THE WOOFENILL WORKS, INC.

516 EAST 81ST STREET, SUITE #3, NEW YORK, NEW YORK 10028-2530
TEL: (212) 734-2578 FAX: (212) 734-3186
E-MAIL: prymeva@earthlink.net

The Woofenill Works, Inc. is an independent production company composed of the two founders, the Management Team and the Contributing Talent Group. The Contributing Talent Group is composed of a group of individuals and their respective organizations that are specialized, experienced and recognized in the various fields necessary for the creation, development, packaging, production, marketing, licensing and, ultimately, distribution of viable properties for motion pictures. Their list of credits and awards represents a large and successful body of work. However, The Company also utilizes and welcomes new talent.

All of the members of the Contributing Talent Group are "team players" with a commitment to the viability and success of the finished product. In return, The Company provides a flexible, open-minded environment in which they can express themselves to their fullest potential while providing them with a vested interest in the specific projects in which they participate.

WHAT’S NEW

GENESIS

 "GENESIS" is a combination of genres - horror, fantasy and sci-fi - with a unique vision and mythological structure.

An earthbound race, conceived by aliens, is racked by a vicious struggle between two powerful factions. Balanced on the razor’s edge of disaster, a young reluctant hero, whose ancestry is shrouded in mysticism and prophecies, steps forward to challenge the old ways and risks everything to make peace with his gods and forge a place for his people in the world.

The "GENESIS" trilogy is currently being packaged for production with the budget for the first film in the series capped at approximately $40-$50M. The storyline follows the mythical Hero’s Journey as seen in "Star Wars" with magic and characters reminiscent of "Lord of the Rings" and the project has an across-the-board audience appeal.

For more information about the "GENESIS" Project, its licensing and merchandising opportunities, contact The Woofenill Works, Inc. at (212) 734-2578 or E-MAIL: prymeva@earthlink.net

THIS SIDE OF HEAVEN

 The enduring interest in Angels has provided the opportunity to target our film to a broad audience, and its casting reflects that diversity. With a budget cap of $8M, there already is an original soundtrack in addition to a wide range of licensing and merchandising opportunities.

The Company is discussing the lead role of Shari, a Guardian Angel, with a number of young musical personalities. The versatile, multi-talented actor, model, rap artist and TV host, Sam Sarpong, will portray the male lead. For this project, The Woofenill Works is partnering with Ken Tamplin and his company, New Game Media.

For more information regarding "THIS SIDE OF HEAVEN" contact The Woofenill Works, Inc. at (212) 734-2578 or E-MAIL: prymeva@earthlink.net

For more information regarding Ken Tamplin & New Game Media, see the Website: http://www.newgamemedia.com

Click To View The Woofenill Works, Inc.

Management Team

Contributing Talent Group

THE COMPANY'S CONCEPT

The Company's founders, along with the "inside team" that comprises the Board of Directors, envisioned a concept that dates back to the early structure of the industry. In its infancy, the industry's growth was largely due to the formation of consortia of talent, establishing such organizations as United Artists, MCA, Seven Arts and many others.

In today's arena, the industry is generally composed of a group of major studios and, just below this level, a group of mini-majors. These entities are multi-level, vertical and horizontal complexes, encompassing all the elements and requirements of the industry while, at the same time, requiring constant influxes of large amounts of capital to support these complexes of talent, administration, studio operations and general overhead. As a result, we have seen a saturation of "blockbuster" films whose budgets are often staggering; whose marketing requires the use of "star/personalities" demanding extraordinary salaries and other considerations; and whose P&A budgets must be able to saturate the marketplace in order to garner larger shares of the viewing audience to realize profits -- or even recoup their costs. When many of these costs are built into budgets, potential profits can be negated, thus eliminating some additional compensation that might have accrued to some of the talents involved in the production of these films.

