X0303 4/A 2008-07-10 2008-07-14 0 0001325118 PARENT CO KIDS 0001427640 Laminar Direct Capital, L.L.C. 120 WEST FORTY-FIFTH STREET 39TH FLOOR NEW YORK NY 10036 1 0 1 1 See footnotes 2 and 3. 0001414101 D. E. Shaw Laminar Acquisition Holdings 3, L.L.C. 120 WEST FORTY-FIFTH STREET 39TH FLOOR NEW YORK NY 10036 1 0 1 1 See footnotes 2 and 3. 0001009268 D. E. SHAW & CO, L.P. 120 WEST FORTY-FIFTH STREET 39TH FLOOR NEW YORK NY 10036 1 0 1 1 See footnotes 2 and 3. 0001277502 D. E. SHAW & CO, L.L.C. 120 WEST FORTY-FIFTH STREET 39TH FLOOR NEW YORK NY 10036 1 0 1 1 See footnotes 2 and 3. 0001023870 SHAW DAVID E 120 WEST FORTY-FIFTH STREET 39TH FLOOR NEW YORK NY 10036 1 0 1 1 See footnotes 2 and 3. Common Stock Purchase Warrant 1.6453 2008-07-10 4 J 0 1 A 2008-07-10 2018-07-10 Common Stock 2970009 1 D On July 10, 2008, Laminar Direct Capital, L.L.C. ("LDC") agreed to extend up to $25,000,000 to the Issuer, BabyUniverse, Inc., eToys Direct, Inc., Poshtots, Inc., Dreamtime Baby, Inc., and My Twinn, Inc. (the "Borrowers"), and in connection therewith, the Issuer agreed to issue to LDC a warrant to purchase 2,970,009 shares of common stock of the Issuer at a price per share of $1.6453. The warrant was immediately exercisable upon the closing of the transaction. D. E. Shaw & Co., L.P. ("DESCO LP"), as investment adviser to and managing member of LDC, and as investment adviser to D. E. Shaw Laminar Acquisition Holdings 3, L.L.C. ("Laminar Acquisition"); D. E. Shaw & Co., L.L.C. ("DESCO LLC"), as manager of Laminar Acquisition; and Mr. David E. Shaw ("David E. Shaw") (as president and sole shareholder of D. E. Shaw & Co., Inc., which is the general partner of DESCO LP, and as president and sole shareholder of D. E. Shaw & Co. II, Inc., which is the managing member of DESCO LLC) may be deemed to be the beneficial owners of more than 10% of the Common Stock of the Issuer for purposes of Rule 16a-1(a) of the Securities Exchange Act of 1934. (Continued from footnote 2) In accordance with instruction 4(b)(iv), the entire amount of securities of the issuer that may be deemed to be beneficially owned by LDC, Laminar Acquisition, DESCO LP, or DESCO LLC is reported herein. Each of DESCO LP, DESCO LLC, and David E. Shaw disclaims any beneficial ownership of any of the securities listed in this Form 4, except to the extent of any pecuniary interest therein. The reporting persons also may be deemed, for Section 16 purposes, directors of the Issuer by virtue of DESCO LP employee Lauren Krueger's service as a member of the Issuer's board of directors. None of LDC, Laminar Acquisition, DESCO LP, DESCO LLC, or David E. Shaw serves as a director of the Issuer. This amended Form 4 is being filed to correct a clerical error in one of the signature blocks. A signature block should have been included for D. E. Shaw Laminar Acquisition Holdings 3, L.L.C., not D. E. Shaw Laminar Portfolios, L.L.C. Laminar Direct Capital, L.L.C. By: D. E. Shaw & Co., L.P., as managing member By: /s/ Rochelle Elias, Chief Compliance Officer 2008-07-14 D. E. Shaw Laminar Acquisition Holdings 3, L.L.C. By: D. E. Shaw & Co., L.L.C., as manager By: /s/ Rochelle Elias, Chief Compliance Officer 2008-07-14 D. E. Shaw & Co., L.P. By: /s/ Rochelle Elias, Chief Compliance Officer 2008-07-14 D. E. Shaw & Co., L.L.C. By: /s/ Rochelle Elias, Chief Compliance Officer 2008-07-14 David E. Shaw By: /s/ Rochelle Elias, Attorney-in-Fact for David E. Shaw 2008-07-14