WINTER SPORTS INC /NEW

threshold = 150...2003. Reasons for the Reverse Split We have approximately 917 shareholders of record, and many of those shareholders hold small numbers of shares. As of February 27, 2004, approximately 664 shareholders of record of our publicly-traded shares of common stock owned fewer than 150 shares. At that time, these shareholders represented approximately 72% of our record shareholders, but only 2.5% of the total number of outstanding shares of our publicly-traded common stock. By reducing the number of shareholders, we expect to deregister our common stock under the Exchange Act and to reduce the number of shareholders with whom...

txn_type = CONSOLIDATION...--------------------------- $737,940 $147.59 * Estimated maximum price to be paid in lieu of issuance of fractional shares of Common Stock to persons who would hold less than one whole share of Common Stock of record in any discrete account after the proposed Reverse Split based on an amount per share equal to the product obtained by multiplying (A) $17.50 by (B) the total number of shares of Common Stock owned by all such stockholders of record in each stockholder's account immediately prior to the Reverse Split. ** Determined pursuant to Rule 0-11(b)(1) by multiplying $737,940 by 1/50 of 1%. |X| Check Bo...

untradeable = True...me Weighted Stock Price.......................................$13.30 6-Month Volume Weighted Stock Price.......................................$12.89 12-Month Volume Weighted Stock Price......................................$13.90 Because Winter Sports common shares are not listed on any exchange (such as the New York Stock Exchange or the Nasdaq national market) and have a relatively low trading volume, Willamette Management Associates informed the board of directors that the recently quoted market prices presented above may not represent a reliable value for the Winter Sports common shares. However, Willamette Management Associ...