED PURSUANT TO KSA 79-147e AS AMENDED, EXEMPTION #3)

for the sum of One Dollar and Other Valuable Consideration

Dated this 13th day of August A.D. 2007


[SEAL]	PAYLESS SHOESOURCE, INC.
	/s/ Douglas G. Boessen
	Douglas G. Boessen
	Vice President

STATE OF KANSAS, SHAWNEE COUNTY, ss

BE IT REMEMBERED, That on this 13th day of August, A.D. 2007 before me, the undersigned a Notary Public in and for the County and State aforesaid, came Douglas G. Boessen,

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my seal the day and year last above written.

[SEAL]



My Term expires: January 12, 2009	/s/ Pamela M. Nichol
	Notary Public

153

Lawyers Title of Topeka, Inc.

C.N. 15364

Exhibit A — Legal Description

A Tract of land in the East Half of the Southeast Quarter of Section 16, Township 11 South, Range 15 East of the Sixth P.M., Shawnee County, Kansas, described as follows: Beginning at the Northeast Corner of said Southeast Quarter; thence South 0 degrees 05 minutes 46 seconds West along the East line of said Southeast Quarter, 1432.59 feet to the North right of way line of U.S. Highway No. 24 as taken in Condemnation Case #71464; thence North 89 degrees 33 minutes 45 seconds West along the North right-of-way line of said highway. 1317.46 feet to the West line of said East Half of the Southeast Quarter, thence North 0 degree 05 minutes 00 second West along said West line 1,403,89 feet to the Northwest Corner of said East Half; thence North 89 degrees 11 minutes 32 seconds East along the North line of said Southeast Quarter 1,322.00 feet to the place of beginning, EXCEPT road right of way along the North and West sides of said tract; AND EXCEPT any abutters rights of access, appurtenant to the East Half (E 1/2) of the Southeast Quarter (S.E.1/4) of Section Sixteen (16), Township Eleven (11) South, Range Fifteen (15) East, in and to said highway, over and across a line described as follows: Beginning at a point on the East line 1,213.0 feet North of the Southeast Corner of said Quarter Section thence West to a point 1,235.3 feet North and 30 feet East of the Southwest of said East Half (E. 1/2)of the Southeast Quarter (S.E. 1/4) Section, taken in Condemnation Case No. 78563.

154


Lawyers Title of Topeka, Inc.		Shawnee County, Kansas
(785) 271-9500		Register of Deeds
C.N. 15017		Marilyn L. Nichols
Entered in Transfer Record in my office AUG 14 2007		Book: 4518 Page: 4
/s/ Cynthia A. Beck		Line #: 20070019308
County Clerk		Date Recorded: 08/14/2007 04:15:42.670 PM

Mail Tax Statement to:
Same as Now

0190635		Schedule 3.1(d)
		Exhibit D

CORPORATION DEED—General Warranty

The Grantor, Payless ShoeSource, Inc.

Payless ShoeSource Distribution, Inc. a Kansas corporation

of the County of Shawnee, State of Kansas, the following described real estate, situated in the County of Shawnee, State of Kansas, to-wit:

(See Exhibit A attached)

(Subject to easements, restrictions, and reservations of record, and all taxes and assessments that may be levied, imposed, or become payable hereafter.)

(THIS DEED IS BEING RECORDED PURSUANT TO KSA 79-1437e AS AMENDED, EXEMPTION #3)

for the sum of One Dollar and Other Valuable Consideration

Dated this 13^th day of August A.D. 2007


[SEAL]	PAYLESS SHOESOURCE, INC.
	/s/ Douglas C. Boessen
	Douglas C. Boessen
	Vice President

STATE OF KANSAS, SHAWNEE COUNTY, ss

BE IT REMEMBERED, That on this 13th day of August A.D.2007 before me, the undersigned a Notary Public in and for the County and State aforesaid, came Douglas G. Boessen,

Vice-President of Payless ShoeSource, Inc., a corporation duly organized, incorporated, and existing under virtue of the laws of the State of Missouri, who is/are personally known to me to be such officer, and who is/are personally known to me to be such person(s) who executed, as such officer(s), the within instrument of writing on behalf of said corporation, and such person(s) duly acknowledged the execution of the same to be the act and deed of said corporation.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my seal the day and year last above written.

[SEAL]



My Term expires: January 12, 2009	/s/ Pamela M. Nichol
	Notary Public

155

Lawyers Title of Topeka, Inc.

C.N. 15017

Exhibit A — Legal Description

A Tract of land in the Southwest Quarter of Section 15, Township 11 South, Range 15 East of the 6th P.M., in Shawnee County, Kansas, described as follows: Commencing at the Northeast Corner of said Southwest Quarter; thence South 1 degree 30 minutes 46 seconds East, along the East line of said Southwest Quarter, a distance of 504.22 feet; thence South 88 degrees 19 minutes 35 seconds West, a distance of 1090.00 feet for a point of beginning; thence South 88 degrees 19 minutes 35 seconds West, a distance of 409.91 feet; thence North 1 degree 30 minutes 46 seconds West, parallel to the East line of said Southwest Quarter, a distance of 507.13 feet to a point on the South right of way line of Old U.S. Highway Number 24 that is 19.90 feet South of the North line of said Southwest Quarter; thence North, 88 degrees 30 minutes 34 seconds East, along said South right of way line, a distance of 177.30 feet to a point 17.70 feet South of the Northwest Corner of the East Half of said Southwest Quarter; thence North 88 degrees 54 minutes 17 seconds East, along said South right of way line, a distance of 232.61 feet to a point 16.52 feet South of the North line of said Southwest Quarter; thence South 1 degree 30 minutes 46 seconds East, parallel to the East line of said Southwest Quarter, a distance of 504.21 feet to the point of beginning, LESS the South 188.13 feet thereof.

156


Lawyers Title of Topeka, Inc.		Shawnee County, Kansas
(785) 271-9500		Register of Deeds
C. N. 18613		Marilyn L. Nichols
Entered in Transfer Record in my office AUG 14 2007		Book: 4518 Page: 5

/s/ Cynthia A. Beck		Line #: 20070019309
County Clerk		Date Recorded: 08/14/2007 04:16:55:848 PM

Mail Tax Statement to:
Same as Now

0190636		Schedule 3.1(d)
		Exhibit E

CORPORATION DEED-General Warranty

The Grantor, Payless ShoeSource, Inc.

Payless ShoeSource Distribution, Inc. a Kansas corporation

of the County of Shawnee, State of Kansas, the following described real estate, situated in the County of Shawnee, State of Kansas, to-wit:

(See Exhibit A attached)

(Subject to easements, restrictions, and reservation of record, and all taxes and assessments that may be levied, imposed, or become payable hereafter.)

(THIS DEED IS BEING RECORDED PURSUANT TO KSA 79–147e AS AMENDED, EXEMPTION #3)

for the sum of One Dollar and Other Valuable Consideration

Dated this 13th day of August A.D. 2007


[SEAL]	PAYLESS SHOESOURCE, INC.
	/s/ Douglas G. Boessen
	Douglas G. Boessen
	Vice President

STATE OF KANSAS, SHAWNEE COUNTY, ss

BE IT REMEMBERED, That on this 13th day of August, A.D. 2007 before me, the undersigned a Notary Public in and for the County and State aforesaid, come Douglas G. Boessen.

Vice-President of Payless ShoeSource, Inc., a corporation duly organized, incorporated, and existing under virtue of the laws of the State of Missouri., who is/are personally known to me to be the such officer, and who is/are personally known to me to be such person(s) who executed, as such officer(s), the within instrument of writing on behalf of said corporation, and such person(s) duly acknowledged the execution of the same to be the act and deed of said corporation.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my seal the day and year last above written.

[SEAL]



My Term expires: January 12, 2009	/s/ Pamela M. Nichol
	Notary Public

157

Lawyers Title of Topeka, Inc.

C.N. 18613

Exhibit A — Legal Description

A tract of land situated in Lot 5, according to the Government Survey of the Pottawattomie Reserve in the Southeast Quarter of Section 15, Township 11 South, Range 15 East of the 6th P.M., Shawnee, County, Kansas, described as follows: Beginning at the Northwest corner of Lot 5; thence on an assumed bearing of South 89 degrees 45 minutes 37 seconds East, a distance of 207.36 feet along the North line of said Lot 5; thence South 00 degrees 14 minutes 23 seconds West, a distance of 204.03 feet; thence South 89 degrees 45 minutes 37 seconds East, a distance of 206.00 feet; thence South 00 degree 14 minutes 23 seconds West, a distance of 8.68 feet; thence South 89 degrees 45 minutes 37 seconds East, a distance of 222.00 feet; thence North 00 degrees 14 minutes 23 seconds East, a distance of 9.53 feet; thence South 89 degrees 58 minutes 45 seconds East, a distance of 225.00 feet; thence North 00 degrees 14 minutes 23 seconds East, a distance of 202.32 feet to the North line of said Lot 5; thence South 89 degrees 45 minutes 37 seconds East, a distance of 149.53 feet along the North line of said Lot 5 to the Northeast corner thereof; thence South 00 degrees 08 minutes 09 Seconds East, a distance of 1,221.86 feet along the East line, of said Lot 5 to the Northerly right of way line of US 24 Highway; thence Westerly along a curve to the right an are distance of 485.57 feet along said Northerly right of way line, said curve having a radius of 1055.92 feet, a chord bearing South 76 degrees 12 minutes 51 seconds West and a chord length of 481.30 feet; thence South 87 degrees 23 minutes 24 seconds West, a distance of 534.21 feet along said Northerly right of way line to the West line of said Lot 5; thence North 00 degrees 29 minutes 25 seconds West, a distance of 1,365.15 feet along said West line to POINT OF BEGINNING.

158

Schedule 5.6(a)
States of Organization


Entity		State of Incorporation
Collective Brands Finance, Inc.		Nevada
Collective Brands, Inc.		Delaware
Collective International, LP		Delaware
Collective Licensing International, LLC		Delaware
Dyelights, Inc.		Delaware
Eastborough, Inc.		Kansas
Payless Collective GP, LLC		Delaware
Payless NYC, Inc.		Kansas
Payless Purchasing Services, Inc.		Kansas
Payless ShoeSource Distribution, Inc.		Kansas
Payless ShoeSource Gold Value, Inc.		Kansas
Payless ShoeSource Leasing, LLC		Delaware
Payless ShoeSource Merchandising, Inc.		Kansas
Payless ShoeSource Worldwide, Inc.		Kansas
Payless ShoeSource, Inc.		Missouri
PSS Canada, Inc.		Kansas
PSS Delaware Company 2, Inc.		Delaware
PSS Delaware Company 3, Inc.		Delaware
PSS Delaware Company 4, Inc.		Delaware
PPS Investment I, Inc.		Nevada
PSS Investment III, Inc.		Kansas
San Jose Acquisition Corp.		Massachusetts
Shoe Sourcing, Inc.		Kansas
The Stride Rite Corporation		Massachusetts
Stride Rite Children’s Group, Inc.		Massachusetts
The Keds Corporation		Massachusetts
Sperry Top-Sider, Inc.		Massachusetts
Stride Rite Sourcing International, Inc.		Massachusetts
SRR, Inc.		Delaware
Stride Rite Investment Corporation		Massachusetts
S R Holdings Inc.		Delaware
Stride Rite International Corp.		Massachusetts
SRL, Inc.		Delaware
Tommy Hilfiger Footwear, Inc.		Massachusetts
SR/Ecom, Inc.		Massachusetts
SRCG/Ecom, Inc.		Delaware
STS/Ecom, Inc.		Delaware
Saucony, Inc.		Massachusetts
Saucony UK, Inc.		Massachusetts
Saucony/Ecom, Inc.		Delaware
Keds LLC		Delaware
Stride Rite LLC		Delaware

160

Schedule 5.6(b)
Chief Executive Offices

The chief executive office of each Credit Party is located at the address indicated on Schedule 5.6(b).


Name of Company		Business Address
Collective Brands, Inc.		3231 SE Sixth Avenue Topeka, Kansas 66607
Collective International, LP		800 Englewood Parkway, Suite C200 Englewood, CO 80110
Collective Licensing International, LLC		800 Englewood Parkway, Suite C200 Englewood, CO 80110
Dyelights, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
Eastborough, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
Payless Collective GP, LLC		3231 SE Sixth Avenue Topeka, Kansas 66607
Payless Purchasing Services, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
Payless ShoeSource Distribution, lnc.		5040 Northwest Highway 24 Topeka, KS 666 18
Collective Brands Finance, Inc.		3232 SE Sixth Avenue Topeka, Kansas 66607
Payless ShoeSource Gold Value, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
Payless ShoeSource Leasing, LLC		3231 SE Sixth Avenue Topeka, Kansas 66607
Payless ShoeSource Merchandising, Inc.		3231 SE Sixth Avenue Topeka, Kansas 66607
Payless ShoeSource Worldwide, Inc.		Jayhawk Towers 700 S.W. Jackson Street, Suite 202 Topeka, Kansas 66603
Payless ShoeSource, Inc.		3231 SE Sixth Avenue Topeka, Kansas 66607
PSS Canada, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
PSS Delaware Company 2, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
PSS Delaware Company 3, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
PSS Delaware Company 4, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
PSS Investment I, Inc.		3231 SE Sixth Avenue Topeka, KS 66607

162


Name of Company		Business Address
PSS Investment III, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
Payless NYC, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
San Jose Acquisition Corp.		191 Spring Street Lexington, MA 02420-9 191
Shoe Sourcing, Inc.		3231 SE Sixth Avenue Topeka, KS 66607
The Stride Rite Corporation		191 Spring Street Lexington, MA 02421
Stride Rite Children’s Group, Inc.		191 Spring Street Lexington, MA 02421
The Keds Corporation		191 Spring Street Lexington, MA 02421
Sperry Top-Sider, Inc.		191 Spring Street Lexington, MA 02421
Stride Rite Sourcing International, Inc.		191 Spring Street Lexington, MA 02421
SRR, Inc.		191 Spring Street Lexington, MA 02421
Stride Rite Investment Corporation		191 Spring Street Lexington, MA 02421
S R Holdings Inc.		191 Spring Street Lexington, MA 02421
Stride Rite International Corp.		191 Spring Street Lexington, MA 02421
SRL, Inc.		191 Spring Street Lexington, MA 02421
Tommy Hilfiger Footwear, Inc.		191 Spring Street Lexington, MA 02421
SR/Ecom, Inc.		191 Spring Street Lexington, MA 02421
SRCG/Ecom, Inc.		191 Spring Street Lexington, MA 02421
STS/Ecom, Inc.		191 Spring Street Lexington, MA 02421
Saucony, Inc.		191 Spring Street Lexington, MA 02421
Saucony UK, Inc.		191 Spring Street Lexington, MA 02421
Saucony/Ecom, Inc.		191 Spring Street Lexington, MA 02421
Keds LLC		191 Spring Street Lexington, MA 02421
Stride Rite LLC		191 Spring Street Lexington, MA 02421

163

Schedule 5.6(c)
FEINs

Each Credit Party’s FEIN and organizational identification number, if any, are identified on Schedule 5.6(c).


Name of Company	Tax Identification Number	Corporate Identification Number
Collective International, LP	20-4231256	4096559
Collective Licensing International, LLC	05-0585451	3701994
Dyelights, Inc.	48-1214642	3021812
Eastborough, Inc.	48-1212803	271-002-8
Payless Collective GP, LLC	Not applicable	4321003
Payless Purchasing Services, Inc.	48-1253043	325-783-9
Payless Shoesource Distribution, Inc.	48-1140944	211-285-2
Collective Brands Finance, Inc.	43-1622101	9979-1992
Payless Shoesource Gold Value, Inc.	48-1248544	303-347-9
Payless Shoesource Leasing, LLC	Not applicable	3746140
Payless Shoesource Merchandising, Inc.	48-1140946	211-258-9
Payless Shoesource Worldwide, Inc.	43-1646884	207-898-8
Collective Brands, Inc. (f/k/a Payless Shoesource, Inc. (DE))	43-1813160	2884437
Payless Shoesource, Inc. (MO)	48-0674097	00103849
PSS Canada, Inc.	74-2834969	248-581-1
PSS Delaware Company 2, Inc.	48-1214641	3021819
PSS Delaware Company 3, Inc.	48-1227266	3104602
PSS Delaware Company 4, Inc.	48-1221466	3104605
PSS Investment I, Inc.	43-1622098	9978-1992
PSS Investment III, Inc.	48-1214640	259-944-7
Payless NYC, Inc.	48-1194126	252-850-3
San Jose Acquisition Corp.	00-0952098	200784840650
Shoe Sourcing, Inc.	48-1234075	287-054-1
The Stride Rite Corporation	041399290	04-1399290
Stride Rite Children’s Group, Inc.	042491044	04-2491044

165


Name of Company	Tax Identification Number	Corporate Identification Number
The Keds Corporation	042677616	04-2677616
Sperry Top-Sider, Inc.	042677615	04-2677615
Stride Rite Sourcing International, Inc.	042677617	04-2677617
SRR, Inc.	2017888	04-2796613
Stride Rite Investment Corporation	042782171	04-2782171
S R Holdings Inc.	2144545	04-2989593
Stride Rite International Corp.	043111232	04-3111232
SRL, Inc.	2267764	06-1325016
Tommy Hilfiger Footwear, Inc.	043315283	04-3315283
SR/Ecom, Inc.	043374293	04-3374293
SRCG/Ecom, Inc.	3764131	45-0534031
STS/Ecom, Inc.	4071197	20-3907823
Saucony, Inc.	041465840	04-1465840
Saucony UK, Inc.	043137847	04-337847
Saucony/Ecom, Inc.	4292944	22-3952827
Keds LLC	3597771	35-2189538
Stride Rite LLC	3597737	35-2189534
SRCG LLC	3597734	35-2189539
Stride Rite International Holdings, Inc.	4255643	61-1525483
Stride Rite International LLC	4252859	61-1525486
Robeez Logistics Inc.	E0533982005-9	98-0471845
Robeez U.S., Inc.	602449259	72-1589676
Robeez US Holdings Inc.	C20675-2004	83-0409654

166

Schedule 5.7(b)
Capitalization of Borrower

Certain awards granted under the Payless ShoeSource, Inc. 2006 Stock Incentive Plan, and any successor thereto that grants equity awards to employees, including: Grants to employees of stock settled stock appreciation rights, restricted stock, and grants of performance share units and other equity grants permitted under the 1996 Stock Incentive Plan or any successor plan. In connection with the issuance of such equity awards, the Company may be required to repurchase shares of restricted stock upon vesting or shares issued upon exercise of options, stock settled stock appreciation rights, performance share units and other employee equity vehicles for the purpose of paying taxes attributable to the employee’s option.

Stockholder Protection Rights Agreement dated April 20, 1998, between Payless ShoeSource, Inc. and UMB Bank, N.A. (publicly filed).

