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Top Hollywood Management Company Joins Foundation 9

Foundation 9 Entertainment Announces Equity Stake and Strategic Partnership with Circle of Confusion

LOS ANGELES AND NEW YORK - May 26, 2005 - Foundation 9 Entertainment and Circle of Confusion, announced today that they have entered into a strategic partnership, with North America's largest independent game developer, Foundation 9, taking an equity interest in the New York and Los Angeles-based feature film management and production company.

Circle of Confusion specializes in developing elevated "genre" material. The company's client roster includes the top names in "genre" material from science fiction to horror to comics, including the Wachowskis (The Matrix Trilogy), writers Gregg Chabot & Kevin Pererka (Reign of Fire), and comic creator and screenwriter Brian Michael Bendis (Powers, Jinx). The production division has set more than 20 projects on studio development slates in the past three years, including Jinx (Universal), with Charlize Theron attached to star, an adaptation of the Terry Brooks novel Magic Kingdom for Sale (Universal) with Stephen Sommers (Van Helsing, The Mummy)set to direct, and Eddie Dickens and the Awful End (Warner Brothers).

Created by the recent merger of Backbone Entertainment and The Collective, Foundation 9 Entertainment develops games for all platforms and genres. Notable forthcoming titles include Marc Ecko: Getting Up Contents Under Pressure and a game based on Star Wars Episode III: Revenge of the Sith, both from the Collective, and Backbone's original title, Death, Jr. which is being published by Konami.

"Cementing our relationship with Circle of Confusion enables us to bring our publishing partners access to some of the top creative talent in the industry," said Foundation 9 CEO Jon Goldman, "as well giving us the ability to create original concepts that extend beyond the videogame industry."

"Our relationship with Foundation 9 will give us the ability to offer another service to our clients," said Circle of Confusion founder Lawrence Mattis. "And of course horror, fantasy, and science fiction, as well as other genre IP is extremely important to the videogame industry! Being able to offer the services of our clients to Foundation 9 and its publishing partners is a great opportunity for everyone involved."

"It's a model that worked extremely well with Death, Jr.," added Foundation 9's Emeryville, CA studio head Mike Mika, the creative force behind Death, Jr. "Working with David Alpert at Circle of Confusion enabled us to bring Death, Jr. to a wide variety of outlets, from a comic book with Image Comics to a toy deal with Gentle Giant, and of course a motion picture."

The partnership with Circle of Confusion is the latest strategic move by the newly-formed Foundation 9, which recently announced it had acquired Eugene, OR-based game developer and technology studio Pipeworks Software.

About Foundation 9 Entertainment, Inc.

Foundation 9 Entertainment is a premier developer of interactive entertainment products and properties, and the largest independent games developer in North America. With studios in the San Francisco Bay Area, Vancouver, Boston, Los Angeles, Newport Beach, Eugene, and Honolulu, Foundation 9 Entertainment is a development powerhouse, uniquely positioned to maximize the value of entertainment properties across all entertainment genres.

Through its studios and core brands, Backbone Entertainment, The Collective, Pipeworks, ImaginEngine, and Digital Eclipse, Foundation 9 Entertainment has worked with the largest names in the game publishing world, including Electronic Arts, Activision, Vivendi-Universal, and Take-Two Interactive. The company creates titles for all age groups and all platforms, through licensed and original IP, as well as contract development and its studios have developed more than 250 titles, including more than 50 in 2004 alone. For more information, please visit: www.F9E.com.

About Circle of Confusion

Founded in 1990, Circle of Confusion is a feature film management and production company with offices in New York and Los Angeles. Circle of Confusion specializes in developing elevated "genre" material. The company is built to self-generate (either through its own library or elsewhere) high concept ideas, develop the feature film version and package talent to ensure success at the studio level. Whether it is breaking new talent or developing projects, Circle works to bridge the gap between the fringes of pop culture and the Hollywood mainstream.

MEDIA CONTACTS:

Nicole Tanner Sean Kauppinen

Foundation 9 Entertainment Kohnke Communications

(510) 547-6101 ext. 457 (415) 777-4000

nicolet@f9e.com sean@kohnkecomm.com

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