X0303 4 2010-02-17 0000729156 PEOPLES EDUCATIONAL HOLDINGS PEDH 0001424410 Adam Smith Fund, LLC C/O CHERRY TREE INVESTMENTS, INC. 301 CARLSON PARKWAY, SUITE 103 MINNETONKA MN 55305 0 0 1 0 0001477561 Adam Smith Management, LLC C/O CHERRY TREE INVESTMENTS, INC. 301 CARLSON PARKWAY, SUITE 103 MINNETONKA MN 55305 0 0 1 1 see footnote 1, 2 0001301052 Adam Smith Companies, LLC C/O CHERRY TREE INVESTMENTS, INC. 301 CARLSON PARKWAY, SUITE 103 MINNETONKA MN 55304 0 0 1 1 see footnote 1, 2 0001205409 CHRISTIANSON TONY C/O CHERRY TREE INVESTMENTS, INC. 301 CARLSON PARKWAY, SUITE 103 MINNETONKA MN 55305 1 0 1 1 see footnote 1, 2 Common Stock 2010-02-17 4 J 0 36792 0 A 1613915 D These securities are owned directly by Adam Smith Fund, LLC ("Fund"), and indirectly by Adam Smith Management, LLC ("ASM"), as investment manager of the Fund, by Adam Smith Companies, LLC, as manager of ASM, and by Tony J. Christianson as manager of Adam Smith Companies, LLC. The reporting persons disclaim beneficial ownership of the shares reported herein except to the extent of their pecuniary interests in such shares. This report shall not be deemed an admission by any of the reporting persons that it is the beneficial owner of these securities for the purpose of Section 16 or any other purpose. The Fund received 36,792 shares pursuant to in-kind contributions from members of the Fund. Adam Smith Fund, LLC By: /s/ Tony J. Christianson, Manager 2010-02-18 Adam Smith Management, LLC By: /s/ Tony J. Christianson, Manager 2010-02-18 Adam Smith Companies, LLC By: /s/ Tony J. Christianson, Manager 2010-02-18 /s/ Tony J. Christianson 2010-02-18