167

Schedule 5.7(c)
Capitalization of Borrower’s Subsidiaries


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Collective Brands Holdings	Hong Kong	1,000 shares	100% - PSS Holdings
Limited*	2007

Collective Brands Logistics	Hong Kong	1,000 shares	100% - PSS Holdings
Limited*	2007		International Limited

Collective Brands Services Limited*	Hong Kong	1,000 shares	100% - PSS
	2007		International Holdings Limited

Collective Brands China Business	Hong Kong	N/A	100% - PSS Holdings
Trust, II*	2007

Collective Brands, Inc.	DE	265,000,000 $0.01	N/A
	1998	par value
		25,000,000 shares
		of Preferred Stock
		Issued: 88,130,874
		64,996,287
		outstanding
		$0.01 par value

Collective Brands Finance, Inc.	NV	100 shares of	100% - Collective
	1992	common stock	Brands, Inc.
		Issued: 99 shares
		of common stock
		$1.00 par value

Collective International, LP	Delaware	N/A	99.9% Payless
	2006		ShoeSource
			Worldwide, Inc.
			0.1% Payless
			Collective GP, LLC

Collective Licensing	Delaware	N/A	100% - Collective
International, LLC	2003		International LP

168


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Dyelights, Inc.	Delaware	1,500 shares of	100% - Collective
	1999	common stock $0.01 par value	Brands Finance, Inc.(NV)
		Issued: 1,500
		shares of common
		stock

Dynamic Assets Limited	Hong Kong	1,570,000 shares of	1% - Payless
	1999	common stock HK$1.00 par value	International Finance B.V.
		Issued: 1,570,000	99% - PSS Holdings
		shares of common
		stock

Eastborough, Inc.	Kansas	1,000 shares of	100% - Collective
	1999	common stock $0.01 par value	Brands Finance, Inc.(NV)
		Issued: 1,000
		shares of common
		stock

Import Solutions De Mexico, S. de	Mexico	$50,000 pesos $1.00	99% - Payless
R.L. de C.V.	2006	par value Issued: $50,000	International Finance B.V.
		pesos	1% - Payless
			ShoeSource
			Worldwide, Inc.

Lifestyle Brands Corporation	Nova Scotia	1,000,000 common	100% Collective
	2006	shares	International LP
		Issued: 1,000
		common shares

169


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Payless CA Management Limited	British Virgin	50,000 common stock	99% - PSS Latin
	Islands	par value US$1.00	America Holdings, 1%
	2000	Issued: 50,000 common stock	- Payless
			ShoeSource, Inc. (MO)

Payless Collective GP, LLC	Delaware	N/A	100% - Payless
	2007		ShoeSource
			Worldwide, Inc.

Payless Controladora, S.A. de C.V.	Mexico	50,000 shares common	50% - PSS Investment
	1992	No par value	I, Inc. (NV), 50%
		Issued: 50,000	PSS Investment III,
		shares	Inc. (KS)

Payless International Finance B.V.	Netherlands	90.000 EUR	100% -- PSS Holdings
	2001	Issued: 18.000 EUR

Payless NYC, Inc.	KS	100 shares of	100% - Payless
	1997	common stock	ShoeSource, Inc.
		$1.00 par value	(MO)
		Issued: 100 shares
		of common stock

Payless Purchasing Services, Inc.	Kansas	1,000 shares of	100% - Collective
	2001	common stock$0.01 par	Brands Finance, Inc.
		Issued: 1,000
		shares of common

Payless Servicios, S.A. de C.V.	Mexico	50,000 shares common	99.998% - Payless
	1992	No par value	Controladora, S.A.
		Issued: 50,000	de C.V. (Mexico),
		shares common	0.002% - PSS
			Investment I, Inc.
			(NV)

170


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Payless ShoeSource (BVI) Holdings,	British Virgin	Class A -- 60,003	60% - Class A
LTD	Islands	shares of US$1.00	Members - Payless
	2000	par value	CA Management
		Class B -- 40,002	Limited
		shares of US$1.00	40% - Class B
		par value	Members --PLP, S.A.
		Issued: 100,005
		shares

Payless ShoeSource (Panama) S.A.	Panama, Republic of	500 shares without	Shares held in
	Panama	par value	Trust/Nominal
	2001	Issued: 500 shares	shareholders on
			behalf of Payless
			ShoeSource (BVI)
			Holdings Ltd.
			50% - John B. Foster
			(250)
			50% - Andres M.
			Sanchez (250)

Payless ShoeSource Asia PTE, Ltd.	Singapore	100,00 ordinary	100% - Payless
	2003	shares S$1.00 each	ShoeSource
		Issued: 100	Worldwide, Inc.
		ordinary shares

Payless ShoeSource Canada GP, Inc.	Canada	Unlimited common	100% - Payless
	2005	shares $1.00 par	ShoeSource Canada,
		value	Inc.
		Issued: 1 common
		stock

Payless ShoeSource Canada, Inc.	Canada	Unlimited shares of	100% PSS Canada,
	1997	common stock	Inc. (KS)
		$1.00 par value
		Issued: 100 common
		stock

Payless ShoeSource Canada, LP	Ontario, Canada	N/A	GP 0.00001% -
	2005		Payless ShoeSource
			Canada GP, Inc.
			LP 99.99999% -
			Payless ShoeSource
			Canada, Inc.

171


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Payless ShoeSource de Guatemala	Guatemala	Quetzales:	99.98% -- Payless
LTDA	2001	15,537,200	ShoeSource (BVI)
			Holdings, Ltd
			0.02% -- Payless
			ShoeSource Limitada

Payless ShoeSource De La República	Dominican Republic	Consisting of	99.94% - Payless
Dominicana, S.A.	2001	200,000 shares of	ShoeSource (BVI)
		DOP $5.00 each	Holdings, Ltd.
		Issued: 100,000	0.01% - Payless
		shares	ShoeSource, Limitada
			0.01% - Payless
			ShoeSource Honduras,
			S. de R.L.
			0.01% - Payless
			ShoeSource of El
			Salvador, Ltda de
			C.V.
			0.01% - Payless
			ShoeSource de
			Guatemala Limitada
			0.01% - Payless
			ShoeSource Limitada
			& Compañia Limitada
			(Nicaragua)
			0.01% - Payless
			ShoeSource Overseas
			S.R.L.

Payless ShoeSource Distribution,	KS	100 shares of	100% - Payless
Inc.	1993	common stock	ShoeSource, Inc.
		$1.00 par value	(MO)
		Issued: 100 shares

Payless ShoeSource Ecuador CIA,	Ecuador	US$7,005	99.99% - Payless
LTDA	2001	Issued: US$7,005	ShoeSource Uruguay
			SRL
			0.01% - PSS Latin
			America Holdings

172


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Payless ShoeSource Gold Value, Inc.	Kansas	1,000 shares of	100% - Payless
	2001	common stock	ShoeSource, Inc. (MO)
		$.01 par value
		Issued: 1,000
		shares common stock

Payless ShoeSource Honduras S De RL	Republic of Honduras	28,357,100 Lempiras	98% - Payless
	2002	Issued: n/a	ShoeSource (BVI)
			Holdings Ltd.
			2% - Payless
			ShoeSource, Ltda.

Payless ShoeSource International	Hong Kong	401,750 shares	99.9998% - PSS
Limited	1970	HK$100 par value	Holdings
		Issued: 401,750	.0002% Payless
		shares	International
			Finance B.V. in
			trust for PSS
			Holdings

Payless ShoeSource International	Brazil	100 quotas --	75% - Payless
Servicos Tecnicos E Inspetoria De	1992	R$3,433.22 per	ShoeSource, Inc.
Calcados S/C Ltda.		quota (Brazilian	(MO),
		REALS)	25% - PSS Investment
		Issued: 100 quotas	I, Inc. (NV)

Payless ShoeSource Leasing, LLC	Delaware	N/A	100% - Payless
	2002		ShoeSource, Inc.
			(MO)

Payless ShoeSource Limitada &	Nicaragua	33,050,000 Cordobas	99.99% - Payless
Compañia Limitada (Nicaragua)	2002	Issued: n/a	ShoeSource (BVI)
			Holdings Ltd.
			0.01% Payless
			ShoeSource, Limitada

Payless ShoeSource Limitada (Costa	Costa Rica	10,000 Colones	100% - Payless
Rica)	2000	(approx. US$20.00)	ShoeSource (BVI)
		Issued: n/a	Holdings, Ltd.

173


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Payless ShoeSource Merchandising,	KS	100 shares of	100% - Payless
Inc.	1993	common stock	ShoeSource, Inc.
		$1.00 par value	(MO)
		Issued: 100 shares
		of common stock

Payless ShoeSource of El Salvador,	El Salvador	100,000 Salvadoran	99.99% - Payless
LTDA De C.V.	2001	Colones	ShoeSource (BVI)
		Issued: 100,000	Holdings Ltd.
		Salvadoran Colones	0.01% Payless
			ShoeSource, Limitada
			(Costa Rica)

Payless ShoeSource of Puerto Rico,	Puerto Rico	1,000 shares of	100% - Payless
Inc.	1991	common stock	ShoeSource, Inc.
		$1.00 par value	(MO)
		Issued: 1,000
		shares of common
		stock

Payless ShoeSource of St. Lucia	St. Lucia	10,000,000 shares	100% -- Payless
Ltd.	2001	per value US$1.00	ShoeSource (BVI)
		Issued: 300,000	Holdings, Ltd.
		shares @US$1.00 per
		share

Payless ShoeSource of Trinidad	Trinidad and Tobago	300,000 ordinary	100% - Payless
Unlimited	2001	shares par value	ShoeSource of St.
		US$1.00	Lucia Ltd.
		Issued: N/A

Payless ShoeSource Overseas S.R.L.	Panama	50,000	99.99% - Payless
	2002	participations of	ShoeSource (BVI)
		US$1.00	Holdings, Ltd
		Issued: 50,000	0.01% Payless
		participations	ShoeSource, Limitada

174


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Payless ShoeSource Saipan, Inc.	Northern Mariana	10,000 shares	100% - Payless
	Island	common stock	ShoeSource
	1997	$1.00 par value	Worldwide, Inc. (KS)
		Issued: 7,500
		shares common stock

Payless ShoeSource Spain, S.L.	Spain	10,000 EUROS	100% - Payless
	2004	Issued: N/A	ShoeSource Uruguay
			S.R.L.

Payless ShoeSource Uruguay S.R.L.	Uruguay	$600,000 (Uruguayan	99.9333% - Payless
	2002	pesos)	ShoeSource Andean
		Issued: $300,000	Holdings
			.0667% - PSS Latin
			America Holdings

Payless ShoeSource Worldwide, Inc.	KS	100 shares of	100% - Payless
	1993	common stock	ShoeSource, Inc.
		$1.00 par value	(MO)
		Issued: 100 shares
		of common stock

Payless ShoeSource, Andean	Cayman Islands	160,000 Class A	60% - Class A - PSS
Holdings	2002	Shares of a par	Latin America
		value of US$0.10	Holdings
		and 240,000 Class B	40% - Class B -
		Shares of a par	South America Local
		value of US$0.10	Partners, S.A.
		Issued: 60,000
		-Class A
		40,000 - Class B

Payless ShoeSource, Inc.	MO	10,000,000 shares	100% - Collective
	1961	of common stock -	Brands Finance,
		$0.01 par value	Inc.(NV)
		Issued: 1 share
		common stock

175


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Payless ShoeSource, S.A. de C.V.	Mexico	50,000 shares common	99.998% Payless
	1992	No par value	Controladora, S.A.
			de C.V. (Mexico),
			0.002% PSS
			Investment I, Inc.
			(KS)

PSS Canada Finance, LP	New Brunswick,	25,000,000 units	1% - Payless
	Canada	$1 par value	ShoeSource Canada
	2003	Issued: 250,000	GP, Inc.
		units PSS Canada,	99% - Collective
		Inc.	Brands Finance, Inc.
		24,750,000 units --
		Collective Brands
		Finance, Inc.

PSS Canada, Inc.	KS	100 shares common	100% - Payless
	1997	stock $1.00 par	ShoeSource
		value	Worldwide, Inc. (KS)

PSS Delaware Company 2, Inc.	Delaware	1,500 shares of	100% - Collective
	1999	common stock $0.01	Brands Finance,
		par value	Inc.(NV)

PSS Delaware Company 3, Inc.	Delaware	1,500 shares of	100% Collective
	1999	common stock $0.01	Brands Finance,
		par value	Inc.(NV)

PSS Delaware Company 4, Inc.	Delaware	1,500 shares of	100% - Collective
	1999	common stock $0.01	Brands Finance,
		par value	Inc.(NV)

PSS Holdings	Cayman Islands	50,000 shares par	100% - Payless
	2002	value of US$1.00	ShoeSource
			Worldwide, Inc.

PSS International Holdings,	Cayman Islands	1,000 shares common	100% Payless
Limited*	2007	stock	ShoeSource
			Worldwide, Inc.

176


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
PSS Investment I, Inc.	NV	100 shares of	100% - Payless
	1992	common stock $1.00	ShoeSource, Inc.
		par value	(MO)
		Issued: 100 shares
		common stock

PSS Investment III, Inc.	KS	100 shares of	100% - Payless
	1998	common stock	ShoeSource, Inc.
		Issued: 100 shares	(MO)
		common stock -
		$1.00 par value

PSS Latin America Holdings	Cayman Islands	50,000 shares par	100% - PSS Holdings
	2002	value of US$1.00
		Issued: 100 shares

San Jose Acquisition Corp.	Massachusetts	100 shares of	100% - Collective
	2007	common stock	Brands Finance,
		$.25 par value	Inc.(NV)
		Issued: 100 shares
		common stock

Shenzhen footwear Consulting	Shenzhen	US$250,000	100% - Payless
Company	2003	Issued: N/A	ShoeSource
			International
			Limited

Shoe Sourcing, Inc.	Kansas	1,000 shares of	100% - Collective
	2000	common stock	Brands Finance,
		$0.01 par value	Inc.(NV)
		Issued: 1,000
		shares of common
		stock

177


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
PSS Canada Financial Management	Canada	100 shares of	100% Collective
Corp.*	2007	common stock	Brands Finance, Inc.
		$1.00 par value	(NV)
		Issued: 100 shares
		common stock

PSS Canada Financial Services	Canada	100 shares of	100% Collective
Corp.*	2007	common stock	Brands Finance, Inc.
		$1.00 par value	(NV)
		Issued: 100 shares
		common stock

PSS US Investments, LP*	Nevada	1,100 LP Units	PSS Canada Financial
	2007	100 GP Units	Services Corp.
		C$1 per unit on
		formation of entity

PSS US Holdings, LLC*	Nevada	1,200 Membership	100% - PSS Canada
	2007	Units	Holdings Corp.
		C$1 per unit on
		formation of entity

PSS Canada Holdings Corp.*	Canada	1,200 common shares	100% - PSS US
	2007	without nominal or	Investments, LP
		par value

PSS Canada Investments, LP*	Canada	1,098 LP Units	LP -- PSS Canada,
	2007	2 GP Units	Inc.
			GP -- Collective
			Brands Finance, Inc.

178


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
The Stride Rite Corporation	Massachusetts	CWP 135,000,000	Collective Brands,
	11/14/1919	PWP 1,000,000	Inc. (100%)
		Issued: 36,320,579
		shares CWP

Stride Rite Children’s Group, Inc.	Massachusetts	150,000 shares of	The Stride Rite
	11/18/1971	common stock	Corporation (100%)
		Issued: 10,000
		shares common stock

The Keds Corporation	Massachusetts	250,000 shares of	The Stride Rite
	8/09/1979	common stock	Corporation (100%)
		Issued: 101,000
		shares common stock

Sperry Top-Sider, Inc.	Massachusetts	250,000 shares of	The Stride Rite
	8/09/1979	common stock	Corporation (100%)
		Issued: 500 shares
		common stock

Stride Rite Sourcing	Massachusetts	250,000 shares of	The Stride Rite
International, Inc.	8/10/1979	common stock	Corporation (100%)
		Issued: 5,000
		shares common stock

SRR, Inc.	Delaware	1,000 shares of	SR Holdings, Inc.
	9/27/1983	common stock	(100%)
		Issued: 100 shares
		common stock

Stride Rite Investment Corporation	Massachusetts	300,000 shares of	The Stride Rite
	3/30/1983	common stock	Corporation (100%)
		Issued: 1,000
		shares common stock

179


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Stride Rite Canada Limited	Canada	Unlimited	Saucony, Inc. (100%)
	9/19/1986

S R Holdings Inc.	Delaware	10,000 shares of	The Stride Rite
	11/24/1987	common stock	Corporation (100%)
		Issued: 100 shares
		common stock

Stride Rite International Corp.	Massachusetts	200,000 shares of	The Stride Rite
	4/04/1991	common stock	Corporation (100%)
		Issued: 10,000
		shares common stock

SRL, Inc.	Delaware	10,000 shares of	The Stride Rite
	7/08/1991	common stock	Corporation (100%)
		Issued: 10,000
		shares common stock

Tommy Hilfiger Footwear, Inc.	Massachusetts	100,000 shares of	The Stride Rite
	3/22/1996	common stock	Corporation (100%)
		Issued: 1,000
		shares common stock

SR/Ecom, Inc.	Massachusetts	100,000 shares of	The Stride Rite
	5/12	common stock	Corporation (100%)
	1997	Issued: 100 shares
		common stock

SRCG/Ecom, Inc.	Delaware	100,000 shares of	The Stride Rite
	2/12/2004	common stock	Corporation (100%)
		Issued: 100 shares
		common stock

STS/Ecom, Inc.	Delaware	100,000 shares of	The Stride Rite
	12/05/2005	common stock	Corporation (100%)
		Issued: 100 shares
		common stock

180


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Saucony, Inc.	Massachusetts	CWP 20,000,000	The Stride Rite
	5/14/1920	CWP 20,000,000	Corporation (100%)
		PWP 500,000
		Issued: 1 share CWP

Saucony UK, Inc.	Massachusetts	20,000 shares of	Saucony, Inc. (100%)
	11/27/1991	common stock
		Issued: 1,000
		shares common stock

Saucony/Ecom, Inc.	Delaware	100 shares of	The Stride Rite
	1/30/2007	common stock	Corporation (100%)
		Issued: 100 shares
		of common stock

Keds LLC	Delaware	N/A	The Keds Corp. (100%)
	12/02/2002

Stride Rite LLC	Delaware	N/A	Stride Rite
	12/02/2002		Children’s Group,
			Inc. (100%)

SRCG LLC	Delaware	N/A	Stride Rite
	12/02/2002		Children’s Group,
			Inc. (100%)

Stride Rite International	Delaware	10 shares of common	Saucony, Inc. (100%)
Holdings, Inc.	11/21/2006	stock

Stride Rite Bermuda LP	Bermuda	N/A	Stride Rite
			International LLC
			(100%)

181


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Stride Rite International LLC	Delaware	N/A	Stride Rite
	11/16/2006		International
			Holdings, Inc.
			(100%)

Stride Rite UK Limited	UK	1,000 Ordinary	Stride Rite Bermuda
		Shares at 1.00 €	LP (100%)
		each
		Issued: 1 Ordinary
		Share

Robeez Australia Pty. Ltd.	Australia	100 Ordinary Shares	Saucony, Inc. (100%)
		issued and
		outstanding

Robeez Ltd.	Ireland	1,000,000 Ordinary	Saucony, Inc. (100%)
		Shares at 1.00 €
		each; 1,000
		Preferred Shares at
		1,000 € each;
		1,000,000 “B”
		Ordinary Shares at
		1.00 € each;
		1,000,000 “A”
		Ordinary Shares at
		1.00 € each
		Issued: 100
		Ordinary Shares;
		100 “B” Ordinary
		Shares; 100 “A”
		Ordinary Shares

Robeez European Sales Ltd.	UK	10,000 Ordinary	Stride Rite Bermuda
		Shares at 1.00 €	LP (100%)
		each
		Issued: 100
		Ordinary Shares

182


	Jurisdiction of		Percentage of shares
	Organization	Capitalization	of each class owned
	and Date of	of Parent’s	(directly or indirectly
Name of Company	Incorporation	Subsidiaries	by Parent)
Robeez (UK) Ltd.	UK	1,000 Ordinary	Stride Rite Bermuda
		Shares with a value	LP (100%)
		of 1.00 £ each
		Issued: 100
		Ordinary Shares

Stride Rite Europe B.V.	Netherlands	2,000 Ordinary	Saucony UK, Inc.
		Shares	(100%)
		Issued: 400
		Ordinary Shares

Saucony Deutschland Vertriebs GmbH	Germany	50,000 shares	Saucony, Inc. (100%)
		issued and
		outstanding

Saucony Asia Pacific Limited	Hong Kong	1,094,200 shares of	Saucony, Inc. (100%)
		common stock with a
		par value of HK
		$1.00 per share:
		Issued: 1,094,000
		shares

Robeez Logistics Inc.	Nevada	75,000 shares of	Saucony, Inc. (100%)
	8/16/2005	common stock
		Issued: 100 shares

Robeez U.S. Inc.	Washington	50,000 Common Stock	Robeez US Holdings
	11/29/2004	without par value,	Inc. (100%)
		50,000 Preferred
		Stock with a stated
		value of $100.00
		per share
		Issued: 1,000
		Common Stock

183

Schedule 5.9
Litigation

Payless

Jacinda Deukmejian and Sharon Curtis v. Payless ShoeSource, Inc. (Superior Court of California, County of Los Angeles — 02/28/07) (consolidation of two separate actions involving claims by customers that PSS requested personal identification information during credit card refund transactions in violation of California law)

Kirk Graham v. Payless ShoeSource Canada, Inc. (Superior Court of Ontario — 08/15/06) (former employee alleges wrongful termination without just cause)

Elyzette Rodrigeuz v. Payless ShoeSource Puerto Rico, Inc. (Puerto Rico District Court — 06/25/07)(former employee alleges constructive termination)

Ricardo Jalil — Letter dated 03/26/07 on behalf of former full-time employee from New Jersey claiming termination in violation of the FMLA and state law.

