The Athlete's Foot Group, Inc. and its affiliates (collectively "The Athlete's Foot"), are the world's first and oldest franchisors of athletic footwear and are recognized today as the world leader in athletic footwear franchising. Robert and David Lando opened the first The Athlete's Foot store in 1971 in Pittsburgh, Pennsylvania. It was the first athletic footwear specialty store of its kind in The United States. Soon thereafter, The Athlete's Foot began franchising domestically, with the first franchise store opening in Oshkosh, Wisconsin. The first international store opened in 1978 in Adelaide, Australia, marking the beginning of The Athlete's Foot's expansion into over 50 countries.

>The Athlete's Foot's accolades include being named Success Magazine's #1 Franchise Opportunity and Sports Trend's "Trendsetter of the Year" in both the athletic footwear and virtual retail categories. The Athlete's Foot is a member of numerous organizations including the International Franchise Association, Canadian Franchise Association, National Minority Franchising Initiative, International Council of Shopping Centers and the Sporting Goods Manufacturers' Association.

Dynamic, Profitable Concepts

The Athlete's Foot develops a variety of store concepts for major malls, power centers, strip centers, downtown shopping districts and neighborhood shopping centers operating in urban, rural and suburban markets.

In 1999, The Athlete's Foot unveiled an award-winning prototype store featuring several technological and design innovations geared toward providing customers with the products and information necessary to choose the ideal shoe for their feet and the athletic activities in which they participate. At the heart of the new store design is a state-of-the-art "FitPrint System" that identifies pressure points through different phases of a customer's gait.

Minority Programs

Recruiting business people from the ranks of the minority community has allowed us to successfully expand our system in a variety of markets. Like any franchisee, our minority owners are highly motivated entrepreneurs who bring unique and valuable insights and contributions to our organization. We recognize that minority ownership is an excellent vehicle for strengthening the communities where The Athlete's Foot operates. The Athlete's Foot has served on the Minorities in Franchising Committee for the past five years and is a member of the National Minority Franchising Initiative. In addition, we are involved with "Diversity and Emerging Markets" programs with the International Franchise Association. Today, 40% of our operators in the United States are minorities. In 2001, 75% of our new store openings were minority-owned.

Success Stories

Our franchisees worldwide provide their local expertise and adjust to the nuances and needs of their individual community. This enables the franchisee to customize product offerings to focus on both technical and fashion oriented customers. We are here to support our franchisees all the way - but it is their unique connection to their community that leads to success.

Some of our greatest success stories come from our local minority owners who blend their entrepreneurial expertise with The Athlete's Foot formula for success. According to Marty Amschler, Vice President of Franchise for The Athlete's Foot, these partnerships are invaluable to the company. "By providing the expertise, brand name and vendor relationships to a franchisee, we can help them put the right infrastructure in place to grow a successful business. Their local expertise ensures we cater to the unique needs of the local marketplace immediately."

Athletes Building Better Communities

An example of such success is the partnership between The Athlete's Foot and Athletes Building Better Communities (ABBC), a company formed by a group of former Tennessee Titans football players. In 2001, ABBC signed an area development agreement for the exclusive rights to open The Athlete's Foot franchise stores throughout Tennessee.

Pro-football players Eddie Robinson, Jason Fisk, Henry Ford and former Titan Mike Jones, founding owners of ABBC, were the first in the international athletic footwear retailer's 30-year history to secure such an exclusive territory in the United States.

Under the agreement, the group will have exclusive rights in the state for ten years and will open a minimum of twenty stores. As part of the area development agreement, ABBC has the right to sub-franchise operations in the state.

"We are pleased that ABBC chose The Athlete's Foot to be a partner in continuing the mission of developing underserved markets. We believe their involvement will resonate with local consumers, leading to a successful partnership," said Robert J. Corliss, President and CEO of The Athlete's Foot. Corliss added, "The area development agreement allows us to expand quickly in the Tennessee market. We are optimistic that it can be a model for future franchise agreements."

C. Everett Wallace, President, Wallace Enterprises, who conceived the concept for ABBC and engineered the premiere partnership with The Athlete's Foot said, "We've only just begun. There is increasing recognition by franchisors, CDCs, retailers and the administration of the value of utilizing franchise concepts as a vehicle for investing in these 'new markets' communities. We are pleased to be in partnership with The Athlete's Foot, which has clearly demonstrated their leadership and commitment in providing opportunities in these underserved markets."

Mike Jones, nine-year NFL veteran and managing partner of ABBC is dedicated to growing ABBC to be the largest multi-professional sport organization dedicated to building business infrastructure investments for athletes with an emphasis on both human and financial capital. "With more partners, and increased capital we can truly stand up to our name "Athletes Building Better Communities," said Jones.

ABBC intends to develop partnerships with both public and private entities to build a foundation for future initiatives. These initiatives include purchasing and redeveloping real estate near and on historical black college campuses, developing commercial and retail business ventures, generating entrepreneurial training and partnership opportunities in underserved markets and establishing a foundation. Opportunities to invest in ABBC are open to all professional athletes who share in their mission.

To date, ABBC has opened four stores in the Memphis and Nashville area.

Growing the Business - One Store at a Time

Another such success story is that of Isom Lowman, a young impassioned visionary who has literally taken the Atlanta market by storm. Isom opened his first The Athlete's Foot store in the Atlanta area in 1999 and has since grown to five stores with plans to open another store later this year.

"Isom Lowman is the perfect example of someone who has combined local expertise with The Athlete's Foot system and achieved tremendous results," says Marty Amschler, Vice President of Franchise for The Athlete's Foot.

2002 and Beyond

The company has enjoyed significant growth over the last several years and expects to continue this growth for years to come. The Athlete's Foot seeks to provide outstanding franchise ownership opportunities by developing relationships that advance minority ownership in communities across the U.S. and the globe. We will continue to place a heavy emphasis on franchised locations in both urban and non-urban areas, as we recognize the value of diversity in our operations. We will continue to pursue and promote minority franchise ownership while leveraging our strengths and brand in the markets in which we serve.