IN THE UNITED STATES DISTRICT COURT
                                FOR THE DISTRICT OF MINNESOTA
___________________________________
                                              ))
UNITED STATES OF AMERICA,                     )
                          Plaintiff,          ))      Civil Action No.:
                 v.                           )
                                              )
CREATIVE PUBLISHING                           )
INTERNATIONAL, INC.,                          )
        a corporation,                        )
                          Defendant.          ))
___________________________________ )


                                           COMPLAINT

        Plaintiff, the United States of America, acting upon notification and authorization to the

Attorney General by the Federal Trade Commission ("FTC" or "Commission"), for its complaint,

alleges that:

        1.  Plaintiff brings this action under Sections 5(a), 5(m)(1)(A), 13(b), 16(a) and 19 of the

Federal Trade Commission Act ("FTC Act"), 15 U.S.C. §§ 45(a), 45(m)(1)(A), 53(b), 56(a) and

57b, the Telemarketing and Consumer Fraud and Abuse Prevention Act ("Telemarketing Act"),

15 U.S.C. § 6101, et seq., and the Unordered Merchandise Statute, 39 U.S.C. § 3009,  to obtain

monetary civil penalties and injunctive and other relief for defendant's violations of the FTC's

Trade Regulation Rule entitled "Use of Prenotification Negative Option Plans" ("the Negative

Option Rule"), 16 C.F.R. Part 425; the FTC's Trade Regulation Rule entitled "Telemarketing

Sales Rule," 16 C.F.R. Part 310; and the Unordered Merchandise Statute.



                                JURISDICTION AND VENUE

       2.  This Court has jurisdiction of this matter pursuant to 28 U.S.C. §§ 1331, 1337(a),

1339, 1345, and 1355 and 15 U.S.C. §§ 45(m)(1)(A), 53(b), 57b, and 6105(b).

       3.  Venue in the United States District Court for the District of Minnesota is proper under

                          IN THE UNITED STATES DISTRICT COURT
                               FOR THE DISTRICT OF MINNESOTA
___________________________________
                                                )
UNITED STATES OF AMERICA,                       )
                         Plaintiff,             ))      Civil Action No.:
                  v.                            )
                                                )
CREATIVE PUBLISHING                             )
INTERNATIONAL, INC.,                            )
       a corporation,                           )
                         Defendant.             )
___________________________________ )

                                        CONSENT DECREE

       WHEREAS, Plaintiff, the United States of America, has commenced this action by filing

the Complaint herein; Defendant has waived service of the Summons and Complaint; the parties

have been represented by the attorneys whose names appear hereafter; and the parties have agreed

to the settlement of this action upon the following terms and conditions, without adjudication of

any issue of fact or law and without Defendants admitting liability for any of the matters alleged

the Complaint;

       NOW, THEREFORE, upon stipulation of Plaintiff and Defendant, it is hereby

ORDERED, ADJUDGED AND DECREED as follows:

       1.  This Court has jurisdiction of the subject matter and of the parties.

       2.  The Complaint states a claim upon which relief may be granted against the Defendant

under Sections 5(a), 5(m)(1)(A), 13(b), 16(a) and 19 of the Federal Trade Commission Act

("FTC Act"), 15 U.S.C. §§ 45(a), 45(m)(1)(A), 53(b), 56(a) and 57b.

       3.  Entry of this order is in the public interest.


                                  CONSENT DECREE, Page 1 of 16



                                          DEFINITIONS