Beatrice McMullen — Letter dated 04/05/07 on behalf of former Assistant Store Manager in New Jersey claiming unlawful harassment, discrimination, and retaliation.

Kevin Stroud — Letter dated 04/20/07 on behalf of former part-time employee in Michigan claiming unlawful harassment, discrimination, assault, and emotional distress.

Maria Elizarras — Letter dated 05/16/07 on behalf of former full-time employee in California claiming pregnancy discrimination and emotional distress.

Amanda Petrovic — Letter dated 05/23/07 on behalf of former part-time employee in Minnesota claiming unpaid wages, including vacation, personal and sick leave.

Rahana Khan — Letter dated 05/23/06 on behalf of former Assistant Store Manager from Connecticut claiming wrongful termination.

10.

Lisa Dozier — Letter dated 07/06/06 on behalf of former full-time employee from Oregon claiming she worked “off-the-clock” in violation of the FLSA and state law.

11.

Gilbert Crossings Center, LLC v. Payless ShoeSource, Inc. (Superior Court of California, County of Los Angeles — 07/17/07) (claim by landlord for unpaid rent)

12.

El Centro Mall v. Payless ShoeSource, Inc. (Superior Court of California, Orange County — 09/06/06) (claim by landlord for liquidated damages based on store closure)

13.

Andel Alkathib v. Payless ShoeSource Puerto Rico, Inc. (Superior Court of Puerto Rico — 10/25/06) (claim by landlord for unpaid rent and fees)

14.

NYC Environmental Control Board — Letter dated 09/06/06 claiming Payless owes money in violations and fines dating back over 10 years.

185

15.

Emkay, LLC — Letter dated 05/02/07 on behalf of landlord for Payless to clean up property in Brooklyn, NY.

16.

NCO Financial Systems, Inc. — Letter dated 06/12/06 on behalf of landlord for unpaid rent in Massachusetts.

17.

Applegate Drayage Company — Letter dated 06/02/06 on behalf of vendor alleged amounts due under contract.

18.

El Camino — Letter dated 01/12/05 on behalf of factory in Brazil relating to alleged amounts owed under contract.

19.

Intellectual Property Claims:


adidas America v. Payless ShoeSource	Trademark & Trade Dress	USDC Oregon 01-CV-01655 03-CV-01116	11/2001	Trademark and trade dress claims relating to use of stripe designs on footwear

AEO v. Payless ShoeSource	Trademark, Trade Dress & alleged Breach of Contract	USDC ED New York 07-1675 (ERK)	4/2007	Dispute regarding rights to use American Eaglet™ and AEO trademarks.

Crocs, Inc. v. Collective Licensing International, LLC (and others)	Design & Utility Patent	ITC 337-TA-2478	3/2006	Design patent and utility patent claims (trade dress claims dismissed) regarding foam footwear

Crocs, Inc. v. Collective Licensing International, LLC (and others)	Design, Utility Patent and Trade Dress	USDC Colorado 06-CV-00605	4/2006	Design patent, utility patent and trade dress claims relating to foam footwear designs

Deer Stags, Inc. v. Payless ShoeSource	Trademark & Trade Dress	N/A — Claim Letter	4/2007	Claims RED CARPET COLLECTION BY PATRICIA FIELD infringes Deer Stag’s RED CARPET COLLECTION mark

Diadora S.p.A. Corporation and Diadora America, Inc. v. Payless ShoeSource	Trademark	N/A — Claim Letter	7/2007	Trademark claim relating to use of side design on footwear

Gary George v. Payless ShoeSource (and potentially others)	Patent	N/A — Claim Letter	12/2006	Utility patent claim relating to outsoles

186


Just Born, Inc. v. Payless ShoeSource	Trademark	N/A — Claim Letter	4/2007	Claims regarding alleged use of the word “peeps” in a radio advertisement

K-Swiss v. Payless ShoeSource	Trademark & Trade Dress	USDC CD California CV04-0779 RJK (RCx)	2/2004	Trademark and trade dress claims regarding striped athletic footwear designs

MedCom USA v. Payless ShoeSource and others	Utility Patent	N/A — Claim Letter	10/2005	Utility patents claim relating to gift and debit card technology

Puma v Payless ShoeSource	Trademark	USDC Massachusetts 06-CV-11943 (RGS)	10/2006	Trademark claim based on sweep design on athletic shoes

Skechers v. Payless ShoeSource	Design patent & Trade Dress	N/A — Claim Letter	3/2007	Design patent and trade dress claims relating to footwear designs

Vans, Inc. v. Payless ShoeSource	Trademark	N/A — Claim Letter	12/2005	Trademark claims relating to checkerboard design trademark

Wolverine Worldwide, Inc v. Payless ShoeSource (and potentially others)	Utility Patent	N/A — Claim Letter	8/2006	Utility patent claim relating to footwear outsole technology

Not included:

Pending administrative discrimination charges or “pure” employment discrimination lawsuits (Borrower maintains these are covered by insurance).

Stride Rite


Name of Suit	Controversy	Court	Date Filed/Case No.
Stride Rite Corporation v. Verotix Systems	Declaratory judgment action brought by Stride Rite seeking a declaration that a Software Licensing Agreement is not enforceable against Stride Rite. (Related to warehouse sorting system)	US District Court, District of Massachusetts	12/22/05 1:05-cv-12575

187


Name of Suit	Controversy	Court	Date Filed/Case No.
Lumino Designs, Inc. v. Target Corporation, et al.	Patent Infringement (lighted shoes)	US District Court, Northern District of Illinois	6/24/05 1:05-cv-03699

Cushion Technologies, LLC v. Adidas Salomon North America, Inc., et al.	Patent Infringement (cushioning technology)	US District Court, Eastern District of Texas	8/30/2006 2-06cv347 (TJW)

Cushion Technologies, LLC v. American Sporting Goods, Corp, et al.	Patent Infringement (cushioning technology)	US District Court, Eastern District of Texas	3/30/2007 2:07cv109 (TJW)

Dr. Steven E. Robbins v. The Stride Rite Corporation	Patent Infringement (resilient sole)	US District Court Southern District of New York	8/8/2007 07-CIV-7069

Julie Richard and Charlene Cardillo v. Stride Rite Corporation, James Luks and Emily Wallengren	Age Discrimination, Retaliation (terminated corporate employees)	Massachusetts, Superior Court, Middlesex County	5/24/2005 CV05-1780

Sharon Chow vs. Tommy Hilfiger Footwear	Sex Discrimination (terminated TH designer)	U.S. District Court, Southern District of New York	2/28/2005 05 CV 2417

Deborah Hutchinson vs. Stride Rite Children’s Group, Inc.	Sex and Age Discrimination (terminated store manager)	U.S. District Court, Southern District of Ohio	11/16/2005 1:05CV738

Henry Strapp v. Stride Rite Corp and Richard Woodworth	Age Discrimination (terminated corporate employee)	Commonwealth of Massachusetts Commission Against Discrimination	1/11/2007 07BEM01677

188

Schedule 5.13
Environmental Matters

In 2004, environmental contamination of soils and river sediments was discovered at the facility owned by Stride Rite’s Saucony Inc. subsidiary in East Brookfield, Massachusetts. Subsequent investigations, which are ongoing and incomplete at this time, have further defined the extent of such contamination, which appears to extend beyond the Saucony facility’s property boundaries within the East Brookfield River. On April 21, 2005, the Massachusetts Department of Environmental Protection (MADEP) issued a notice of responsibility to Saucony stating that Saucony is responsible for investigating and remediating the contamination. On April 4, 2006, Saucony was issued a Tier IC response action Permit by the MADEP pursuant to Mass. Gen. Laws Ch. 21E and the Massachusetts Contingency Plan regulations authorizing and requiring Saucony to conduct the necessary response actions at the Site. In January, 2007, Saucony entered into a Joint Defense and Cooperation Agreement with the Town of East Brookfield in which Saucony agreed to bear certain costs of response actions at the site and the Town agreed to execute the MADEP Permit, which the Town subsequently did. Stride Rite has established a reserve of approximately $1,680,000 for this matter.

190

Schedule 5.17
Deposit Accounts

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

Consolidated Store Deposit Accounts

COMMERCE BANK

3035 SOUTH TOPEKA BLVD

TOPEKA

66611-0000

(***)†

101100728

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANCFIRST

101 NORTH BROADWAY

OKLAHOMA CITY

73102-0000

(***)†

103003632

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

BANK OF OKLAHOMA

PO BOX 2300

TULSA

74192-0000

(***)†

103900036

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

BANK OF OKLAHOMA

PO BOX 2300

TULSA

74192-0000

(***)†

103900036

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANK OF OKLAHOMA

PO BOX 2300

TULSA

74192-0000

(***)†

103900036

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

192

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

FIRST NATIONAL BANK

1620 DODGE STREET

OMAHA

68197-0000

(***)†

104000016

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

100

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

102

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

104

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

105

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

107

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

111

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

112

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

115

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

118

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

119

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

123

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

124

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

125

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

127

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

128

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

193

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

130

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

132

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

136

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

139

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

140

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

142

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

143

BANCFIRST

101 NORTH BROADWAY

OKLAHOMA CITY

73102-0000

(***)†

103003632

145

COMMERCE BANK

PO BOX 419248

KANSAS CITY

64141-6248

(***)†

101000019

146

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

150

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

151

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

154

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

156

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

161

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

162

BANCFIRST

101 NORTH BROADWAY

OKLAHOMA CITY

73102-0000

(***)†

103003632

165

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

167

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

168

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

169

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

170

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

172

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

173

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

174

COMMERCE BANK

PO BOX 419248

KANSAS CITY

64141-6248

(***)†

101000019

175

BANCFIRST

101 NORTH BROADWAY

OKLAHOMA CITY

73102-0000

(***)†

103003632

176

COMMERCE BANK

PO BOX 419248

KANSAS CITY

64141-6248

(***)†

101000019

183

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

184

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

185

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

186

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

187

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

188

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

189

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

200

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

201

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

203

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

204

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

194

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

205

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

206

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

207

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

208

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

210

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

211

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

212

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

213

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

214

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

215

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

218

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

219

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

220

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

221

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

222

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

223

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

225

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

226

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

229

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

231

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

232

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

234

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

238

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

239

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

241

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

242

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

243

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

244

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

245

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

246

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

247

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

248

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

249

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

250

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

252

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

253

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

195

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

254

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

255

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

257

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

258

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

259

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

261

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

262

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

263

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

264

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

265

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

266

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

268

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

269

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

270

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

272

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

273

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

276

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

279

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

282

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

283

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

284

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

285

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

289

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

291

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

292

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

293

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

294

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

295

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

296

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

298

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

300

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

301

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

302

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

303

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

304

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

196

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

305

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

306

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

310

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

312

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

313

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

317

NORTH FORK BANK

WESTFIELD SHOPPING MALL

BAYSHORE

11706-0000

(***)†

21407912

318

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

319

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

320

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

321

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

325

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

326

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

327

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

330

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

335

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

336

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

338

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

341

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

345

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

346

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

347

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

349

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

353

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

355

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

356

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

357

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

360

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

361

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

363

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

367

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

369

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

371

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

372

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

373

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

374

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

375

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

197

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

379

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

380

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

382

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

384

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

386

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

387

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

388

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

389

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

391

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

392

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

393

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

394

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

395

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

396

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

397

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

400

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

407

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

411

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

412

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

414

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

416

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

417

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

418

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

420

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

422

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

423

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

424

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

426

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

428

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

430

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

434

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

435

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

439

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

441

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

443

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

444

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

198

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

446

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

448

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

451

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

452

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

454

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

455

CHEVY CHASE BANK

7101 DEMOCRACY BLVD

BETHESDA

20817-0000

(***)†

255071981

457

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

458

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

460

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

461

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

463

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

464

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

467

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

468

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

471

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

473

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

474

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

476

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

478

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

480

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

482

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

484

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

485

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

486

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

487

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

488

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

489

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

490

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

491

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

494

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

495

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

497

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

498

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

499

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

503

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

504

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

199

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

505

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

507

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

508

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

511

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

512

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

513

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

515

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

517

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

518

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

519

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

521

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

522

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

523

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

526

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

533

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

535

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

536

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

537

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

538

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

540

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

541

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

542

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

543

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

546

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

547

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

549

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

550

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

551

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

552

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

554

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

556

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

557

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

559

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

562

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

565

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

567

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

200

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

569

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

574

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

575

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

576

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

578

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

580

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

581

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

582

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

583

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

588

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

590

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

592

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

593

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

595

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

597

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

598

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

599

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

602

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

604

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

606

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

611

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

616

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

618

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

619

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

620

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

621

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

623

COMMERCE BANK

PO BOX 419248

KANSAS CITY

64141-6248

(***)†

101000019

624

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

625

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

627

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

628

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

629

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

630

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

631

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

632

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

633

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

201

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

637

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

639

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

640

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

641

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

642

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

643

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

644

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

645

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

646

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

647

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

648

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

650

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

655

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

659

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

660

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

661

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

663

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

665

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

666

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

667

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

670

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

672

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

673

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

676

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

677

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

679

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

680

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

682

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

683

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

684

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

686

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

687

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

688

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

693

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

695

NORTH FORK BANK

WESTFIELD SHOPPING MALL

BAYSHORE

11706-0000

(***)†

21407912

697

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

202

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

700

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

701

BANCFIRST

101 NORTH BROADWAY

OKLAHOMA CITY

73102-0000

(***)†

103003632

704

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

705

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

707

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

708

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

712

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

714

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

718

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

719

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

722

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

723

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

724

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

726

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

728

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

730

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

733

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

734

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

735

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

737

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

739

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

741

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

743

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

744

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

747

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

748

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

750

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

754

COMMERCE BANK

3035 SOUTH TOPEKA BLVD

TOPEKA

66611-0000

(***)†

101100728

755

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

757

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

759

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

762

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

763

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

764

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

766

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

767

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

203

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

768

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

770

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

771

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

773

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

775

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

776

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

777

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

779

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

781

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

785

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

788

FIRST NATIONAL BANK

1620 DODGE STREET

OMAHA

68197-0000

(***)†

104000016

789

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

792

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

793

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

797

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

800

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

802

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

803

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

804

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

805

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

806

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

809

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

811

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

812

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

814

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

815

COMMERCE BANK

PO BOX 419248

KANSAS CITY

64141-6248

(***)†

101000019

816

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

817

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

818

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

821

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

824

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

829

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

833

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

836

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

839

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

840

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

204

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

841

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

843

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

845

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

847

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

848

FIRST CITIZENS BANK

PO BOX 27131

RALEIGHT

27611-7131

(***)†

53100300

849

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

852

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

854

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

857

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

858

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

859

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

861

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

862

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

864

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

865

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

867

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

868

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

869

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

870

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

871

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

872

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

875

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

876

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

880

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

881

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

887

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

889

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

890

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

891

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

892

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

893

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

894

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

895

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

897

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

900

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

901

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

205

Payless

Store

Bank Name

Bank Address

City

State

ZIP

Phone

Contact

Acct#

ABA #

902

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

904

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

905

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

907

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

909

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

910

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

911

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

913

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

915

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

916

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

918

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

920

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

921

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

923

BANK OF HAWAII (SAIPAN)