In spite of their strength, these large entities have encountered a multiplicity of financial woes and do not possess an exclusive hold on the marketplace. More and more, they have begun to look to emerging and established independents to fulfill their growing need for product, especially quality product that is reasonably budgeted and has mass-market appeal. The growth of the video and cable markets and the coming saturation of even more markets and outlets has created an enormous demand on the industry. Just as important, there is a wealth of material seeking an outlet and a vast pool of talented and experienced individuals and organizations that are not associated with the majors. Many of these individuals and organizations are available to the independents at compensation levels below what might be expected at the studio level. The compensating factor is the ability to create, work and, most important, retain a vested interest in any project in which they participate.

It is this untapped core of talent that is the basis for The Woofenill Works, Inc. The individuals and organizations represented in this Company Profile are a consortium of talented, credited, dedicated and independent professionals who have come together to form a "studio without walls" -- without the requirements, cost factors and overhead that accompany the traditional structures in the industry. Each of the members of the Contributing Talent Group has offered their talents and abilities to The Company and its concept, aware that their involvement in a specific project is accompanied by a commitment to provide them with fair and equitable compensation and a guaranteed vested interest. In addition, they have offered their services to assist others in the Group in furthering their projects, even though they may not be directly involved, the effort being directed for the success of The Company and its projects.

THE COMPANY'S STRUCTURE

The Woofenill Works, Inc. is engaged in the development, production and marketing of full-length, mass-market feature films for theatrical and TV distribution. The majority of its film projects can be categorized as "low-budget" features, generally ranging from $3M up to $25M. However, The Company's Project Base does evidence a number of projects which fall into the category of "studio films" with higher budgets.

THE COMPANY'S MARKETING STRATEGIES

The entertainment industry should be no different from any other business where the end result is a marketable product. Likewise, the key to success is the development and execution of the elements of a sound marketing strategy. The elements below represent The Company's basic approach to an industry that is often referred to as "show business." All too often, many independents -- and some larger organizations -- forget that the term encompasses two distinctive concepts that must work together to achieve any measure of success. The industry is not all glamour, nor is it all business; but a careful, measured blending of both elements. The Company believes that its goals and criteria are representative of this approach, resulting in the minimizing of the risk factors generally associated with the industry along with maximizing all of the areas for potential recoupment and subsequent profits.

HOW THE COMPANY MARKETS

When The Company prepares a marketing package for a specific property, some of the elements included are:
- Brief outline of The Company and its structure.
- Story synopsis and principal character descriptions.
- Letters of Commitment from performers or their designated representatives; and other critical creative and production personnel, where applicable.
- Biographies of performers and/or production personnel committed to the project, where applicable.
- Preliminary detail budget.
- Current draft of screenplay.
- Samples of any specific artwork, graphics, special effects, video demos of the director, performers and other production personnel, sample music demo, etc, where applicable.

Recently, most of The Company's contacts have requested a regular update of the Project Base and, in addition, have not requested marketing packages, preferring to review a script at the early stages of a project's development.

THE COMPANY'S CONTACTS

Over the past few years, The Company has established relationships with Senior Executives -- decision makers -- at the major studios, mini-majors and distributors. In addition, it has established the parameters of potential co-production relationships with major production companies, and companies established by major actors and directors. As a result, The Company's marketing packages and/or scripts are not reviewed by Story Analysts or Story/Script Readers.

COMPANY CREDITS

The following is a brief list of the credits and awards garnered by the Founders, Management Team and Contributing Talent Group of The Woofenill Works.

The listing reflects various categories such as Executive Producer, Production Executive, Producer, Director, Unit Production Manager, Screenwriter, Editor, Post-Production Supervisor, Composer, Director of Photography, Special Make-Up Effects, Costume Designer, Computer Effects, Animator, Animal Action Director, Second Unit Director, Stunt Coordinator, Publicist and various other prime production roles.

