X0202 4 2006-05-31 0 0000726603 TOUCHSTONE APPLIED SCIENCE ASSOCIATES INC /NY/ TASA 0001025664 WARNOCK DAVID L 500 EAST PLATT STREET SUITE 1200 BALTIMORE MD 21202 1 0 1 0 Series A-1 Convertible Preferred Stock, par value, $.0001 4.5 2006-05-31 4 A 0 1600167 4.5 A 2006-05-31 Common Stock 1600167 1600167 I FN Series A-1 Convertible Preferred Stock, par value, $.0001 4.5 2006-05-31 4 A 0 66500 4.5 A 2006-05-31 Common Stock 66500 66500 I FN The Series A-1 Convertible Preferred Stock is initially convertible into Common Stock on a one-for-one basis but is subject to anti-dilution adjustments as set forth in the Certificate of Designations filed with the Secretary of State of Delaware on May 25,2006. The reported shares are owned directly by Camden Partners Strategic Fund III, L.P., a limited partnership of which Camden Partners Strategic III, LLC is the general partner. The reporting person is the managing member of Camden Partners Strategic Manager, LLC which is the managing member of Camden Partners Strategic III, LLC. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The reported shares are owned directly by Camden Partners Strategic Fund III-A, L.P., a limited partnership of which Camden Partners Strategic III, LLC is the general partner. The reporting person is the managing member of Camden Partners Strategic Manager, LLC which is the managing member of Camden Partners Strategic III, LLC. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. David L. Warnock 2006-06-02