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

926

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

927

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

928

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

933

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

934

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

938

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

942

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

945

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

947

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

949

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

950

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

953

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

955

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

956

BANCFIRST

101 NORTH BROADWAY

OKLAHOMA CITY

73102-0000

(***)†

103003632

958

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

959

BANK OF OKLAHOMA

PO BOX 2300

TULSA

74192-0000

(***)†

103900036

960

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

963

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

965

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

966

FIRST CITIZENS BANK

PO BOX 27131

RALEIGHT

27611-7131

(***)†

53100300

968

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

969

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

206

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

972

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

973

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

974

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

975

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

976

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

978

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

979

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

981

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

983

COLE TAYLOR BANK

1542 WEST 47TH STREET

CHICAGO

60609-0000

(***)†

71000343

985

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

987

ZION FIRST NATIONAL BANK

ONE SOUTH MAIN

SALT LAKE CITY

84111-0000

(***)†

124000054

989

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

990

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

992

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

993

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

994

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

995

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1000

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

1001

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1002

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1004

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1005

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1008

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1011

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1014

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1015

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1016

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1019

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1024

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1025

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1030

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1031

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1032

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

1033

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1036

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1037

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

207

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1038

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1039

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1043

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1045

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1047

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1048

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1049

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1052

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1053

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1057

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1058

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1059

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1061

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1062

COLE TAYLOR BANK

1542 WEST 47TH STREET

CHICAGO

60609-0000

(***)†

71000343

1064

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1065

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1066

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1067

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1072

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1073

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1074

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1076

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1077

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1078

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1079

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1080

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1082

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1083

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1084

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1085

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

1086

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1089

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1091

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1093

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1096

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1097

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

208

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1101

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1102

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1104

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

1107

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1109

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1110

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

1113

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1114

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1115

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1117

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1119

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1121

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1124

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1125

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1127

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

1133

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1134

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1136

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1139

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1140

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1141

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1143

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1144

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1148

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1149

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1151

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1152

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1153

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1155

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1156

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1158

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1159

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1164

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1165

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1166

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1168

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

209

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1169

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1172

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1173

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1176

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1177

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1179

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1180

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1182

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1185

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1189

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1190

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1191

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1193

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1194

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1195

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1196

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1199

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1200

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1201

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1202

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1203

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1204

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1206

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1208

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1209

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1210

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1211

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1212

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1213

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1214

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1217

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1218

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1219

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1220

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1224

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1226

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

210

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1227

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1228

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1230

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1231

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1233

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1234

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1235

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1236

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1237

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1243

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1244

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1245

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1246

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1247

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1249

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1250

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1251

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1253

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1256

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1259

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

1262

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1265

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1266

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1267

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1268

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1269

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1270

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1271

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1273

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1275

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1277

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1280

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1281

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1283

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1284

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1285

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

211

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1288

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1289

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1291

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1296

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1297

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1299

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

1300

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1302

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1303

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1304

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1306

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1307

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1308

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1309

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1311

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1312

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1313

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1316

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1317

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1318

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1321

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1323

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1324

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

1325

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1328

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

1329

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1330

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1332

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

1333

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1334

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1338

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1339

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1342

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1344

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1345

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1346

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915


^(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

212

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1347

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

1348

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1349

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1360

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1361

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1363

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1364

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

1366

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1367

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1368

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1369

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1372

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1373

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1374

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1376

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1377

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1378

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1379

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1380

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

1382

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1383

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

1384

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1385

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1386

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1388

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1389

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1391

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1392

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1393

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1394

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1396

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

1397

BANK OF OKLAHOMA

PO BOX 2300

TULSA

74192-0000

(***)†

103900036

1399

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1400

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1406

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1409

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219


^(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

213

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1412

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1413

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

1415

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1419

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1422

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

1423

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1424

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1426

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1427

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1429

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1433

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1435

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1437

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1439

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

1443

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

1444

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1446

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1447

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1448

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1449

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1460

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1462

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1463

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1465

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1468

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1471

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1472

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1474

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1476

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1477

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1480

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1485

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1487

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1488

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1489

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1490

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


^(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

214

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1494

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1499

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1503

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1506

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1507

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1508

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1509

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1510

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1512

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1514

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

1515

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1516

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1518

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

1519

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1520

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1521

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1522

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1524

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1525

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1527

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1530

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1533

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1535

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1539

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1541

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1542

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1543

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1544

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1548

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1549

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1550

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1551

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1553

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1554

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1555

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1558

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


^(***)†		(***)† This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

215

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1561

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1562

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1563

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1565

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1568

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1569

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

1570

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1574

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1576

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1577

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1580

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

1583

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1584

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1592

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1594

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1595

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1598

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1599

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1602

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1603

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1604

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1605

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

1606

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

1607

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1609

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1610

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1612

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1616

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1617

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1624

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1625

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1626

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1630

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1631

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1633

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1634

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


^(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

216

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1635

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1637

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

1642

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1643

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1644

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1645

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1646

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1648

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1649

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

1650

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1651

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1652

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1656

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1657

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

1659

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1665

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1667

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

1669

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1670

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

1672

NEVADA STATE BANK

ONE SOUTH MAIN STREET

SALT LAKE CITY

84111-0000

(***)†

122400779

1673

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1675

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1683

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

1684

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1685

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1687

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1688

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

1689

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1690

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1691

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1692

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1694

CHEVY CHASE BANK

7101 DEMOCRACY BLVD

BETHESDA

20817-0000

(***)†

255071981

1695

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1697

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

1698

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1699

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805


^(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

217

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1700

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1701

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1703

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1706

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1708

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1709

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1712

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1713

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1715

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1717

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1718

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1719

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1722

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1726

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1727

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1731

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1732

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1733

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1734

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1735

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

1737

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1738

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1740

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1741

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1742

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1743

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1745

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1747

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1748

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1754

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1755

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

1756

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1757

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

1759

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1760

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1761

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219


^(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

218

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1763

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1764

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

1766

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

1767

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1769

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1772

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

1775

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

1780

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1781

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1782

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

1787

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

1788

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1790

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1792

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1793

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1795

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1797

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1798

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1799

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1802

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1803

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

1804

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1806

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1810

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1811

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1812

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1813

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1815

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1816

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1817

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1819

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1821

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

1824

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1826

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1828

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1830

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039


^(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

219

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1831

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1832

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1833

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1834

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1837

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1838

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1839

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1841

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1842

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1843

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1846

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1848

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1852

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

1855

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1856

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1857

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1859

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

1860

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1870

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1871

COMMERCE BANK

PO BOX 419248

KANSAS CITY

64141-6248

(***)†

101000019

1872

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

1873

BANCFIRST

101 NORTH BROADWAY

OKLAHOMA CITY

73102-0000

(***)†

103003632

1874

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1875

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

1876

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

1877

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

1878

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1880

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

1881

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1883

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

1884

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1885

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1886

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1888

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

1890

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1893

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219


^(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

220

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1895

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

1897

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

1898

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

1907

COMMERCE BANK

PO BOX 419248

KANSAS CITY

64141-6248

(***)†

101000019

1936

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

1941

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2000

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2001

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2003

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2004

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2007

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2009

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2010

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2011

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

2012

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2017

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2018

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2021

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2022

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2023

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2024

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2027

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2028

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2031

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2032

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2033

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2035

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2036

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2037

BANK OF OKLAHOMA

PO BOX 2300

TULSA

74192-0000

(***)†

103900036

2038

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

2039

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

2040

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2041

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

2042

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2043

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2045

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690


^(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

221

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2048

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2049

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2051

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2053

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

2054

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2055

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2058

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2059

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2061

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2062

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2067

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2068

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2069

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2071

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2072

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2073

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2074

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2080

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2082

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2084

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2086

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

2088

BANCFIRST

101 NORTH BROADWAY

OKLAHOMA CITY

73102-0000

(***)†

103003632

2089

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2090

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2091

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2092

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2096

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

2099

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2102

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2105

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2106

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

2108

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2109

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2111

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2115

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2117

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

222

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2122

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

2124

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

2126

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2127

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2129

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

2132

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2133

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2134

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2135

COLE TAYLOR BANK

1542 WEST 47TH STREET

CHICAGO

60609-0000

(***)†

71000343

2136

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2140

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2145

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2146

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2147

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2148

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2149

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2150

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2153

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2155

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2158

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2159

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2162

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2164

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2168

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

2169

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2171

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2172

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2173

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2174

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

2175

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2178

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2179

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2182

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2183

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

2184

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2185

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

223

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2186

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2187

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2188

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

2189

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2191

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2193

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2197

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2200

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2202

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2203

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

2205

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2206

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2208

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2209

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2210

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2211

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2212

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2213

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2214

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

2218

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2221

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2223

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2224

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2225

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

2226

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

2228

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2229

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2230

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2232

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2235

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2236

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2237

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2238

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2239

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2240

ZION FIRST NATIONAL BANK

ONE SOUTH MAIN

SALT LAKE CITY

84111-0000

(***)†

124000054

2241

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

224

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2242

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2247

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2249

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2250

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2253

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2258

NEVADA STATE BANK

ONE SOUTH MAIN STREET

SALT LAKE CITY

84111-0000

(***)†

122400779

2262

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2263

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2267

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

2268

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2270

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2271

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2272

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

2273

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2274

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2275

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

2278

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2283

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2284

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2288

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2290

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2291

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

2292

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2293

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

2297

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2301

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2302

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

2303

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2304

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2309

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

2311

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2312

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2314

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2315

FIRST NATIONAL BANK

1620 DODGE STREET

OMAHA

68197-0000

(***)†

104000016

2316

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2317

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

225

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2319

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2321

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2325

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2326

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

2327

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2328

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2329

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2330

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2333

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2335

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2337

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2338

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2339

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2340

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2341

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2342

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2343

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2344

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2345

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

2349

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2350

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2352

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2353

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

2354

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2355

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2356

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2358

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2359

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2362

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2363

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2364

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2366

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2368

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2369

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

2371

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2372

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

226

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2374

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2375

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

2377

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2378

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2381

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2382

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2389

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2390

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

2391

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

2392

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2399

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2400

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2402

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2403

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2404

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

2405

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2406

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2412

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2416

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2418

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

2419

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

2422

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

2423

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2425

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

2428

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2430

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2434

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2436

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2437

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

2439

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

2440

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2441

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2442

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2444

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2446

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2450

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

227

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2451

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2452

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2454

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2455

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2456

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2458

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2459

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2461

COMMERCE BANK

PO BOX 419248

KANSAS CITY

64141-6248

(***)†

101000019

2464

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2465

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2468

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2470

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2472

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2473

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2475

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2477

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2478

UNITED BANK

500 VIRGINIA STREET

CHARLESTON

25301-2135

(***)†

51900395

2480

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

2481

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2483

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2484

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2485

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2488

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2489

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

2493

NORTH FORK BANK

WESTFIELD SHOPPING MALL

BAYSHORE

11706-0000

(***)†

21407912

2494

BANK OF OKLAHOMA

PO BOX 2300

TULSA

74192-0000

(***)†

103900036

2495

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2497

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2498

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

2500

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2501

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2502

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2503

SKY BANK

310 S. MAIN STREET

BYRAN

43506-0000

(***)†

41201936

2504

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2506

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

2507

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

228

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2508

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2511

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

2512

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2513

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

2515

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2516

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2517

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2518

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2519

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

2521

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

2522

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

2523

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

2526

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2529

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2530

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2531

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2532

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2535

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

2536

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

2537

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2538

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2541

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2543

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2545

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2547

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

2548

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2549

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2550

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2551

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2552

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2554

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2555

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2556

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2557

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

2559

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

2560

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

229

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2563

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

2564

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2565

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2566

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2567

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2568

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2569

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2570

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2571

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2572

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2573

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2575

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

2577

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2578

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

2579

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2581

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

2582

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

2583

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2585

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2587

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2590

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2593

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2594

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2596

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2597

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2598

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2600

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2602

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2604

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2605

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2607

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2609

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2611

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2613

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2614

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2615

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

230

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2617

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

2620

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2625

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

2630

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

2631

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2632

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2635

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2637

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

2638

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2639

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

2642

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2643

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2644

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

2646

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2648

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2653

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2656

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2657

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2659

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2660

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2661

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2662

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2663

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2664

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

2667

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2671

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2673

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2674

UNITED BANK

500 VIRGINIA STREET

CHARLESTON

25301-2135

(***)†

51900395

2676

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

2678

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2679

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

2685

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2686

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2689

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2690

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2692

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

231

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2693

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2697

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2698

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2700

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2702

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2706

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2707

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2708

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2709

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2710

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2711

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2712

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2714

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2715

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2718

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2719

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2722

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2723

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2724

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2725

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2729

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2732

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2733

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2734

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2735

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2736

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2738

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2739

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2741

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2742

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2743

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2746

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2747

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2749

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2751

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2752

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

232

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2753

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2755

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2757

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2758

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

2759

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2761

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2763

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2764

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2765

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2766

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2767

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2770

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2771

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2772

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2773

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2775

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2776

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2777

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2781

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2782

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2783

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2784

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2788

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2789

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2790

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2791

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2792

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2794

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

2795

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2797

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2798

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2799

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2800

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2801

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2803

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2804

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

233

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2805

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2807

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2809

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2811

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2815

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2816

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2817

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

2818

BANK OF OKLAHOMA

PO BOX 2300

TULSA

74192-0000

(***)†

103900036

2820

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

2821

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2822

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2825

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2827

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2828

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2829

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2830

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2831

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2832

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2835

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2837

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2838

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2840

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2841

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2842

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2844

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2845

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2847

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

2849

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2850

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2851

SKY BANK

310 S. MAIN STREET

BYRAN

43506-0000

(***)†

41201936

2852

SKY BANK

310 S. MAIN STREET

BYRAN

43506-0000

(***)†

41201936

2854

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

2855

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2856

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2857

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2861

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

234

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2862

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2863

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2864

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2865

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2866

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2867

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2869

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2871

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2873

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2877

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2879

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2881

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2884

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2885

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

2886

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2888

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2890

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2891

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2892

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2898

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2899

CHEVY CHASE BANK

7101 DEMOCRACY BLVD

BETHESDA

20817-0000

(***)†

255071981

2901

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

2904

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

2906

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2907

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

2908

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2909

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2910

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2912

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2913

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2915

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2917

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2918

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2919

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2920

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2922

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

235

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2924

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2926

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2928

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2929

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2933

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2934

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2940

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2941

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2943

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2944

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2945

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2946

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2948

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2949

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2951

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2953

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2954

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2955

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2957

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2958

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2959

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2960

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2961

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2964

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

2965

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2967

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2968

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2970

BANK OF OKLAHOMA

PO BOX 2300

TULSA

74192-0000

(***)†

103900036

2971

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2972

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2973

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2976

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

2977

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2978

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2979

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

2980

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

236

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2981

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

2986

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

2987

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2988

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2989

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2991

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2993

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

2995

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

2996

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

2998

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3001

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

3002

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3003

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3006

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3007

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3009

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3010

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3011

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3012

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3013

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3014

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

3015

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

3018

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3019

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3020

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3023

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3024

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3025

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3026

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

3028

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3029

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3031

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3032

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3034

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3035

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3038

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

237

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3039

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3040

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3041

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3042

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3044

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

3047

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3048

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3049

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3050

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3053

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3054

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3055

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3056

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3057

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3058

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3059

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3060

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3062

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3063

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3064

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3065

COMMERCE BANK

3035 SOUTH TOPEKA BLVD

TOPEKA

66611-0000

(***)†

101100728

3066

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

3067

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

3069

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3072

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3073

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

3074

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

3075

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3076

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3077

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3078

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3079

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3082

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3086

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3087

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

3088

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

238

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3089

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

3090

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3092

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3093

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3094

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3095

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3096

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3097

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3098

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3099

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3103

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3104

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3105

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3106

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3107

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3108

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3109

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3110

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3111

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3113

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3116

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3117

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3118

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3120

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3121

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3124

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3125

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

3127

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

3131

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3134

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

3135

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3136

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3137

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3138

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

3140

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3141

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

239

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3142

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3144

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3146

COMMERCE BANK

PO BOX 419248

KANSAS CITY

64141-6248

(***)†

101000019

3147

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3148

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3149

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3150

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3151

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3152

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3153

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3157

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3158

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3159

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3160

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3161

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3164

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3167

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3171

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3172

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3173

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3174

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

3175

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3177

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

3179

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3180

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3181

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3182

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3183

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3184

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3185

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3186

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3187

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3188

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3189

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3190

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3191

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

240

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3192

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

3194

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3195

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3196

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3197

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3198

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3199

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3206

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3208

BANK OF OKLAHOMA

PO BOX 2300

TULSA

74192-0000

(***)†

103900036

3209

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3210

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

3212

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3214

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3215

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3216

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3218

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3219

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3220

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3221

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3222

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3223

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3224

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3225

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3226

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3227

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3228

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3229

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3230

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3234

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3235

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3236

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3238

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3239

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

3240

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

3241

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3242

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

241

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3243

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3245

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3246

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3247

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

3249

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3250

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3252

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3254

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3255

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3256

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3258

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

3262

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3263

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3265

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3266

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3268

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3269

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3270

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3272

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3274

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3277

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3278

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3279

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3281

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3282

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

3283

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3284

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3285

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3288

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3290

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3295

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3296

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3298

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3299

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3300

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3301

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

242

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3302

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3304

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

3307

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

3308

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3310

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3311

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3313

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3314

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3315

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3316

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3317

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3319

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3320

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3326

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

3328

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3330

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3332

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

3333

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3335

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3336

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3338

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3343

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3344

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3348

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

3355

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3356

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3357

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3359

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3362

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

3366

NORTH FORK BANK

WESTFIELD SHOPPING MALL

BAYSHORE

11706-0000

(***)†

21407912

3367

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3368

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3370

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3371

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3372

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3373

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

243

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3374

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3375

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3376

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3378

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3381

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3382

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3383

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3384

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

3386

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3387

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3389

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3390

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3392

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3393

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3394

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3395

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3397

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3398

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

3400

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3401

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3403

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3406

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3408

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3411

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3412

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3413

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3414

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

3415

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3416

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3417

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3418

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3419

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3420

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

3421

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3423

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3424

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

244

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3425

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3426

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3429

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3431

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3432

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3433

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

3434

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3435

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3436

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

3438

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

3440

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

3441

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3442

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3443

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3444

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3447

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3448

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3449

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3450

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3451

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3452

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3453

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3454

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3456

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3457

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

3458

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3459

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3460

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3461

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3462

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3463

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3465

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3466

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3467

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3468

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3470

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

245

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3471

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3472

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3473

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3474

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

3478

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3479

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

3480

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3481

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3483

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3485

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3486

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3487

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3488

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3490

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3491

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3492

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

3493

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3497

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3498

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3499

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3500

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3501

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3502

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3504

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3506

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3509

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3510

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3512

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3513

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3514

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3515

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3518

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

3520

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3522

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3523

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3524

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

246

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3526

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3529

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3530

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3531

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3533

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3534

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3536

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3537

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3538

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3539

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3540

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3541

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3542

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3544

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

3546

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

3547

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3550

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3555

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

3557

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

3559

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3561

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3562

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3563

