UNITED STATES DISTRICT COURT
                   FOR THE SOUTHERN DISTRICT OF NEW YORK

                    FEDERAL TRADE COMMISSION, Plaintiff,

                                     v.

         EVAN BLUMSTEIN, individually and as an officer of Pathway
   Merchandising, Inc. and Four Vend, Inc., KENNETH FINNEY, individually
    and as an officer of Four Vend, Inc., PATHWAY MERCHANDISING, INC., a
     New York corporation, and FOUR VEND, INC., a New York corporation,
    d/b/a IV Vend, IV Vending, Inc., For Vend and For Vend Incorporate,
                                Defendants.

                              CIVIL ACTION NO.

              EX PARTE TEMPORARY RESTRAINING ORDER WITH ASSET
        FREEZE AND ACCOUNTING, APPOINTMENT OF RECEIVER, AND ORDER TO
          SHOW CAUSE WHY A PRELIMINARY INJUNCTION SHOULD NOT ISSUE

   Plaintiff Federal Trade Commission ("FTC" or "Commission"), pursuant
   to Sections 13(b) and 19 of the Federal Trade Commission Act
   ("FTC Act"), 15 U.S.C. §53(b) and 57(b), filed its Complaint for a
   permanent injunction and other relief, including consumer redress, and
   moved ex parte for a temporary restraining order pursuant to Rule 65
   of the Federal Rules of Civil Procedure, Fed. R. Civ. P. 65. The Court
   has considered the complaint, memorandum of law, declarations and
   other materials filed in support of the Commission's motion and finds
   that:

          1. This Court has jurisdiction over the subject matter of this
          case, and there is good cause to believe it will have
          jurisdiction over all the parties hereto.
          2. There is good cause to believe that defendants Evan
          Blumstein, Kenneth Finney, Pathway Merchandising, Inc., and
          Four Vend, Inc., have violated Section 5(a) of the Federal
          Trade Commission Act, as amended, 15 U.S.C. § 45(a), and the
          Commission's Trade Regulation Rule entitled Disclosure
          Requirements and Prohibitions Concerning Franchising and
          Business Opportunity Ventures (hereinafter "Franchise Rule"),
          16 C.F.R. Section 436, and that the Commission therefore is
          likely to prevail on the merits of this action.
          3. There is good cause to believe that immediate and
          irreparable damage to the Court's ability to grant effective
          final relief for consumers in the form of monetary redress will
          occur from the transfer, disposition or concealment by
          defendants of their assets or business records unless
          defendants are immediately restrained and enjoined by Order of

                        UNITED STATES DISTRICT COURT
                   FOR THE SOUTHERN DISTRICT OF NEW YORK

                    FEDERAL TRADE COMMISSION, Plaintiff,

                                     v.

         EVAN BLUMSTEIN, individually and as an officer of Pathway
   Merchandising, Inc., and Four Vend, Inc., KENNETH FINNEY, individually
    and as an officer of Four Vend, Inc., PATHWAY MERCHANDISING, INC., a
     New York corporation, and FOUR VEND, INC., a New York corporation,
    d/b/a IV Vend, IV Vending, Inc., For Vend and For Vend Incorporate,
                                Defendants.

                              CIVIL ACTION NO.

                          COMPLAINT FOR INJUNCTIVE
                         AND OTHER EQUITABLE RELIEF

   Plaintiff, the Federal Trade Commission ("FTC" or "the Commission"),
   for its complaint alleges:
   1. The FTC brings this action under Sections 5(a), 13(b) and 19 of the
   FTC Act, 15 U.S.C. §§ 45(a), 53(b) and 57b, to obtain temporary,
   preliminary, and permanent injunctive relief, rescission of contracts,
   restitution, disgorgement, appointment of a receiver, and other
   equitable relief for defendants' violations of Section 5(a) of the FTC
   Act, 15 U.S.C. § 45(a), and the FTC's Trade Regulation Rule entitled
   "Disclosure Requirements and Prohibitions Concerning Franchising and
   Business Opportunity Ventures" (the "Franchise Rule" or the "Rule"),
   16 C.F.R. § 436.

                           JURISDICTION AND VENUE

   2. This Court has subject matter jurisdiction over this action
   pursuant to 28 U.S.C. §§ 1331, 1337(a), and 1345, and 15 U.S.C.
   §§ 53(b) and 57b. This action arises under 15 U.S.C. § 45(a)(1).

   3. Venue in the United States District Court for the Southern District
   of New York is proper under 28 U.S.C. §§ 1391(b) and (c), and
   15 U.S.C. § 53(b).

                                THE PARTIES

   4. Plaintiff, the Federal Trade Commission, is an independent agency
   of the United States Government created by statute. 15 U.S.C. § 41 et
   seq. The Commission is charged, inter alia, with enforcement of
   Section 5(a) of the FTC Act, 15 U.S.C. § 45(a), which prohibits unfair
   or deceptive acts or practices in or affecting commerce, as well as