PEARSON INVESTS $5.6m IN WORLDS INC.:
AN ONLINE INTERACTIVE MEDIA VENTURE

New York, -- June 27, 1995 -- Worlds Inc., the online interactive media company, has received a minority investment of $5.6m from Pearson plc, the international media group. The partnership will combine Worlds Inc.'s expertise in creating multi-user online 3-D environments with Pearson's extensive experience and holdings in the information, education, and entertainment markets.

In its second year, San Francisco-based Worlds Inc. publishes networked, 3-D, graphically-rich Internet-based and online entertainment that works over standard phone lines today. The company has created the first (and currently only) 3-D "chat" environment, Worlds( Chat, a multi-user virtual space station. Viewers select an online personality, or avatar (Digital ActorTM), and navigate through a 3-D environment while communicating and interacting with other users. Several other consumer products are scheduled for release, including the Internet Worlds Fair(, an online entertainment destination with games, shopping, sports and infotainment pavilions.

The company also builds 3-D worlds for outside clients. Worlds Inc. -- along with Sprint, Intel, and UB Networks -- is working with Steven Spielberg's Starbright Foundation to create the first broadband ATM network. The project, called Starbright World, allows seriously-ill children in pediatric hospitals to socialize, play games, and interact with each other in a virtual playspace created by Worlds Inc.

"Pearson is committed to furthering its interests in new media," said Mark Burrell, Development Director at Pearson plc. "We believe that a market is emerging for online entertainment. In this case, Pearson's financial and strategic contributions represent our commitment to the development of online programming. This step compliments our acquisition last year of Mindscape (formerly The Software Toolworks), a leader in packaged multimedia publishing."

"Pearson is one of world's leading media and entertainment companies, and we are thrilled to have them supporting us," said David Gobel, President of Worlds Inc. "Worlds has been moving forward rapidly, and our relationship with Pearson promises to help us continue to grow as a company. We look forward to working with Pearson's various operating companies to leverage these resources."

The investment in Worlds Inc. is one of many initiatives Pearson has undertaken to build its assets in screen-based media. Pearson's media development efforts include packaged new media, online programming and exploration of interactive television.

Pearson's mission is to be a major international provider of media content, renowned for distinctive products that deliver information, education and entertainment in ways that people want. The company's interests include the Financial Times Group, Addison-Wesley Longman, Penguin, The Tussauds Group, Mindscape, Pearson New Entertainment, and Pearson Television.