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3564

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3566

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3567

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3569

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3575

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3577

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3578

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3579

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3581

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3587

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3588

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3589

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3591

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

247

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3592

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3593

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3594

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3601

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3603

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

3604

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3605

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3606

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3607

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3609

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3612

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3613

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3616

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3617

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3618

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3619

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3620

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

3622

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

3623

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3624

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3625

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3627

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3629

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3631

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3634

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3635

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3637

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3638

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3640

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3641

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3642

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3645

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3646

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3648

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3649

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3650

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

248

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3652

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3655

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3656

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3657

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3658

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

3659

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

3660

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3661

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3662

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3663

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3664

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3665

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3667

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3669

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3670

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3672

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3674

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

3675

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3676

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3677

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

3678

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

3679

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3680

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3681

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3684

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

3685

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3686

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3687

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3689

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3690

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3692

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3693

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3694

COMMERCE BANK

3035 SOUTH TOPEKA BLVD

TOPEKA

66611-0000

(***)†

101100728

3697

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3698

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3700

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

249

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3701

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3702

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3705

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

3706

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3708

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3710

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3711

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3713

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3714

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

3715

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3716

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3717

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3719

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3720

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3721

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3722

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3723

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

3725

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3726

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3729

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3731

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3732

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3733

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3734

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3735

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

3738

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3741

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3743

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3744

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3745

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3747

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3750

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3751

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3752

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3753

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3754

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

250

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3756

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3757

ZION FIRST NATIONAL BANK

ONE SOUTH MAIN

SALT LAKE CITY

84111-0000

(***)†

124000054

3758

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3761

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3764

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3765

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3766

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3771

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3772

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3773

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3774

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3775

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3777

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3778

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3779

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3780

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3782

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

3783

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3785

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3787

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3788

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3789

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3790

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

3793

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3794

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3797

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3799

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3800

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

3801

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3802

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3804

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3805

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3806

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3807

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3808

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3810

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

251

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3812

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3813

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3815

FIRST CITIZENS BANK

PO BOX 27131

RALEIGHT

27611-7131

(***)†

53100300

3816

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3818

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

3819

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3820

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3821

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3822

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3823

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

3824

NEVADA STATE BANK

ONE SOUTH MAIN STREET

SALT LAKE CITY

84111-0000

(***)†

122400779

3828

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

3830

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3831

FIRST CITIZENS BANK

PO BOX 27131

RALEIGHT

27611-7131

(***)†

53100300

3834

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3835

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3836

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3837

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3838

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3839

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3842

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3843

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3845

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3846

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3847

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3849

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3850

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3852

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

3853

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3854

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3855

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

3856

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3858

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3859

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

3860

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3861

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

252

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3863

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3865

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3866

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3867

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3868

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3871

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3872

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3873

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

3874

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3875

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3876

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

3878

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

3880

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

3881

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3882

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3884

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3885

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3886

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3893

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

3898

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3907

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

3908

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

3921

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

3926

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3927

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3928

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3931

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

3934

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3939

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3941

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

3942

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

3943

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

3946

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

3949

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3951

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3952

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

253

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3953

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3954

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3963

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

3969

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

3975

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3976

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3977

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3982

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3983

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

3988

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

3989

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

3994

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4002

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4003

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4004

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4005

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4007

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4008

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4009

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4010

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4011

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4012

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4013

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4014

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4015

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

4017

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4018

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4019

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4020

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4022

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4023

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4024

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4025

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4027

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4028

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4029

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

254

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4030

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4031

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4032

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4033

CHEVY CHASE BANK

7101 DEMOCRACY BLVD

BETHESDA

20817-0000

(***)†

255071981

4035

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4037

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4040

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4042

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4043

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4044

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4048

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4049

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4050

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

4051

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4054

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

4056

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4057

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4058

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4059

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4060

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4062

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

4063

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4064

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4066

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4067

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

4068

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4069

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4072

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4074

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4075

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4076

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4077

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4078

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4079

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4080

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4082

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

255

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4084

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4085

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4086

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4087

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4089

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4090

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4093

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4094

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4096

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4097

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4098

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4099

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4100

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

4102

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

4104

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4105

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4106

UNITED BANK

500 VIRGINIA STREET

CHARLESTON

25301-2135

(***)†

51900395

4107

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4108

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4109

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

4110

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4112

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4113

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4114

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4115

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4116

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4118

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4122

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4123

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4124

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

4126

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4128

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4129

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4134

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4136

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4137

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

256

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4138

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

4140

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4142

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4143

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4146

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4147

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4148

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4149

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

4171

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4173

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4174

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4176

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4177

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4178

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4180

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4182

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

4183

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4186

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4187

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4188

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

4191

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4192

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4193

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4194

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4261

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4262

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4263

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4264

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4265

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4268

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4269

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4270

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4271

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

4272

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4274

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4279

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

257

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4280

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4281

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4282

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4283

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4284

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4285

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4286

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4287

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4289

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

4290

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4291

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4292

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4293

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4294

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

4295

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

4296

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4297

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

4298

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4299

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

4300

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4302

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

4303

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4304

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4307

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4310

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

4311

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4313

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4314

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4317

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4318

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4319

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4320

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4321

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

4322

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4323

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

4325

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

258

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4326

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4327

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4329

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4330

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4332

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4333

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4334

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4335

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4336

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4337

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4338

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4339

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4340

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4341

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4342

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4343

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4344

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4345

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4346

NEVADA STATE BANK

ONE SOUTH MAIN STREET

SALT LAKE CITY

84111-0000

(***)†

122400779

4347

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4348

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4349

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4350

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4351

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4352

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4353

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4355

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

4356

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4358

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4359

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4362

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4363

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4364

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4365

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4366

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4367

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

259

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4368

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4370

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4371

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4372

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4373

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4374

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4375

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4377

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4378

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4379

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

4380

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4382

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4384

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4385

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4386

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4387

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4388

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

4389

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4390

CHEVY CHASE BANK

7101 DEMOCRACY BLVD

BETHESDA

20817-0000

(***)†

255071981

4391

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4392

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

4394

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4395

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4397

CHEVY CHASE BANK

7101 DEMOCRACY BLVD

BETHESDA

20817-0000

(***)†

255071981

4401

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

4402

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4403

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4404

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4405

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4406

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4407

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4408

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4409

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4410

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

4411

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4413

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

260

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4414

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4415

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

4416

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4417

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4418

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4419

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4420

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4421

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4422

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4423

AMERICAN SAVINGS BANK

915 FORT STREET MALL

HONOLULU

96813-0000

(***)†

321370765

4424

AMERICAN SAVINGS BANK

915 FORT STREET MALL

HONOLULU

96813-0000

(***)†

321370765

4425

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

4426

AMERICAN SAVINGS BANK

915 FORT STREET MALL

HONOLULU

96813-0000

(***)†

321370765

4427

AMERICAN SAVINGS BANK

915 FORT STREET MALL

HONOLULU

96813-0000

(***)†

321370765

4428

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4429

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4431

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4432

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4433

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4434

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4435

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4438

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4439

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4440

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

4441

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

4443

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4444

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4445

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4446

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4448

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4449

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4450

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4451

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4453

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4454

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4455

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

261

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4456

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

4457

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4458

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4459

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4462

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4464

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

4466

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4467

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4469

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

4470

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4471

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4472

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4473

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4474

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4475

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4476

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4477

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4479

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4480

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4481

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

4483

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4485

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4486

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

4487

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4488

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4489

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4490

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4492

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4493

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4494

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

4500

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4501

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4502

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4503

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4505

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4506

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

262

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4508

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4509

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4510

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4511

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4512

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4513

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4514

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4515

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4516

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4517

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4518

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4519

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4521

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4522

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4523

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4524

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4525

NORTH FORK BANK

WESTFIELD SHOPPING MALL

BAYSHORE

11706-0000

(***)†

21407912

4526

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4527

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4530

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4534

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

4535

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4536

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4538

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4539

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4540

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4541

ZION FIRST NATIONAL BANK

ONE SOUTH MAIN

SALT LAKE CITY

84111-0000

(***)†

124000054

4542

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

4543

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4544

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

4545

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4546

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4548

NORTH FORK BANK

WESTFIELD SHOPPING MALL

BAYSHORE

11706-0000

(***)†

21407912

4550

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

4552

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4554

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

263

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4555

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4556

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4557

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4559

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4562

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

4563

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

4564

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4565

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4567

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4569

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4571

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4572

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4573

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

4574

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4575

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

4576

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4577

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

4578

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4579

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4580

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4581

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

4584

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4587

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4588

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

4589

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4590

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4591

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4593

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4595

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4596

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4598

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4599

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4602

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4604

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4605

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4606

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

264

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4609

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4610

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

4611

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4612

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4613

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4617

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4618

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

4622

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4626

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4627

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4628

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4630

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4631

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4632

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4633

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4634

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4635

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4636

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4637

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4639

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4641

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4642

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4643

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4644

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4645

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4646

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4647

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4648

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4649

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4650

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4653

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4655

FIRST CITIZENS BANK

PO BOX 27131

RALEIGHT

27611-7131

(***)†

53100300

4656

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4657

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4660

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4661

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

265

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4664

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4666

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4668

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4670

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4671

NORTH FORK BANK

WESTFIELD SHOPPING MALL

BAYSHORE

11706-0000

(***)†

21407912

4672

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4673

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4677

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4678

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4680

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4682

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4688

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

4689

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4691

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4692

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4693

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4695

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4696

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4697

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4699

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4741

BANK OF HAWAII (GUAM)

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

4744

BANK OF HAWAII (GUAM)

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

4745

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4746

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4747

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

4749

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4750

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4751

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4753

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4754

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4756

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4757

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000125

4760

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4761

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4762

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4763

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

266

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4764

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4765

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4766

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4767

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4768

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

4769

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4770

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4771

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4772

AMERICAN SAVINGS BANK

915 FORT STREET MALL

HONOLULU

96813-0000

(***)†

321370765

4774

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4777

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4782

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

4783

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4784

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4786

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4787

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4789

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4790

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4791

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4793

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

4795

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4796

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4797

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4799

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4800

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4801

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4802

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4803

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4804

COMMERCE BANK

3035 SOUTH TOPEKA BLVD

TOPEKA

66611-0000

(***)†

101100728

4805

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4807

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4808

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4810

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4811

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4812

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4813

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

267

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4815

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

4816

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4817

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4818

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

4819

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4820

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4821

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4822

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4823

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4826

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

4827

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4828

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

4829

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

4831

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

4833

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

4834

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4835

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

4839

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4840

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

4842

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

4846

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4848

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4851

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4852

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4853

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4855

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4856

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4857

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4860

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

4861

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4862

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4864

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4866

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4867

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4868

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4870

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

268

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4872

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4874

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4875

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4876

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4877

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4880

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4881

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4884

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4886

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

4888

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4889

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4892

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

4893

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4896

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

4897

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4898

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4899

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

4900

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4910

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4913

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4914

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4923

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4924

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4945

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4946

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4947

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4948

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4949

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

4950

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4953

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4955

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4957

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4958

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

4959

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4960

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4961

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

269

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4963

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4964

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4966

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4967

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

4971

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

4973

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4974

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

4975

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

4976

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4978

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4979

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4980

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4985

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

4986

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

4987

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4990

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

4991

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

4993

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4994

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4995

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4997

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

4998

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

4999

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5005

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5007

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5008

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5009

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5010

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5011

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5016

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5017

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5018

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

5019

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5020

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5021

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5022

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

270

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5023

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5024

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5025

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5026

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

5027

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5028

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5029

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

5030

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5032

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5033

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5034

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5035

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5038

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5041

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5042

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5043

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5044

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

5045

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5046

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5048

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5051

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5052

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

5053

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

5054

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5056

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5057

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5060

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

5061

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

5066

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5067

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

5068

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5071

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5072

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5073

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5074

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5075

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

271

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5076

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5077

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5079

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

5080

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5081

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5083

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

5084

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5085

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5086

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5087

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5088

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5089

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5090

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5093

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5094

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5097

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5098

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5099

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5102

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5105

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5107

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5108

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5111

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5113

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5114

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5117

CHEVY CHASE BANK

7101 DEMOCRACY BLVD

BETHESDA

20817-0000

(***)†

255071981

5118

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5120

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5121

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5123

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5124

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5125

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5126

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5127

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5130

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5132

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

272

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5133

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5134

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5137

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5142

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5143

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5144

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5145

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5147

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5148

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5149

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5150

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5151

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5156

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5157

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5160

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5161

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5168

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5169

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5171

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5174

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5175

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5176

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5178

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5179

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5180

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5183

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5185

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5187

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5188

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5190

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

5192

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5194

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5195

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5196

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5197

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

5198

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

273

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5199

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5200

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5201

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

5202

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5203

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5204

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5205

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5207

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

5208

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5211

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5213

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5214

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5215

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5216

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5222

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5229

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5230

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5232

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5233

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5234

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5235

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5236

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5242

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5244

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5245

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5246

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5247

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5249

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5250

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5252

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

5253

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5255

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5256

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5257

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5259

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5260

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

274

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5261

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5262

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

5263

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5266

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5269

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5270

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5272

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5275

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5276

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5278

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5279

AMERICAN SAVINGS BANK

915 FORT STREET MALL

HONOLULU

96813-0000

(***)†

321370765

5280

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5281

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5282

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5283

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5285

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5288

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5290

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5291

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5292

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5296

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5299

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5301

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5302

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5303

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

5305

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5308

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5310

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5313

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5315

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

5317

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5318

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5319

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

5321

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5323

CHEVY CHASE BANK

7101 DEMOCRACY BLVD

BETHESDA

20817-0000

(***)†

255071981

5324

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

275

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5325

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5326

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

5327

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5331

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5332

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5336

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5339

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5341

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5342

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5345

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5346

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5350

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

5351

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

5352

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5353

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

5354

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5356

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5357

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5358

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

5360

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5361

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5362

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5363

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5364

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

5365

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5367

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5368

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5369

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5370

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

5374

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5375

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5376

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5377

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5378

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5379

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5380

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

276

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5381

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

5382

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5384

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5386

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5387

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5389

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5390

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5392

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

5398

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

5400

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5401

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5402

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5404

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5405

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5406

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5407

TRUSTMARK NATIONAL BANK

PO BOX 291

JACKSON

39205-0291

(***)†

65300279

5408

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5409

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

5414

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5415

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5417

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5419

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5421

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5423

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5424

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5425

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5426

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5427

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5428

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5429

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5430

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5432

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5433

SKY BANK

310 S. MAIN STREET

BYRAN

43506-0000

(***)†

41201936

5434

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5435

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5437

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

277

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5439

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5441

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5442

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5443

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5444

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5445

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5446

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5449

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5450

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5451

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5452

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5453

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5454

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5455

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

5456

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

5458

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5459

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5460

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5461

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5462

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5463

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5467

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

5468

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5469

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5470

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5472

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5474

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5475

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5476

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5478

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5479

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

5481

NORTH FORK BANK

WESTFIELD SHOPPING MALL

BAYSHORE

11706-0000

(***)†

21407912

5482

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5483

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5484

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5485

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

278

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5488

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5490

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5492

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5494

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

5495

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5496

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5497

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5501

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5502

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5503

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

5504

BANK OF HAWAII

130 MERCHANT ST

HONOLULU

96813-0000

(***)†

121301028

5508

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5509

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5510

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5513

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5514

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

5516

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

5517

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

5518

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

5519

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5521

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

5522

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5523

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5524

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5526

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5527

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5528

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5529

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5530

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5534

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5535

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5536

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5537

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5538

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5539

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5541

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

279

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5542

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5543

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5544

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5545

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

5546

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5547

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

5548

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5555

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5556

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5558

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5562

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5563

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5564

ZION FIRST NATIONAL BANK

ONE SOUTH MAIN

SALT LAKE CITY

84111-0000

(***)†

124000054

5565

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5566

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5567

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5568

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5569

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5570

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5572

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5573

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5574

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5577

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5578

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5579

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5581

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5582

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5583

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5584

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5586

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5588

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5589

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5590

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5592

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5593

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5594

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

280

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5596

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

5597

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5598

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5601

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5602

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5603

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5604

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5605

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

5606

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

5607

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5610

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5613

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

5614

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5615

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5617

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5618

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

5619

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5620

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5621

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5625

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5626

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5627

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

5629

BANK OF THE WEST

1800 CAREY AVENUE

CHEYENNE

82001-0000

(***)†

121100782

5630

COLE TAYLOR BANK

1542 WEST 47TH STREET

CHICAGO

60609-0000

(***)†

71000343

5631

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5633

NEVADA STATE BANK

ONE SOUTH MAIN STREET

SALT LAKE CITY

84111-0000

(***)†

122400779

5634

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5635

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5636

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5638

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5639

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5641

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

5646

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

5648

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

5649

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

5650

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

281

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5651

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5652

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5653

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5654

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5655

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5659

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5660

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5663

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5664

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5665

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5667

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5670

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5671

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5672

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5673

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5674

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5675

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5676

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5677

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

5678

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5679

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5680

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5682

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

5683

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5684

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

5685

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

5686

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5687

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5688

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5689

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5693

COMPASS BANK

701 32ND STREET, SOUTH

BIRMINGHAM

35296-0000

(***)†

62001186

5694

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5695

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5696

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5697

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5698

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

282

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5700

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5705

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5706

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5707

FIRST CITIZENS BANK

PO BOX 27131

RALEIGHT

27611-7131

(***)†

53100300

5708

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5710

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5711

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5712

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5713

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5714

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

5716

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5717

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5719

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

5720

ZION FIRST NATIONAL BANK

ONE SOUTH MAIN

SALT LAKE CITY

84111-0000

(***)†

124000054

5722

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5724

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5725

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

5727

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5728

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5730

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

5731

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5732

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5734

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5735

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

5736

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5737

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5738

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5739

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5741

FIRST CITIZENS BANK

PO BOX 27131

RALEIGHT

27611-7131

(***)†

53100300

5743

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5744

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5745

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5746

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5747

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5752

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5753

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

283

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5754

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5756

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

5758

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

5759

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5760

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5762

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5763

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5766

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5767

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5768

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5769

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5770

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5773

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5776

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5778

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5779

COLE TAYLOR BANK

1542 WEST 47TH STREET

CHICAGO

60609-0000

(***)†

71000343

5780

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5781

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5782

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5783

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5784

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

5785

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

5786

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

5787

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

5788

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5789

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5790

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

5791

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5792

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5793

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

5794

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

5796

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

5797

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

5798

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

5799

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6006

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

284

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

6014

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6015

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6018

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6019

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6022

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6034

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6035

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

6036

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

6043

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6044

CHEVY CHASE BANK

7101 DEMOCRACY BLVD

BETHESDA

20817-0000

(***)†

255071981

6050

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6062

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

6065

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6106

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6118

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6125

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

6127

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6134

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6141

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6142

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6144

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6149

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6150

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6152

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6153

UNITED BANK

500 VIRGINIA STREET

CHARLESTON

25301-2135

(***)†

51900395

6157

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6158

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6163

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6164

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6167

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

6168

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6169

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6174

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6178

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6179

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6180

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

285

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

6182

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6183

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6184

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6185

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6186

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6187

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6190

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6191

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6194

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6198

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6199

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6200

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6201

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6203

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6207

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

6208

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6209

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

6210

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

6213

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6214

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6217

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6219

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6223

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6224

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6227

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6230

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6232

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6236

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6237

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6240

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6242

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6243

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6246

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6248

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6249

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6251

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

286

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

6253

COMERICA BANK

500 WOODWARD AVE

DETROIT

48226-0000

(***)†

72000096

6254

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6257

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6259

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6260

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6261

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6262

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6264

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6265

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6266

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6267

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6271

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

6277

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6278

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6281

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6284

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

6285

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6287

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

6293

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6294

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6295

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

6297

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6301

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

6303

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6306

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6308

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6309

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6312

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6317

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6322

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6324

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6325

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6327

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6328

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6329

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6334

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

287

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

6335

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

6337

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6338

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6339

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6342

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6343

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

6344

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6346

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

6347

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6349

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6353

SOVEREIGN BANK

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

231371663

6357

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6358

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

6359

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6361

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6363

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6365

SUNTRUST BANK

25 PARK PLACE

ATLANTA

30303-0000

(***)†

66000604

6366

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6367

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6374

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6375

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6381

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

6382

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

6385

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6386

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6389

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6391

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6392

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6396

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

6397

SKY BANK

310 S. MAIN STREET

BYRAN

43506-0000

(***)†

41201936

6399

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6401

PNC BANK

620 LIBERTY AVE

PITTSBURGH

15222-0000

(***)†

43000096

6402

BRANCH BANKING AND TRUST CO.

