Starbucks on its own stores. The Starbucks Kiosks utilize the Starbucks Mark in a manner

similar to that employed in Starbucks-owned retail outlets.

               (c)      Starbucks coffees are served from dedicated retail areas located in 431

Bames & Noble Bookstores ("B&N Cafes"). B&N Cafes serve Starbucks^® brand coffee and

espresso beverages brewed on site in accordance with procedures established by Starbucks, and

prominently display the Starbucks Mark.

               (d)     Starbucks has entered into similar license agreements with major U.S.

supermarkets, such as Safeway, Fred Meyer and Albertson's, through which Starbucks locations

are operated within the supermarkets.

                (e)     Starbucks sells its coffee to hundreds of restaurants, airlines (including

United Airlines), sport and entertainment venues, motion picture theaters, hotels (including all

corporate-owned Sheraton and Westin Hotels in the U.S., which offer Starbucks^® coffee in-

 room) and cruise ship lines. Starbucks permits these customers to use the Starbucks Mark on

 their menus and in certain promotional materials.

                (f)       Starbucks distributes several exclusive coffee blends, Starbucks® brand ice

 cream and bottled Frappuccino^® coffee drinks at grocery stores and similar retailers nationwide.

 Each of these products prominently bears the Starbucks Mark.

                (g)     Starbucks operates an Internet Web site (<www.starbucks.com>) that

 generates on average, 350,000 "hits" from visitors per week. The Starbucks Mark is

 incorporated into many of the individual "pages" within this site, and is displayed on much of the

 branded merchandise offered for sale on-line.

        As a result of the foregoing and similar use and promotion, the Starbucks Mark has

 become a famous and highly distinctive trademark.

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