X0202 4 2004-04-20 1 0001034379 BLUE RHINO CORP RINO 0001157600 CAMDEN PARTNERS STRATEGIC FUND II A LP ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 1 0 0001160267 CAMDEN PARTNERS STRATEGIC II LLC ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and Fn 3 0001211897 CAMDEN PARTNERS STRATEGIC FUND II B LP ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and Fn 3 0001025664 WARNOCK DAVID L ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 1 0 0 0 0001211899 HUGHES DONALD W ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and Fn 3 0001211913 JOHNSTON RICHARD M ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and Fn 3 0001211905 BERKELEY RICHARD M ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and Fn 3 Common Stock 2004-04-20 4 J 0 1490064.0000 17.0000 D 0 I See Footnote 3 Each share of Common Stock was converted into the right to receive $17.00 in cash and cancelled pursuant to a merger. Mr. Warnock filed a separate Form 4 reflecting stock options disposed of in the merger. Those securities are not included in the 1,490,064 shares reported in this Form 4. CPS Fund II-A and CPS Fund II-B are the direct beneficial owners of 1,406,620 and 83,444 shares, respectively, of Common Stock disposed of pursuant to the merger. Each of CPS Fund II-A and CPS Fund II-B disclaims beneficial ownership of shares of Common Stock owned by the other. CPS II disclaims beneficial ownership of shares of Common Stock owned by CPS Fund II-A and CPS Fund II-B, except to the extent of its pecuniary interest therein. Each Managing Member disclaims beneficial ownership of the shares of Common Stock owned by CPS Fund II-A and CPS Fund II-B, except to the extent of his pecuniary interest therein. This Form 4 is being filed jointly by Camden Partners Strategic II, LLC ("CPS II"), Camden Partners Strategic Fund II-A, L.P. ("CPS Fund II-A") and Camden Partners Strategic Fund II-B, L.P. ("CPS Fund II-B"), and Messrs. David L. Warnock, Donald W. Hughes, Richard M. Johnston, and Richard M. Berkeley. CPS II is the sole general partner of CPS Fund II-A and CPS Fund II-B. Messrs. Warnock, Hughes, Johnston and Berkeley are the managing members of CPS II (the "Managing Members"). In addition to being a Managing Member, Mr. Warnock is a director of the issuer as a designee of CPS Fund II-A and CPS Fund II-B. By Camden Partners Strategic II, LLC, its general partner By Donald W. Hughes, Managing Member 2004-05-04 By Donald W. Hughes, Managing Member 2004-05-04 By Camden Partners Strategic II, LLC, its general partner, By Donald W. Hughes, Managing Member 2004-05-04 By Donald W. Hughes, Attorney-in-Fact 2004-05-04 Donald W. Hughes 2004-05-04 By Donald W. Hughes, Attorney-in-Fact 2004-05-04 By Donald W. Hughes, Attorney-in-Fact 2004-05-04