300 SUMMERS STREET

CHARLESTON

25301-0000

(***)†

51503394

6407

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6411

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6414

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

288

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

6415

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6417

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6418

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

6422

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6423

FIRST CITIZENS BANK

PO BOX 27131

RALEIGHT

27611-7131

(***)†

53100300

6428

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6429

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6430

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6432

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6441

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6442

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

6445

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6446

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

6447

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6448

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6450

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6451

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6452

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6453

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6454

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6457

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6458

SOVEREIGN BANK OF NEW ENGLAND

1130 BERSHIRE BLVD

WYOMISSING

19610-0000

(***)†

11075150

6459

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6460

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

6463

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6464

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

6467

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

6471

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6472

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6473

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6476

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6478

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6479

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6480

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6485

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

6486

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

289

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

6487

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6488

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6489

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6493

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6495

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

6496

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6513

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6515

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6517

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6518

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

6523

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

6524

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6527

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6530

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6531

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6532

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6534

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6536

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6542

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6546

M & I BANK, OF WI

4726 EAST TOWNE BLVD

MADISON

53704-0000

(***)†

75000051

6548

STANDARD FEDERAL BANK

540 W. MADISON

CHICAGO

60661-0000

(***)†

72000805

6549

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6552

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6553

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6556

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6559

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545

6565

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

6567

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6568

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6569

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6570

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

6573

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

6574

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6575

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

6577

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6578

JPMORGAN CHASE BANK

525 WEST MONROE

CHICAGO

60661-0239

(***)†

124001545


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

290

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

6580

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6581

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6584

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6585

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6586

CITIZENS BANK RHODE ISLAND

ONE CITIZENS PLAZA

PROVIDENCE

02903-1339

(***)†

11500120

6587

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6589

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6592

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

6594

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6595

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6596

HSBC

452 FIFTH AVE

NEW YORK

10018-0000

(***)†

22000020

6600

KEY BANK

127 PUBLIC SQUARE

CLEVELAND

44114-1306

(***)†

41001039

6601

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6612

M & T BANK

25 SOUTH CHARLES STREET

BALTIMORE

21201-0000

(***)†

52000113

6625

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6631

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6634

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6637

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6641

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6643

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6646

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6648

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6650

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6662

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6680

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

6682

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6683

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6685

US BANK

918 17TH STREET

DENVER

80202-0000

(***)†

123000848

6686

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6687

ABN-AMRO BANK / LASALLE

135 SOUTH LASALLE STREET

CHICAGO

60603-0000

(***)†

71000505

6689

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6690

FIRST TENNESSEE BANK

165 MADISON AVE

MEMPHIS

38103-2723

(***)†

84000026

6692

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6693

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6694

HARRIS BANK

111 WEST MONROE STREET

CHICAGO

60603-0000

(***)†

71000288

6695

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

291

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

6696

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

6698

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

6699

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6700

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6710

BANK OF AMERICA

901 MAIN STREET

DALLAS

75202-0000

(***)†

111000012

6711

National City Bank

155 EAST BROAD STREET

COLUMBUS

43251-0077

(***)†

72000915

6715

REGIONS BANK

PO BOX 10247

BIRMINGHAM

35202-0000

(***)†

62005690

6716

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

6718

FIFTH THIRD

38 FOUNTAIN SQUARE PLAZA

CINCINNATI

45202-0000

(***)†

42000314

6720

CAPITAL ONE

313 CARONDELET

NEW ORLEANS

70161-0000

(***)†

65000090

6721

IBC

816 CONGRESS AVE

AUSTIN

78701-0000

(***)†

114902528

6722

WELLS FARGO

120 S CENTRAL AVE

ST LOUIS

63105-0000

(***)†

121000248

6724

UMB BANK

PO BOX 419226

KANSAS CITY

64141-6226

(***)†

101000695

6727

BANCFIRST

101 NORTH BROADWAY

OKLAHOMA CITY

73102-0000

(***)†

103003632

6728

WACHOVIA BANK

401 SOUTH TRYON STREET

CHARLEOTTE

28288-5710

(***)†

53000219

Individual Store Accounts

RCB BANK

122000 E 96TH ST NORTH

OWASSO

74055-0000

(***)†

103112594

CLINTON NATIONAL BANK

235 6TH AVE SOUTH

CLINTON

52732-0000

(***)†

73900441

COMMERCE BANK OF WICHITA

1250 S WOODLAWN

WICHITA

67218-0000

(***)†

101100540

PEOPLES STATE BANK

445 S LEWIS

TULSA

74110-0000

(***)†

103908669

117

SIMMONS FIRST NATIONAL BANK

501 MAIN STREET

PINE BLUFF

71601-4398

(***)†

82900432

121

AMERICAN BANK OF TEXAS

2011 TEXOMA PKWY

SHERMAN

75091-0000

(***)†

111901645

131

FIRST WESTERN BANK & TRUST

900 SOUTH BROADWAY

MINOT

58702-1090

(***)†

91310440

133

TOWN & COUNTRY BANK

524 N 30TH ST

QUINCY

62301-0000

(***)†

81200573

160

CENTRAL NATIONAL BANK

PO BOX 700

JUNCTION CITY

66441-0000

(***)†

101101293

164

FARMERS BANK & TRUST

1017 HARRISON ST.

GREAT BEND

67530-0000

(***)†

101107080

177

CHILLICOTHE STATE BANK

600 WASHINGTON

CHILLICOTHE

64601-0000

(***)†

101901419

202

CITIZENS BANK AND TRUST

P O BOX 659

PLAQUEMINE

70765-0000

(***)†

65403150

209

FIRST BANK OF WEST TEXAS

1 VILLAGE DRIVE

ABILENE

79606-0000

(***)†

111323731

217

FIRST NATIONAL BANK OF CRESTVIEW

2541 HWY 85 SOUTH

CRESTVIEW

32536-0000

(***)†

63206139

236

THE CITIZENS BANK OF PERRY

PO BOX 1247

PERRY

32348-0000

(***)†

63106501

260

LAREDO NATIONAL BANK

218 S. ZARZAMORA

SAN ANTONIO

78207-0000

(***)†

114900313

280

INTER NATIONAL BANK

P O DRAWER 1100

WESLACO

78599-0000

(***)†

114915272

281

SUMMIT BANK

600 S MAIN STREET

HOPE

71801-0000

(***)†

82901871

308

ARVEST BANK

201 N BROADWAY

SHAWNEE

74802-1089

(***)†

103100328


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

292

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

314

SABINE STATE BANK & TRUST

737 KEYSER AVE

NATCHITOCHES

71457-0000

(***)†

111102059

328

BANCORP SOUTH

2173 HWY 72 EAST

CORINTH

38834-0000

(***)†

84201278

337

FIRST BANK

1325 HIGHWAY 4 BYPASS

CAMDEN

71701-0000

(***)†

82902320

376

HANCOCK BANK

PO BOX 4019

GULFPORT

39502-0000

(***)†

65503681

429

FIDELITY BANK

11411 E. KELLOGG

WICHITA

67207-0000

(***)†

301171353

493

MID FIRST BANK

P.O. BOX 308

MUSTANG

73064-0000

(***)†

303087995

607

INTRUST BANK-NORTH

2005 W 21ST N

WICHITA

67203-0000

(***)†

101100029

614

FIRST STATE BANK OF ALTUS

721 N MAIN

ALTUS

73522-0979

(***)†

103108249

615

FIRST NATIONAL BANK

P.O. BOX 272

BERRYVILLE

72616-0000

(***)†

82905505

664

BANK AND TRUST COMPANY

401 NORTH MADISON STREET

LITCHFIELD

62056-0000

(***)†

81903537

668

CHICKASHA BANK & TRUST COMPANY

PO BOX 1307

CHICKASHA

73023-0000

(***)†

103101699

710

CORNERSTONE BANK

1727 EAST 23RD STREET

COLUMBUS

68601-0000

(***)†

104900349

740

VISON BANK

BOX 669

ADA

74821-0000

(***)†

103101026

782

AMERICAN HERITAGE BANK

PO BOX 1408

SAPULPA

74067-1408

(***)†

103100616

783

FIRST NATIONAL OF DANVILLE

ONE TOWNE CENTER

DANVILLE

61832-0000

(***)†

71100858

835

FIRST BANK

1405 N ILLINOIS

WATERLOO

62298-0000

(***)†

81009428

886

CITIZENS BANK & TRUST COMPANY

PO BOX 1117

OKMULGEE

74447-1117

(***)†

103101084

888

LINCOLN STATE BANK

3131 SOUTH 13TH STREET

MILWAUKEE

53215-0000

(***)†

75000734

899

WOODFOREST NATIONAL BANK

220 N US HIGHWAY 175

SEAGOVILLE

75159-1839

(***)†

113008465

948

GUARANTY BOND BANK

2317 S JEFFERSON AVE

MT PLEASANT

75456-1158

(***)†

111915327

982

AMERICAN NATIONAL BANK

PO BOX 40

TERRELL

75160-0000

(***)†

111901519

1135

RANGE BANK

3195 WRIGHT STREET

MARQUETTE

49855-0000

(***)†

91101950

1161

WESTMINSTER UNION BANK

400 NORTH CENTER STREET

WESTMINSTER

21157-0189

(***)†

55000657

1187

MB FINANCIAL BANK

1618 WEST 18TH STREET

CHICAGO

60608-3996

(***)†

71001737

1197

FIDELITY BANK

GREENRIDGE PLAZA

SCRANTON

18509-0000

(***)†

31303129

1207

SUMMIT BANK

PO BOX 647

MAGNOLIA

71752-0000

(***)†

82901871

1215

FIRST BANK & TRUST

204 E LAMAR ST

JASPER

75951-0000

(***)†

113122804

1216

FIRST BANK OF THE DELTA

425 PLAZA

WEST HELENA

72390-0507

(***)†

84100638

1221

ALLIANCE BANK

1 MADISON ST

HAMILTON

13346-0000

(***)†

21303511

1241

BANCORP SOUTH

2173 HWY 72 EAST

CORINTH

38834-0000

(***)†

84201278

1242

FIRST BANK & TRUST

1009 NORTH UNIVERSITY

NACOGDOCHES

75961-0000

(***)†

113122804

1331

UNION BANK

8959 EAST HIGHWAY 40

KANSAS CITY

64129-0000

(***)†

101001500

1362

SEAWAY NATIONAL BANK

645 EAST 87TH STREET

CHICAGO

60619-0000

(***)†

71001216

1417

SHORE BANK

7054 JEFFREY BLVD

CHICAGO

60649-2096

(***)†

71004226

1440

FIRST NATIONAL BANK

9343 ALEMEDA AVE

EL PASO

79917-0000

(***)†

112319524

1556

CHITTENDEN BANK

99 DORSETT STREET

SOUTH BURLINGTON

05403-0000

(***)†

11600062


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

293

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

1559

ALL AMERICA BANK

200 SOUTH ROCKWELL AVE

OKLAHOMA CITY

73128-0000

(***)†

103001456

1628

FIRST AMERICAN BANK

1818 WEST JEFFERSON STREET

JOLIET

60435-0000

(***)†

71922777

1680

UNITED COMMUNITY BANK

4000 APPALACHIAN HWY

BLUE RIDGE

30513-0000

(***)†

61103454

1711

FIRST NATIONAL BANK

4001 W 41ST STREET

SIOUX FALLS

57117-5186

(***)†

91400020

1720

CROSSROADS BANK

2000 SOUTH BANKER STREET

EFFINGHAM

62401-0000

(***)†

81224122

1729

FIRST MIDWEST BANK

2806 N. VERMILLION STREET

DANVILLE

61832-0000

(***)†

71901604

1749

NORTH SHORE BANK

1600 MILLER TRUNK HWY

DULUTH

55811-0000

(***)†

91900106

1776

FIRST MIDWEST BANK

3500 GRANT ST.

GARY

46408-0000

(***)†

71900883

1783

STAR FINANCIAL BANK

2948 SOUTH WESTERN AVE

MARION

46953-0000

(***)†

74901672

1805

FIRST CITIZENS BANK OF BUTTE

3220 HARRISON AVENUE

BUTTE

59701-3149

(***)†

92901489

1867

UNITED BANK

1501 NORTH BROAD STREET

PHILADELPHIA

19122-0000

(***)†

36002810

2015

FIRST NATIONAL BANK

4001 W 41ST STREET

SIOUX FALLS

57117-5186

(***)†

91400020

2057

UMB BANK

PO BOX 5008

COLORADO SPRINGS

80903-1899

(***)†

107001067

2060

FARMERS BANK & TRUST

400 WEST MAIN STREET

BLYTHEVILLE

72316-0688

(***)†

84101051

2081

PROSPERITY BANK

100 SOUTH WACHINGTON

BEEVILLE

78102-5622

(***)†

113122655

2101

TEXAS BANK

PO BOX 1429

BROWNWOOD

76804-0000

(***)†

111902424

2103

FIRST STATE BANK

PO BOX 10

GAINESVILLE

76241-0010

(***)†

111901467

2107

FIRST NATIONAL OF NORTH PLATTE

PO BOX 10

NORTH PLATTE

69103-0000

(***)†

104900721

2114

LAREDO NATIONAL BANK

PO BOX 736

LAREDO

78042-0000

(***)†

114907329

2116

BROADWAY BANK

1177 NE LOOP 410

SAN ANTONIO

78217-0001

(***)†

114021933

2118

CHEMICAL BANK WEST

1408 NORTH MITCHELL STREET

CADILLAC

49601-0000

(***)†

72404948

2125

AMERICAN BANK

PO BOX 154068

WACO

76715-4068

(***)†

111900604

2128

LAREDO NATIONAL BANK

218 S. ZARZAMORA

SAN ANTONIO

78207-0000

(***)†

114900313

2130

FIRST STATE BANK

4351 VENTURE DRIVE

PERU

61354-0000

(***)†

71921532

2161

FIRST BANK & TRUST

P O BOX 1687

CLEVLAND

77328-1687

(***)†

113122804

2201

WOODFOREST NATIONAL

PO BOX 24459

HOUSTON

77229-4459

(***)†

113008465

2216

BROADWAY BANK

5960 NORTH BROADWAY

CHICAGO

60660-0000

(***)†

71002419

2243

SEAWAY NATIONAL BANK

645 E 87TH ST

CHICAGO

60619-0000

(***)†

71001216

2265

ALLIANCE BANK

100 W JEFFERSON

SULPHUR SPRINGS

75483-0500

(***)†

111901975

2277

FIRST BANK

7710 LIMONITA AVE

RIVERSIDE

92509-0000

(***)†

122239131

2294

BANCO POPULAR OF CHICAGO

4000 W NORTH AVE

CHICAGO

60649-0000

(***)†

71924458

2296

WEATHERFORD NATIONAL BANK

101 COLLEGE PARK DR

WEATHERFORD

76086-0000

(***)†

111914218

2299

FIRST STATE BANK

PO BOX 471

ATHENS

75751-0000

(***)†

111921777

2300

FROST BANK

PO BOX 546

ALAMO

78516-0546

(***)†

114000093

2306

LAKE CITY BANK

4202 ELKHART RD

GOSHEN

46526-0000

(***)†

74903719

2320

KEWANEE BANKING CENTER

635 SOUTH TENNEY STREET

KEWANEE

61443-0408

(***)†

71107987


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

294

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

2365

FIRST STATE BANK

P.O. BOX 1277

LIVINGSTON

77351-0000

(***)†

113105465

2393

ALBANY BANK & TRUST CO.

3400 W LAWRENCE AVE

CHICAGO

60625-0000

(***)†

71004446

2394

STANDARD BANK & TRUST

PO BOX 17170

CHICAGO

60617-0170

(***)†

71909363

2396

SEAWAY NATIONAL BANK

645 E 87TH ST

CHICAGO

60619-0000

(***)†

71001216

2443

NBC BANK

PO BOX 10249

ENID

73706-0249

(***)†

103112523

2453

AMEGY BANK OF TEXAS

PO BOX 27459

HOUSTON

77227-7459

(***)†

113011258

2462

FOUNDERS BANK

6825 WEST 111TH STREET

WORTH

60482-0000

(***)†

71923213

2514

FIRST NATIONAL BANK

515 MCCASSLIN BLVD

LOUISVILLE

80027-0000

(***)†

107001960

2520

PEOPLES STATE BANK

9252 JOS CAMPEAU AVE

HAMTRAMCK

48212-0000

(***)†

72406768

2540

SUBURBAN BANK & TRUST CO.

PO BOX 419

ELMHURST

60126-0419

(***)†

71924513

2561

HUNTINGTON FEDERAL SAVINGS BANK

P.O.BOX 239

HUNTINGTON

25707-0239

(***)†

251573234

2562

TEXAS COASTAL BANK

6731 SPENCER HWY

PASADENA

77508-0000

(***)†

113013117

2640

TD BANKNORTH

401 VALLEY BROOK AVE

LYNDHURST

07071-0000

(***)†

21201503

2688

WHITNEY BANK

2402 NORTH MAIN

HOUSTON

77009-0000

(***)†

113000968

2701

FIRST NATIONAL BANK OF ALAMOGORDO

414 10TH STREET

ALAMOGORDO

88310-0000

(***)†

112202123

2802

CENTRAL BANK

238 MADISON

JEFFERSON CITY

65102-0000

(***)†

86500634

2810

MERCHANT MARINE BANK

2235 HWY 90

GAUTIER

39553-0188

(***)†

65301362

2853

WESBANCO BANK

100 MALL RD

STEUBENVILLE

43952-0000

(***)†

43401190

2860

FIRST NATIONAL BANK

2807 TEXAS AVE

BRYAN

77802-0000

(***)†

113102303

2875

FT DAVIS STATE BANK

PO BOX 1808

FT DAVIS

79734-0000

(***)†

112314066

2896

BANGOR SAVINGS

366 MAIN STREET

WATERVILLE

04901-0000

(***)†

211274382

2905

NORWAY SAVINGS BANK

47 TOPSHAM FAIR MALL ROAD

TOPSHAM

04086-0000

(***)†

211274515

2974

BOONE COUNTY NATIONAL BANK

8TH & BROADWAY

COLUMBIA

65205-0000

(***)†

81500859

3008

TRI-COUNTIES BANK, OF CA

1950 E. 20TH ST. SUITE 725

CHICO

95928-0000

(***)†

121135045

3071

BERKSHIRE BANK

39 CHESHIER RD

PITTSFIELD

01202-1308

(***)†

211871691

3114

COLUMBUS BANK & TRUST

PO BOX 120

COLUMBAS

31902-0000

(***)†

61100606

3122

NORTHWEST BANK & TRUST CO.

