X0201 4 2004-03-01 0 0001130950 EXCELLIGENCE LEARNING CORP LRNS 0001270613 IPP99 PRIVATE EQUITY LLC 310 SOUTH STREET MORRISTOWN NJ 07962 0 0 0 1 See General Remarks Common Stock, par value $.01 per share 2004-03-01 4 S 0 2868.0000 5.6375 D 7685.0000 I See footnote Common Stock, par value $.01 per share 2004-03-02 4 S 0 7685.0000 5.8072 D 0 I See footnote Common Stock, par value $.01 per share 2004-03-02 4 S 0 33864.0000 5.8072 D 1010841.0000 D Common Stock, par value $.01 per share 2004-03-03 4 S 0 22194.0000 5.8914 D 988647.0000 D Represents the reporting person's pecuniary interest in shares of the issuer previously owned and disposed of, as applicable, by Educational Simon, L.L.C.("Educational Simon"), a Delaware limited liability company of which the reporting person is the managing member. Following the reported transactions, Educational Simon no longer beneficially owns any shares of common stock of the issuer. On December 9, 2003, Educational Simon effected a distribution of 2,912,806 of the issuer's shares of common stock held by Educational Simon to its members pro rata in accordance with each such member's ownership interest in Educational Simon and without any payment required on the part of such members. As a consequence of such distribution and following the transactions reported hereby, the reporting person beneficially owns 988,647 shares of the issuer's common stock. The reporting person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the issuer's outstandign common stock. IPP99 Private Equity, LLC By: WESKIDS III, L.L.C., its managing member By: Christine Jenkins, Vice President and Secretary 2004-03-03