AWARDS:

OSCARS - 4; EMMYS - 4; ACE AWARDS - 6; PATSY - 7; VIRA - 2; SATURN - 1; CLIO - 9; LIMA - 2; IRIS - 1; N.Y. & SAN FRANCISCO INTERNATIONAL FILM FESTIVAL GOLD MEDALS -2

MOTION PICTURES:

STRIPES - PLANET OF THE APES - TERMINATOR 2 - E.T. - BABE - BABE, A PIG IN THE CITY - THE POSTMAN - TWELVE MONKEYS - DIE HARD 2 - JURASSIC PARK - THE SANTA CLAUS - JINGLE ALL THE WAY - SPECIES - ERNEST SAVES CHRISTMAS - CASPER - FORREST GUMP - JEEPERS CREEPERS - MISSION: IMPOSSIBLE - CHARLEY'S ANGELS - BATMAN & ROBIN - BATMAN FOREVER - BATMAN RETURNS - WATERWORLD - THE SHADOW - VOLUNTEERS - THE HITCHER - BRAINSTORM - FORCED VENGEANCE - WAR GAMES - MY FAVORITE YEAR - THE YEAR OF LIVING DANGEROUSLY - ENDANGERED SPECIES - KENTUCKY FRIED MOVIE - COMMANDO - THE LAST DETAIL - THE HEART IS A LONELY HUNTER - DEMOLITION MAN - BLESSED ART THOU - HOCUS POCUS - METEOR MAN - TOYS - DRACULA - TOY STORY - MRS. DOUBTFIRE - DIE HARD WITH A VENGEANCE - NINE MONTHS - STRANGE DAYS - JUMANJI - THE LAST OF THE MOHICANS - A RIVER RUNS THROUGH IT - MIGHTY APHRODITE - LEAVING LAS VEGAS - QUIZ SHOW - HOME FOR THE HOLIDAYS - DANCES WITH WOLVES - ALIENS - CLOSE ENCOUNTERS OF THE THIRD KIND - MORTAL KOMBAT: THE JOURNEY BEGINS - MORTAL KOMBAT: DEFENDERS OF THE REALM - THE ULTIMATE GUIDE TO MORTAL KOMBAT - METAMORPHOSIS: THE ALIEN FACTOR - CHILDS PLAY III - BILL & TED'S BOGUS ADVENTURE - NIGHT OF THE LIVING DEAD (RE-RELEASE) - SUPER MARIO BROTHERS: THE MOVIE - SEARCH AND DESTROY - SUPERMAN REBORN - THINNER - VIRUS - SPOOKIES - BEHIND THE DRAGON - BLAZING SADDLES - DUNE - A VIEW TO A KILL - BEETHOVEN - OLD FRIENDS - RAGING BULL -VERTIGO - CLEOPATRA - GOONIES - WHAT'S NEW, PUSSYCAT? - COCKTAIL - HOLY MATRIMONY - STREETS OF FIRE - TURNING POINT - YOUNG FRANKENSTEIN - 2010 - K9 - CONAN THE DESTROYER - "10" - THE BEAR - CUJO - THE MUPPET MOVIE - PRIVATE BENJAMIN - OH GOD, BOOK 2 - KING KONG LIVES - THE GOOD MOTHER - FORT APACHE, THE BRONX - THE BIBLE - THE DARK CRYSTAL - CAT'S EYE - THE PINK PANTHER - THE RETURN OF THE PINK PANTHER - MOMMIE DEAREST - THE STAR CHAMBER - REDS - BARABBAS - DR. DOOLITTLE - BARBARELLA - S.O.B. - A FINE MADNESS - A LITTLE NIGHT MUSIC - DREAMSCAPE - THE COLOR OF MONEY - TOUGH GUYS - ADVENTURES IN BABYSITTING - THREE MEN AND A BABY - WILD HEARTS CAN'T BE BROKEN - WHITE FANG - WHERE THE HEART IS - SPACED INVADERS - PASSED AWAY - DECEIVED - SHIPWRECKED - PARADISE - MR. DESTINY - THE INCREDIBLE JOURNEY - THE HAND THAT ROCKS THE CRADLE - GREENCARD - ERNEST SCARED STUPID - ERNEST GOES TO JAIL - BETSY'S WEDDING - THE WOMAN IN RED - MUNCHIE - MUNCHIE STRIKES BACK - JULIETTA OF THE SPIRITS - THE GROUP - ANDY WARHOL'S DRACULA & FRANKENSTEIN - A MAN CALLED ADAM - NIGHTWING - SAVING GRACE - THE ONLY THRILL - LILY DALE - BODY CHEMISTRY III - GOLDILOCKS & THE THREE BEARS - THE DEVIL AT MARDI GRAS - DOGMA - SLASHER IN THE WOODS