100 E KIMBERLY RD

DAVENPORT

52808-8001

(***)†

73900182

3126

FIRST COLUMBIA BANK

PO BOX 240

BLOOMBURG

17815-0000

(***)†

31305936

3145

SUSQUEHANNA BANK

704 FOXCROFT AVE NORTH

MARTINSBURG

25402-1627

(***)†

55000259

3233

ELMIRA SAVINGS BANK

3300 CHAMBERS ROAD

HORSEHEADS

14845-0000

(***)†

221370399

3251

PROVIDENT BANK

895 BERGEN AVE

JERSEY CITY

07306-4397

(***)†

221272303

3306

VALLEY NATIONAL BANK

76 CENTRAL AVE

CLARK

07066-0000

(***)†

21201383

3339

FIDELITY BANK & TRUST

14545 WAX RD

BATON ROUGE

70818-0000

(***)†

265472415

3345

CENTIER BANK

7760 EAST 37 AVE

HOBART

46342-0000

(***)†

71902878

3350

LIBERTY BANK OF ARKANSAS

3000 EAST HIGHLAND AVE

JONESBORO

72401-0000

(***)†

84108795

3396

LAREDO NATIONAL BANK

218 S. ZARZAMORA

SAN ANTONIO

78207-0000

(***)†

114900313


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

295

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

3399

VALLEY NATIONAL BANK

76 CENTRAL AVE

CLARK

07066-0000

(***)†

21201383

3439

PEOPLES BANK

314 HIGH STREET

HOLYOKE

01040-0000

(***)†

211871772

3489

BANK FINANCIAL

3443 WEST TOUHY AVE

LINCOLNWOOD

60645-0000

(***)†

271972899

3549

CITIZENS FIRST NAT'L BANK

DRAWER 1227

STORM LAKE

50588-0000

(***)†

73903516

3554

TRUST COMPANY BANK

PO BOX 1082

SCHENECTADY

12301-1082

(***)†

21300912

3586

ARVEST BANK

2029 W KNOSHA

BROKEN ARROW

74012-0000

(***)†

103112976

3621

AMERICANA COMMUNITY BANK

115 1ST STREET NE

MEDFORD

55049-0000

(***)†

91901969

3632

MIDCOUNTRY BANK

502 NORTH COMMERCIAL STREET

HARRISBURG

62946-0297

(***)†

81204265

3688

FIRST NATIONAL BANK OF PA

805 LOGAN BLVD

HOLIDAYSBURG

16635-0000

(***)†

43318092

3737

UNION STATE BANK OF FARGO

901 40TH STREET SW

FARGO

58106-9399

(***)†

91310576

3784

BROOKLYN FEDERAL SAVINGS

1752 VETERANS HWY

ISLANDIA

11722-0000

(***)†

226072346

3795

SUSQUEHANNA BANK

704 FOXCROFT AVE NORTH

MARTINSBURG

25402-1627

(***)†

55000259

3825

RICHMOND COUNTY SAVINGS BANK

2595 HYLAN BLVD

STATEN ISLAND

10306-0000

(***)†

226071004

3827

EXCHANGE BANK

499 STONY POINT RD

SANTA ROSA

95401-0000

(***)†

121101985

3857

WOODFOREST NATIONAL BANK

3240 WILKINSON BLVD

CHARLEOTTE

28208-0000

(***)†

53112592

3887

FARMERS & MERCHANTS BANK

2225 PINE TREE RD

MARINETTE

54143-0000

(***)†

75901037

3916

CANANDAIGUA NATIONAL BANK, OF NY

338 EASTVIEW MALL

VICTOR

14564-0000

(***)†

22303659

3959

HONESDALE NATIONAL BANK

PO BOX 350

HONESDALE

18431-0350

(***)†

31308535

3965

FIRST COMMONWEALTH BANK

PO BOX 400

INDIANA

15701-0400

(***)†

43306826

3974

TD BANKNORTH

1458 LAKESHORE DRIVE

GILFORD

03249-0000

(***)†

11400071

3984

TRUST COMPANY BANK

CURRY ROAD SHOPPING CENTER

ROTTERDAM

12306-0000

(***)†

21300912

4039

RABOBANK

346 ALTA STREET

GONZALES

93926-0000

(***)†

122238420

4117

LINCOLN SAVINGS BANK

225 WEST VIKING RD

CEDAR FALLS

50613-0000

(***)†

73905527

4119

VALLEY NATIONAL BANK

76 CENTRAL AVE

CLARK

07066-0000

(***)†

21201383

4125

WAYNE BANK

717 MAIN STREET

HONESDALE

18431-0000

(***)†

31308548

4130

ALAMOSA NATIONAL BANK

2225 W MAIN ST.

ALAMOSA

81101-0000

(***)†

102100853

4145

NEWTOWN SAVINGS BANK

250 S. MAIN STREET

NEWTOWN

06470-0000

(***)†

221172296

4185

CAPITAL CITY BANK

PO BOX 900

TALLAHASSEE

32302-0900

(***)†

63100688

4195

ENTERPRISE BANK & TRUST CO.

674 BOSTON RD

BILLERICA

01821-0000

(***)†

11302742

4267

DOLLAR BANK

1709 RT 222

CRANBERRY TOWNSHIP

16066-0000

(***)†

243074385

4376

UNION BANK

1988 MEMORIAL DR

ST. JOHNSBURY

05819-0000

(***)†

11601100

4412

FIRST NATIONAL BANK

2271 LEBANON MALL

LEBANON

17042-0000

(***)†

31311632

4437

PARKWAY BANK

951 MEACHAM RD

ELK GROVE VILLAGE

60007-3672

(***)†

71908160

4442

HIGHLAND BANK

322 WEST MARKET

MINNEAPLIS

55425-0000

(***)†

91916378

4460

FIRST AMERICAN BANK

3221 W. 87TH

EVERGREEN PARK

60805-0000

(***)†

71922777

4482

CITIBANK

5801 SUNRISE HWY

HOLBROOK

11741-0000

(***)†

21000089


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

296

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

4529

FIRST NATIONAL BANK PA

576 GALLERIA DR

JOHNSTOWN

15904-0000

(***)†

43318092

4551

BANKNORTH

969 RIVERDALE STREET

WEST SPRINGFIELD

01089-0000

(***)†

211370545

4600

AMERICAN BANK OF TEXAS

2011 TEXOMA PKWY

SHERMAN

75091-0000

(***)†

111901645

4601

APPLE BANK

943 CARMANS RD

MASSAPEQUA

11758-0000

(***)†

226070584

4615

RABOBANK

346 ALTA STREET

GONZALES

93926-0000

(***)†

122238420

4651

BANK OF SULLIVAN

328 E S. SERVICE ROAD

SULLIVAN

63080-0000

(***)†

81905302

4685

BANK PLUS

951 MEMORIAL BLVD

PICAYUNE

39466-0000

(***)†

65301948

4698

MILFORD NATIONAL BANK

286 HARTFORD AVE

BILLINGHAM

02019-0000

(***)†

11303327

4773

SALEM FIVE BANK

229 SQUARE ONE MALL

SAUGUS

01970-0000

(***)†

211370558

4788

BANKNORTH

969 RIVERDALE STREET

WEST SPRINGFIELD

01089-0000

(***)†

211370545

4830

TD BANKNORTH

1458 LAKESHORE DRIVE

GILFORD

03249-0000

(***)†

11400071

4837

UNITED BANK

13060 FAIRLAKES BLVD

FAIRFAX

22033-0000

(***)†

56004445

4844

PENNSTAR BANK

685 SCRANTON CARBONDALE HWY

EYNON

18403-1022

(***)†

31312110

4849

TD BANKNORTH

1458 LAKESHORE DRIVE

GILFORD

03249-0000

(***)†

11400071

4883

RBC CENTURA BANK

2805 S HORNER BLVD

SANFORD

27332-0000

(***)†

53100850

4965

BANGOR SAVING BANK

630 BROADWAY

BANGOR

04401-0000

(***)†

211274382

5069

TRAVELERS REST

PO BOX 1067

TRAVERLERS REST

29690-1067

(***)†

53207371

5104

CHITTENDEN BANK

2 BURLINGTON SQUARE

BURLINGTON

05402-0820

(***)†

11600062

5106

STATE BANK OF LONG ISLAND

1055 OLD COUNTRY RD

WESTBURY

11590-0000

(***)†

21401617

5131

TD BANKNORTH

401 VALLEY BROOK AVE

LYNDHURST

07071-0000

(***)†

21201503

5165

ROCKLAND TRUST

2995 CRANBERRY HWY

EAST WAREHAM

02538-0000

(***)†

11304478

5166

LAKE SUNAPEE BANK

345 WASHINGTON STREET

CLAREMONT

03743-0000

(***)†

211770200

5167

THE BANK

125 SOUTH BROADWAY

PENNSVILLE

08070-0000

(***)†

31207636

5184

EASTERN BANK

270 UNION STREET

LYNN

01901-0000

(***)†

11301798

5217

BANK OF LANCASTER COUNTY

886 PLAZA BLVD

LANCASTER

17601-0000

(***)†

31313562

5219

BANCO POPULAR

122 8TH STREET

PASSAIC

07055-0000

(***)†

21272626

5273

ALPINE BANK AND TRUST

PO BOX 10000

GLENWOOD SPRINGS

81601-0000

(***)†

102103407

5287

TD BANKNORTH

194 WEST STREET

KEENE

03431-0000

(***)†

11400071

5298

TALLAHASSEE STATE BANK

2720 WEST TENNESSEE STREET

TALLAHASSEE

32304-0000

(***)†

63109922

5312

RENASANT BANK

PO BOX 150

AMORY

38821-0000

(***)†

84201294

5337

RABOBANK

346 ALTA STREET

GONZALES

93926-0000

(***)†

122238420

5391

MILBURY FEDERAL CREDIT UNION

50 MAIN STREET

MILLBURY

01527-0032

(***)†

211384434

5413

UNION BANK

PO BOX 270

MONTICELLO

71657-0270

(***)†

82901567

5422

SABINE STATE BANK

PO BOX 670

MANY

71449-0000

(***)†

111102059

5471

CENTRAL PROGRESSIVE BANK

PO BOX 5040

SLIDELL

70460-0000

(***)†

65401505

5486

THE FIRST NATIONAL BANK

PO BOX 400

GRANBURY

76048-0000

(***)†

111906161


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

297

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

5487

FIRST MOUNTAIN BANK

PO BOX 6868

BIG BEAR LAKE

92315-0000

(***)†

122238721

5500

FIRST NATIONAL BANK

PO DRAWER F

BASTROP

78602-0000

(***)†

114904953

5507

CENTINEL BANK

512 PAS O EL PUEBLO SUR

TASO

87551-0000

(***)†

107001261

5512

BRIDGEHAMPTON NATIONAL BANK

2488 MONTAUK HWY

BRIDGEHAMPTON

11932-0000

(***)†

21406667

5515

VALLEY NATIONAL BANK

76 CENTRAL AVE

CLARK

07066-0000

(***)†

21201383

5609

SUSQUEHANNA BANK

2951 WHITEFORD RD

YORK

17402-0000

(***)†

31309123

5657

BANK OF HANOVER

1275 YORK RD

GETTYSBURG

17325-0000

(***)†

31306100

5669

CITIZENS NATIONAL BANK

P.O. BOX 4610

SEVIERVILLE

37864-4610

(***)†

64202255

5757

VALLEY NATIONAL BANK

76 CENTRAL AVE

CLARK

07066-0000

(***)†

21201383

6206

NORSTATES BANK

1601 NORTH LEWIS AVENUE

WAUKEGAN

60085-0000

(***)†

71923378

6238

LAPORTE SAVING BANK

1222 STATE RD

LARPORTE

46350-0000

(***)†

271274241

6269

FIRST NATIONAL BANK OF OTTAWA

701 LASALLE STREET

OTTAWA

61350-0000

(***)†

71902399

6307

COMMERCE BANK

1235 BLACKWOOD CLEMENTON ROAD

CLEMENTON

08021-0000

(***)†

31201360

6318

SUN NATIONAL BANK

2080 NEW CASTLE AVE

NEW CASTLE

19899-1551

(***)†

31206420

6368

FIRST SUMMIT BANK

125 DONALD LANE

JOHNSTOWN

15904-0000

(***)†

31316815

6376

FIVE STAR BANK

387 HAMILTON STREET

GENEVA

14456-0000

(***)†

22304030

6388

FIRST NATIONAL BANK OF PA

805 LOGAN BLVD

HOLIDAYSBURG

16635-0000

(***)†

43318092

6410

WILMINGTON SAVINGS FUND SOCIETY

PO BOX 1889

WILMINGTON

19899-0000

(***)†

31100102

6419

WESBANCO BANK

613 MARSHALL STREET

MC MECHEN

26040-0000

(***)†

43400036

6420

PENNSTAR BANK

685 SCRANTON CARBONDALE HWY

EYNON

18403-1022

(***)†

31312110

6544

SEAWAY NATIONAL BANK

645 EAST 87TH STREET

CHICAGO

60619-0000

(***)†

71001216

6554

CHEMICAL BANK WEST

125 NORTH MICHIGAN STREET

BIG RAPIDS

49307-0917

(***)†

72404948

6563

OMEGA BANK

1250 W 4TH STREET

LEWISTOWN

17044-0000

(***)†

31316271

6576

COMMUNITY BANK

830 COUNTY TR 64

ELMIRA

14903-0000

(***)†

21307559

6593

PEOPLES STATE BANK

PO BOX 217

WYALUSING

18853-0000

(***)†

31314503

Collective Licensing Accounts — Other Corporate Accounts

Corp

Colorado Business Bank

2409 W. Main

Littleton

80120

(***)†

107005487

Corp

Colorado Business Bank

2409 W. Main

Littleton

80120

(***)†

107005487

Corp

Colorado Business Bank

2409 W. Main

Littleton

80120

(***)†

107005487

Corp

Colorado Business Bank

2409 W. Main

Littleton

80120

(***)†

107005487

Corp

Colorado Business Bank

2409 W. Main

Littleton

80120

(***)†

107005487


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

298

Payless

Store

Bank Name

Bank Address

City

State

Zip

Phone

Contact

Acct#

ABA #

Group Concentration Account

Corp

BofA

40 Braod Street

Boston

02109

(***)†

111000012

Corp

Colorado Business Bank

2409 W. Main

Littleton

80120

(***)†

107005487

Concentration Account

(***)†

Corp

JP Morgan

300 S. Riverside Pl.

Chicago

60606

(***)†

71000013

Home Office Account

(***)†

Corp

Kay Valley

PO BOX 8009

Topeka

66608-0009

(***)†

101100142

Corp

Wells Fargo

707 Wilshire Blvd., 13th Floor

Los Angeles

90017

(***)†

121000248

Other Corporate Bank Accounts

(***)†

Corp

JP Morgan

300 S. Riverside Pl.

Chicago

60606

(***)†

21000021

Corp

JP Morgan

300 S. Riverside Pl.

Chicago

60606

(***)†

21000021

Corp

JP Morgan Investment Management

500 Stanton Christiana Road 3/OPS3

Newark

19713-2107

(***)†

21000021

Corp

US Bank

1101 Walnut Street, Suite 200

Kansas City

64106

(***)†

101000187

Corp

US Bank

1101 Walnut Street, Suite 200

Kansas City

64106

(***)†

101000187

Corp

US Bank

1101 Walnut Street, Suite 200

Kansas City

64106

(***)†

101000187

Corp

US Bank

1101 Walnut Street, Suite 200

Kansas City

64106

(***)†

101000187

Corp

US Bank

1101 Walnut Street, Suite 200

Kansas City

64106

(***)†

101000187

Corp

US Bank

1101 Walnut Street, Suite 200

Kansas City

64106

(***)†

101000187

Corp

US Bank

1101 Walnut Street, Suite 200

Kansas City

64106

(***)†

101000187

Corp

Wells Fargo

707 Wilshire Blvd., 13th Floor

Los Angeles

90017

(***)†

121000248

Corp

Wells Fargo

707 Wilshire Blvd., 13th Floor

Los Angeles

90017

(***)†

121000248

Corp

Wells Fargo

707 Wilshire Blvd., 13th Floor

Los Angeles

90017

(***)†

121000248

Corp

Wells Fargo

707 Wilshire Blvd., 13th Floor

Los Angeles

90017

(***)†

121000248

Corp

Wells Fargo

707 Wilshire Blvd., 13th Floor

Los Angeles

90017

(***)†

121000248

Corp

Wells Fargo

707 Wilshire Blvd., 13th Floor

Los Angeles

90017

(***)†

121000248

Corp

Wells Fargo

707 Wilshire Blvd., 13th Floor

Los Angeles

90017

(***)†

121000248

Corp

Wells Fargo Capital Mgt.

525 Market Street 10th Floor

San Francisco

90017

(***)†

121000248

Corp

Union Planters Bank

2525 Horizon Lake Drive, Suite 120

Memphis

38133

(***)†

84000084

Corp

Lake Region Bank

3600 Holly Lane, Suite 60

Minneapolis

55447

(***)†

91001322

Corp

Banco Popular

P.O. Box 362708

San Juan

00936-2708

(***)†

21502011

Corp

Banco Popular

P.O. Box 362708

San Juan

00936-2708

(***)†

21502011

Corp

Banco Popular

P.O. Box 362708

San Juan

00936-2708

(***)†

21502011


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

299

Stride Rite


Corporation Authorizing	Bank Name	Account Number	G/L Number	Description/Purpose	Linkage
Stride Rite Children’s Group, Inc.	BofA	(***)†	110 110010000 100073	Checking — letters of credit	ZBA
The Keds Corporation	BofA	(***)†	400 400010000 100073	Checking — letters of credit	ZBA
Stride Rite International Corp.	BofA	(***)†	330 330010000 100073	Checking — letters of credit	ZBA
Sperry Top-Sider, Inc.	BofA	(***)†	410 410010000 100073	Checking — letters of credit	ZBA
The Stride Rite Corporation	BofA	(***)†	990 190010000 100073	Checking — concentration	Parent
Tommy Hilfiger Footwear, Inc.	BofA	(***)†	430 430010000 100073	Checking — letters of credit	ZBA
Stride Rite Sourcing International, Inc.	BofA	(***)†	110 110010000 100120	Checking — Duty pymts via ACH	ZBA
The Stride Rite Corporation	BofA	(***)†	330 330010000 100010	Checking — Int’l receipts	ZBA
The Stride Rite Corporation	BofA	(***)†	100 000010000 150030	Checking — w/comp claims	ZBA
SR/Ecom, Inc.	BofA	(***)†	600 400411000 100010	Checking — keds.com receipts	ZBA
SR/Ecom, Inc.	BofA	(***)†	600 40042000 100010	Checking — g’hops.com receipts	ZBA
SRCG/Ecom, Inc.	BofA	(***)†	610 610200000 100020	Checking — CG.com receipts	ZBA
Saucony/Ecom, Inc.	BofA	(***)†		Checking — Spot bilt.com receipts	ZBA
Stride Rite Children’s Group, Inc.	Fleet Bank — ME	(***)†	100 000010000 100255	Checking — AP/Payments	ZBA
Stride Rite Children’s Group, Inc.	Fleet Bank — ME	(***)†	100 000010000 100041	Checking — P/RPayments	ZBA
Stride Rite Children’s Group, Inc.	Fleet Bank — ME	(***)†	100 000010000 100014	Checking — A/P EFT pymts	ZBA
Stride Rite International Corp	Fleet — London	(***)†	n/a	Checking — GBP Sterling	None


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

300


Corporation Authorizing	Bank Name	Account Number	G/L Number	Description/Purpose	Linkage
The Stride Rite Corporation	Bank of New York	(***)†	n/a	Checking — lead account	Parent
Stride Rite Children’s Group	Bank of New York	(***)†	110 110010000 100072	Checking — letters of credit	ZBA
Stride Rite International Corp.	Bank of New York	(***)†	330 330010000 100072	Checking — letters of credit	ZBA
Sperry Top-Sider, Inc.	Bank of New York	(***)†	410 410010000 100072	Checking — letters of credit	ZBA
The Keds Corporation	Bank of New York	(***)†	400 400010000 100072	Checking — letters of credit	ZBA
Tommy Hilfiger Footwear, Inc.	Bank of New York	(***)†	430 430010000 100072	Checking — letters of credit	ZBA
The Keds Corporation	Bank of America	(***)†	100 000010000 100035	Checking — Atlanta lockbox	Auto ACH
SRL, Inc.	Wilmington Trust Co.	(***)†	360 360010000 100010	Checking	None
SR Holdings Inc.	Wilmington Trust Co.	(***)†	350 350010000 100010	Trust Account	None
Stride Rite Retail Corp.	Mellon Bank	(***)†	510xxxxxxxxx 100050	Checking — stores concen.	Auto ACH
The Keds Corporation	PNC — Bank	(***)†	402 402010000 100101	Checking — petty cash Lvlle	None
The Keds Corporation	Star Bank — Indiana	(***)†	401 401010000 100107	Checking — petty cash Rich	None
Stride Rite Children’s Group, Inc.	1^st Nat’l Huntington	(***)†	101 101010000 100100	Checking — petty Cash Hunt	None
Stride Rite Canada Limited	Toronto Dominion	(***)†	200 200010000 100010	Checking — Canadian $’s	None
Stride Rite Sourcing International	Bank of China	(***)†	310 310010000 100065	Checking — Suzhou expense	None
Stride Rite Sourcing International	Int’l Comm Bk of China	(***)†	310 310010000 100062	Checking — Taichung	None
Stride Rite Sourcing International	Guangdong Dev’l Bank	(***)†	310 310010000 1000067	Checking Zhuhai	None
Stride Rite Children’s Group, Inc.	SunTrust Capital Mkts	(***)†	992 009992000 100091	Investments	None


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

301


Corporation Authorizing	Bank Name	Account Number	G/L Number	Description/Purpose	Linkage
Stride Rite Children’s Group, Inc.	Citizen’s Bank	(***)†	992 009992000 100091	Investments	None
Stride Rite Children’s Group, Inc.	RBC Dain Rauscher	(***)†	992 009992000 100091	Investments	None
Stride Rite Children’s Group, Inc.	Smith Barney	(***)†	992 009992000 100091	Investments	None
Stride Rite Children’s Group, Inc.	Calvert	(***)†	992 009992000 100091	Investments	None
SR Holdings, Inc.	RBC Dain Rauscher	(***)†	992 009992000 100091	Investments	None
Stride Rite Children’s Group, Inc.	Smith Barney	(***)†	n/a	Stock option activity	None
Saucony UK, Inc.	BofA	(***)†	992 009992000 100061	Checking — UK Wind down	None
Saucony, Inc.	HSBC	(***)†	700 700010000 100010	Checking	None
Saucony, Inc.	PNC	(***)†	700 700010000 100035	Checking	None
STS/Ecom, Inc.	BofA	(***)†	620 620010000 100010	Checking	None


(***)†		This informiaton has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.

302

Schedule 5.19
Permitted Indebtedness

Maturity

Debt

Debtor

Date

Amount

Currency

External Debt

8.25% Senior Subordinated Notes due 2013

Payless ShoeSource Inc. (DE)

8/1/2013

200,000,000.00

USD

Loan from Promerica Limited Partners

Payless ShoeSource (BVI) Holdings, Ltd.

12/15/2009

2,000,000.00

USD

Loan from Republic Bank of Trinidad & Tobago

Payless ShoeSource of Trinidad Unlimited

9/7/2009

2,000,000.00

USD

Aggregate of various capitalized lease obligations

Payless ShoeSource Inc. (MO)

Various

324,688.93

USD

West Coast DC Tenant Improvement Loan

Payless ShoeSource Distribution Inc.

10/5/2021

1,151,043.79

USD

Letter of Credit — Credit and Guarantee Agreement 4/17/00

Collective Brands Finance, Inc. (f/k/a Payless ShoeSource Finance, Inc.)

Various

25,810,876.00

USD

IRB Series A2002

Payless ShoeSource Inc. (MO)

10/1/2012

8,000,000.00

USD

IRB Series A2000

Payless ShoeSource Inc. (MO)

1/1/2011

4,220,000.00

USD

IRB Series A1998

Payless ShoeSource Inc. (MO)

9/1/2008

2,640,000.00

USD

IRB Series B2000

Payless ShoeSource Distribution Inc.

1/1/2011

4,160,000.00

USD

IRB Series A1999

Payless ShoeSource Distribution Inc.

10/1/2009

1,145,000.00

USD

251,451,608.72

Total External Debt

International Intercompany Debt

Loan from Payless ShoeSource Uruguay SRL

Payless ShoeSource of Ecuador

Demand Note

2,000,000.00

USD

Loan from Payless ShoeSource (BVI) Holdings, Ltd.

Payless ShoeSource Panama

4/1/2008

7,250,000.00

USD

Loan from Payless ShoeSource (BVI) Holdings, Ltd.

Payless ShoeSource Panama

4/1/2008

3,000,000.00

USD

Loan from Payless ShoeSource (BVI) Holdings, Ltd.

Payless ShoeSource Limitada y Compania Limitada

12/7/2009

500,000.00

USD

Loan from Payless CA Management Limited

Payless ShoeSource (BVI) Holdings, Ltd.

12/15/2009

3,000,000.00

USD

Loan from PSS Canada Finance LP

Payless ShoeSource Canada, Inc

1/24/2013

38,075,000.00

CAD

Loan from Saucony, Inc.

Stride Rite Canada, Ltd.

Demand Note

17,000,000.00

USD

70,825,000.00


1.		Letters of credit in the ordinary course of business between Stride Rite and The Bank of New York and Bank of America, N.A. in the principal amount of approximately $6.1 million.

303

Schedule 5.20
Credit Card Processors

Merchant Services Bankcard Agreement, effective as of December 12, 2005, by and between The Stride Rite Children’s Group, Inc., SR/Ecom, Inc. and SRCG/Ecom, Inc., wholly owned subsidiaries of The Stride Rite Corporation, JPMorgan Chase Bank, N.A. and Chase Merchant Services L.L.C.

Agreement for Treasury Services between Stride Rite Corporation and Bank of America dated November 13, 2002.

American Express Card Acceptance Agreement
Payless ShoeSource, Inc. (MO)
Keith Ingenthron
1084 Key West Ave.
St. Louis, MO 63119
Phone: 800-609-9304
Email: keith.e.ingenthron@aexp.com

Discover Merchant Services Agreement
Payless ShoeSource, Inc. (MO)
Ira Simpson
2500 Lake Cook Road 2-3AA
Riverwoods, IL 60015
Phone: 800-229-0058 x576
Email: irasimpson@discoverfinancial.com

BA Merchant Services Agreement, formerly NPC
MasterCard, Visa, JB, EBT, Debit Card processors
Payless ShoeSource, Inc. (MO)
Joseph McEvoy
1231 Durrett Lane
Louisville, KY 40213-2008
Phone: 502-315-2441
Email: joseph.mcevoy@bankofamerica.com

304

Schedule 7.9
Accounting Methods; Fiscal Year

The fiscal year for each Stride Rite domestic entity will be changed to conform to Borrower’s fiscal year, as required by law. Borrower is still examining whether the fiscal year of any Stride Rite foreign entity will be changed, either as a legal requirement or otherwise.


	Organizational
Company	Chart	EIN
The Stride Rite Corporation	41399290	04-1399290
Stride Rite Children’s Group, Inc.	1015284	04-2491044
The Keds Corporation	42677616	04-2677616
Sperry Top-Sider, Inc.	42677615	04-2677615
Stride Rite Sourcing International, Inc.	42677617	04-2677617
SRR, Inc.	2017888	04-2796613
Stride Rite Investment Corporation	42782171	04-2782171
S R Holdings Inc.	2144545	04-2989593
Stride Rite International Corp.	43111232	04-3111232
SRL, Inc.	2267764	06-1325016
Tommy Hilfiger Footwear, Inc.	43315283	04-3315283
SR/Ecom, Inc.	43374293	04-3374293
SRCG/Ecom, Inc.	3764131	45-0534031
STS/Ecom, Inc.	4071197	20-3907823
Saucony, Inc.	41465840	04-1465840
Saucony UK, Inc.	43137847	04-337847
Saucony/Ecom, Inc.	4292944	22-3952827
Keds LLC	3597771	35-2189538
Stride Rite LLC	3597737	35-2189534
SRCG LLC	3597734	35-3189539
Stride Rite International Holdings, Inc.	4255643	61-1525483
Stride Rite International LLC	4252859	61-1525486
Robeez Logistics Inc.	E0533982005-9	98-0471845
Robeez U.S., Inc.	602449259	72-1589676
Robeez US Holdings Inc.	C20675-2004	83-0409654

-309-

Schedule 7.10
Investments

Foreign Subsidiaries


PSS Holdings (for Central and South America)	$	97,543,833.00
Payless ShoeSource Asia Ltd. (for Japan)	$	6,760,000.00
Payless ShoeSource Canada, Inc.	$	43,949,115.00
Other Investments in Foreign Subsidiaries		(1	)

All Other

City of Topeka Industrial Revenue Bonds


• Payless ShoeSource Inc. (MO) Series A2002	$	14,000,000.00
• Payless ShoeSource Inc. (MO) Series A2000	$	10,563,000.00
• Payless ShoeSource Distribution Inc. Series B2000	$	10,393,000.00
• Payless ShoeSource Distribution Inc. Series A1999	$	3,844,000.00
• Payless ShoeSource Inc. (MO) Series A1998	$	13,200,000.00

Projected Commitments

Foreign Subsidiaries PSS Holdings (for Central and South America)


2008	$	14,700,000.00
2009	$	13,500,000.00


(1)		As set forth in the column entitled “Non-Guarantor Subsidiaries” in Note 19 to Payless ShoeSource, Inc. Form 10-Q for the quarter ending May 5, 2007 (such information includes all Puerto Rican subsidiaries).

-310-


JPMORGAN CHASE BANK, N.A., as a Lender
By:	/s/ Patrick J. Fravel
	Name:	Patrick J. Fravel
	Title:	Vice President JP Morgan Chase Bank, N.A.


LASALLE RETAIL FINANCE, a division of LaSalle Business Credit, LLC, as Agent for Standard Federal Bank National Association, as a Lender
By:	/s/ Stephen L. DeMenna
	Name:	Stephen L. DeMenna
	Title:	Managing Director


Annex 1 Form of Deposit Account Control Agreement
Annex 2 Form of Securities Account Control Agreement
Annex 3 Form of Pledge Amendment
Annex 4 Form of Joinder Agreement
Annex 5 Form of Short Form Intellectual Property Security Agreement

Schedule 1 Jurisdiction of Organization; Principal Executive Office
Schedule 2 Pledged Collateral
Schedule 3 Filings
Schedule 3.7(d) Certain Actions
Schedule 4 Location of Inventory and Equipment
Schedule 5 Intellectual Property
Schedule 6 Bank Accounts; Control Accounts
Schedule 7 Commercial Tort Claims


TABLE OF CONTENTS
18.9 Integration			127
18.10 Patriot Act Notice			127
18.11 Amendment and Restatement			127


AGENT: WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company, as Agent and as a Lender
By:	/s/ Jennifer Cann
	Name:	Jennifer Cann
	Title:	Senior Vice President


LENDERS: NATIONAL CITY COMMERCIAL FINANCE, as a Lender
By:	/s/ Daniel O’Rourke
	Name:	Daniel O’Rourke
	Title:	Director


BANK OF AMERICA, N.A., as a Lender
By:	/s/ Joe Curdy
	Name:	Joe Curdy
	Title:	Director


WACHOVIA BANK, NATIONAL ASSOCIATION, as a Lender
By:	/s/ Jeffrey Nitz
	Name:	Jeffrey Nitz
	Title:	Director


CITICORP NORTH AMERICA, INC., as a Lender
By:	/s/ Steve Friedlander
	Name:	Steve Friedlander
	Title:	Senior Vice President


	[ASSIGNOR] , a as Assignor
	By:
		Name:
		Title:

	[ASSIGNEE] , a as Assignee
	By:
		Name:
		Title:


WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company, as Agent
By:
	Name:
	Title:

[COLLECTIVE BRANDS FINANCE, INC. as Borrower
By:
	Name:
	Title:	]²


[ASSIGNEE] _____________		[ASSIGNOR] _____________
a ________, as Assignee		a _________, as Assignor

By:		By:

	Name:		Name:

	Title:		Title:


	Accepted: WELLS FARGO RETAIL FINANCE, LLC, as Agent
	By:
		Name:
		Title:


	COLLECTIVE BRANDS FINANCE, INC., as Borrower
	By:
		Name:
		Title:


Section 7.3 No Waiver by Course of Conduct; Cumulative Remedies			25
Section 7.4 Successors and Assigns			25
Section 7.5 Counterparts			25
Section 7.6 Severability			25
Section 7.7 Section Headings			26
Section 7.8 Entire Agreement			26
Section 7.9 Governing Law			26
Section 7.10 Additional Grantors			26
Section 7.11 Release of Collateral			26
Section 7.12 Reinstatement			26
Section 7.13 Intercreditor Agreement Governs			27
Section 7.14 Delivery of Collateral			27


	Collective Brands Finance, Inc. (f/k/a “Payless ShoeSource Finance, Inc.”), as Borrower
	By:
		Name:
		Title:

	Collective Brands, Inc., (f/k/a “Payless ShoeSource, Inc.”), as Grantor
	By:
		Name:
		Title:

	Collective International, LP, as Grantor Payless Collective GP, LLC, Managing Member
	By:
		Name:
		Title:

	Collective Licensing International, LLC, as Grantor
	By:
		Name:
		Title:


	Dyelights, Inc., as Grantor
	By:
		Name:
		Title:

	Eastborough, Inc., as Grantor
	By:
		Name:
		Title:

	Keds LLC, as Grantor

	By:	The Keds Corporation, its sole member


	By:
		Name:
		Title:

	Payless Collective GP, LLC, as Grantor
	By:
		Name:
		Title:

	Payless NYC, Inc., as Grantor
	By:
		Name:
		Title:

	Payless Purchasing Services, Inc., as Grantor
	By:
		Name:
		Title:


	Payless ShoeSource Distribution, Inc., as Grantor
	By:
		Name:
		Title:

	Payless ShoeSource Gold Value, Inc., as Grantor
	By:
		Name:
		Title:

	Payless ShoeSource Leasing, LLC, as Grantor

	By:	Payless ShoeSource, Inc., a Missouri Corporation, its sole member

	By:
		Name:
		Title:

	Payless ShoeSource Merchandising, Inc., as Grantor
	By:
		Name:
		Title:

	Payless ShoeSource Worldwide, Inc., as Grantor
	By:
		Name:
		Title:


	Payless ShoeSource, Inc., a Missouri corporation as Grantor
	By:
		Name:
		Title:

	PSS Canada, Inc., as Grantor
	By:
		Name:
		Title:

	PSS Delaware Company 2, Inc., as Grantor
	By:
		Name:
		Title:

	PSS Delaware Company 3, Inc., as Grantor
	By:
		Name:
		Title:

	PSS Delaware Company 4, Inc., as Grantor
	By:
		Name:
		Title:

	PSS Investment I, Inc., as Grantor
	By:
		Name:
		Title:


	PSS Investment III, Inc., as Grantor
	By:
		Name:
		Title:

	Robeez Logisitics Inc., as Grantor
	By:
		Name:
		Title:

	Robeez US Holdings Inc., as Grantor
	By:
		Name:
		Title:

	Robeez U.S., Inc., as Grantor
	By:
		Name:
		Title:

	San Jose Acquisition Corp., as Grantor
	By:
		Name:
		Title:

	Saucony UK, Inc., as Grantor
	By:
		Name:
		Title:

	Saucony, Inc., as Grantor
	By:
		Name:
		Title:


	Saucony/Ecom, Inc., as Grantor
	By:
		Name:
		Title:

	Shoe Sourcing, Inc., as Grantor
	By:
		Name:
		Title:

	Sperry Top-Sider, Inc., as Grantor
	By:
		Name:
		Title:

	S R Holdings Inc., as Grantor
	By:
		Name:
		Title:

	Stride Rite International Corp., as Grantor
	By:
		Name:
		Title:


	SR/ECOM Inc., as Grantor
	By:
		Name:
		Title:

	SRCG LLC, as Grantor

	By:	Stride Rite Children’s Group, Inc., its sole member

	By:
		Name:
		Title:

	SRCG/ECOM, Inc., as Grantor
	By:
		Name:
		Title:

	SRL, Inc., as Grantor
	By:
		Name:
		Title:

	SRR, Inc., as Grantor
	By:
		Name:
		Title:

	Stride Rite Children’s Group, Inc., as Grantor
	By:
		Name:
		Title:


Acknowledged and Agreed as of the date first above written: Wells Fargo Retail Finance, LLC, as Administrative Agent
By:
	Name:
	Title:


Wells Fargo Retail Finance, LLC, as Administrative Agent
By:
	Name:
	Title:


Accepted and Agreed as of the date first above written: Wells Fargo Retail Finance, LLC, as Administrative Agent
By:
	Name:
	Title:


[A.		REGISTERED COPYRIGHTS

		[Include Copyright Registration Number and Date]

B.		COPYRIGHT APPLICATIONS

C.		COPYRIGHT LICENSES]

[A.		REGISTERED PATENTS

B.		PATENT APPLICATIONS

C.		PATENT LICENSES]

[A.		REGISTERED TRADEMARKS

B.		TRADEMARK APPLICATIONS

C.		TRADEMARK LICENSES]

		[Include complete legal description of agreement (name of agreement, parties and date)]


		Dated: ______________________________
	COLLECTIVE BRANDS FINANCE, INC., as Borrower
	By:
		Name:
		Title:


Acknowledged by: WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company, as Agent
By:
	Name:
	Title:


(***)†		This information has been omitted based on a request for confidential treatment. The omitted portions have been separately filed with the Securities and Exchange Commission.


Lender	Commitments
Wells Fargo Retail Finance	$	82,500,000
Bank of America		60,000,000
JP Morgan Chase		60,000,000
Wachovia Bank		60,000,000
Citi Group		37,500,000
National City Bank		30,000,000
LaSalle Bank		20,000,000

Total	$	350,000,000


Entity		State of Incorporation
PSS International Holdings, Inc.		Cayman Islands
PSS Latin America Holdings		Cayman Islands
San Jose Acquisition Corporation		Massachusetts
Shenzhen footwear Consulting Company		Shenzhen
Stride Rite Canada Limited		Canada
Stride Rite Bermuda LP		Bermuda
Stride Rite UK Limited		UK
Robeez Australia Pty. Ltd.		Australia
Robeez Ltd.		Ireland
Robeez European Sales Ltd.		UK
Robeez (UK) Ltd.		UK
Stride Rite Europe B.V.		Netherlands
Saucony Deutchland Vertriebs GmbH		Germany
Saucony Asia Pacific Limited		Hong Kong


*		In the process of being organized in the noted jurisdiction in connection with the China restructuring. The planned parent of each new subsidiary is set forth above. Upon completion of setting up the organizations, the remaining information for each of these subsidiaries will be provided as required.

	1.		Payless ShoeSource, Inc.’s (a Delaware Corporation) name was changed to Collective Brands, Inc. (a Delaware Corporation).

	2.		Payless ShoeSource Finance Inc.’s (a Nevada Corporation) name was changed to Collective Brands Finance, Inc. (a Nevada Corporation).

	3.		The Stride Rite Corporation was merged into San Jose Acquisition Corp. with The Stride Rite Corporation being the survivor.