TELEVISION:

DARK SKIES - ROCKETS RED GLARE - CHARMED - NASH BRIDGES - THE SENTINEL - HOME IMPROVEMENT - DUE SOUTH - STAR TREK, NEXT GENERATION - JAMES DEAN, AN INVENTED LIFE - CRUSADE - NORTH AND SOUTH, THE MINI-SERIES - THE YOUNG INDIANA JONES CHRONICLES - SEAQUEST 2032 - FROM EARTH TO THE MOON - JOURNEY TO THE CENTER OF THE EARTH - THE COSBY SHOW - SEINFELD - WINGS - THIRTYSOMETHING - THE WONDER YEARS - IN LIVING COLOR - MELROSE PLACE - BEVERLY HILLS 90210 - V.R. TROOPERS - THE TONIGHT SHOW - AMERICA'S MOST WANTED - UNSOLVED MYSTERIES - STAR TREK: DEEP SPACE NINE - JAKE AND THE FATMAN - THE DEFENDERS - FANTASY ISLAND - BARETTA - INTO THE NIGHT - THE LARRY SANDERS SHOW - DREAM ON - TALES FROM THE CRYPT - THE LANGOLIER'S - LAW AND ORDER - THE OLDEST CONFEDERATE WOMAN TELLS ALL - DAY OF THE TRIFFIDS - THE STEPFORD HUSBANDS - ELEMENT OF TRUTH - PRINCE FOR A DAY - THE MARGARET MITCHELL STORY - MOTHER OF THE BRIDE - THE PRICE SHE PAID - COLUMBO - T. J. HOOKER - MURDER, SHE WROTE - LOVE AND WAR - QUANTUM LEAP - DAKTARI - ABC'S WIDE WORLD OF SPORTS - CAGNEY AND LACEY - GIDGET - CHEERS - PARK STREET DOWN UNDER (PILOT FOR CHEERS) - THE PATTY DUKE SHOW - THE DICK CAVETT SHOW - BEAUTY & THE BEAST - THE RED SHOES - DOUBLE CROSSED, THE BARRY SEALES STORY - THE WIND IN THE WILLOWS - THE MARVELOUS LAND OF OZ

ANIMATION/CHILDREN'S SHOWS:

SWEET VALLEY HIGH - CARE BEARS MOVIE - THE CARE BEARS TV SERIES - TEDDY RUXPIN - BERENSTEIN BEARS - THE VELVETEEN RABBIT

MUSIC CONCERTS, TV SPECIALS, MUSIC VIDEOS:

"THE WALL, PINK FLOYD" - "THE NEVILLE BROTHERS: A NEW ORLEANS MUSICAL EXPERIENCE" - "THE ALLMAN BROTHERS BAND" - "LIVE DEAD! THE GRATEFUL DEAD LIVE AT RADIO CITY MUSIC HALL" - "BLUES ALIVE: JOHN MAYALL'S ORIGINAL BLUES BROTHERS"

The appearance of The Company's Website, and that of any of its subsidiaries and/or affiliates, as a hyperlink, icon or any other form, does not in any way constitute an endorsement or other such connection to The Company, its subsidiaries and/or affiliates. The appearance of hyperlinks, icons or any other form on The Company's Website, and that of any of its subsidiaries and/or affiliates, may only be accomplished with the permission of The Company.

No individual and/or organization is authorized to represent, in any manner or for any purpose, The Company's interests other than the individuals and organizations represented on The Company's Website unless previously authorized by The Company. Any questions arising from such representation(s) should be addressed to The Company.