K138 Little Princess. Monkey Around! Have a Wild Time! One blank tag. One blank tag

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Here at Up With Paper, we dedicate most of our efforts to creating unprecedented pop-ups, and offering a large volume of new designs and new lines, which we release each year. As the new comes in, the old gets forced out, and we sometimes end up with some extra units of product lines that we are discontinuing. This year, for the first time, we thought we would make these products available to all customers, at specially-discounted prices. All of the items in this catalog are available on a first-ordered, first shippedbasis, and are only available while supplies last. We are excited to present our customers with the opportunity to carry some higher-margin, limited-edition items. All of these lines offer the combination of high-end quality and design with innovative dimensional paper products that Up With Paper is known for, throughout the industry. And, side-by-side with our "tried, true, and new" designs and products, these special-offer product lines create an impressively varied pop-up and dimensional product offering. Contents Turning Points Collection 2 Turning Points Displays 5 Très Petites Collection 6 Très Petites Displays 8 Imprintables Collection 9 Travel Globes Collection 12 Travel Globes Display 13 Collegiate Boxed Notes 14 Jumping Jack Press 15 Ordering 16 Please contact our Customer Service Department at 800-852-7677 to check on the inventory status of any of the items enclosed, or to place an order. For more information on ordering, please see the back cover of this catalog. TURNING POINTS Up With Paper s Turning Points greeting cards feature elaborate designs that shift and change via pull-tabs, wheels, or other mechanisms. These 5.75-inch square cards are embellished with foil, glitter, and/or other decorative touches, and every card offers a set of choose-your-own-message sticker tags. Turning Points feature envelopes and message tags printed on recycled paper produced from post-consumer waste, and have a new, discounted wholesale price of $1.00/card (66% off the original $3.00). SRP is $5.99. For merchandising and display options, please see page 5. K139 Toucan Celebrate! Monkey Around! Have a Wild Time! K138 Little Princess Princess! For My Princess! Birthday Wishes! K137 Mod Monsters! Have a Sick Birthday! Celebrate! Toucan opens beak to reveal suprises and monkey pops up with special message! Doors open to reveal beautiful princess, while balloons drift up into the sky! Monsters open mouth, tilt head, and move eyes as a creepy-crawly rises from monster s noggin! 2

K136 Lots of Hearts I Love You! Happy Anniversary! Happy Valentine s Day K135 Cat and String! Thank You! Celebrate! K134 Beach Time! Thinking of you. Thank You! Hearts shimmy, shift, and change color! Pull down on tail and cat plays with ball of string! Surprise! Hermit crab pops out of shell and boat rides waves! K132 Poodle Ballet Celebrate! You re a Star! K131 Squirrels Thinking of You Thank You K129 Martians All the world wishes you a! Have a Blast! Hope your day is out of this World! Poodle and ballerina dance across the stage! Squirrels race down the branch, pop out of the hole and wiggle a tail! Friendly aliens show up for the party! K128 Hippo Have a HUGE Day! Hope your day s a Splash! Celebrate! K127 Moiré Thinking of You Thank You K126 Party! Celebrate Let's Party! Hippo s mouth opens with surprise inside,frogs pop out of the water! Pattern twirls with a fascinating optical effect! Party-goers tip their drinks, shimmy, and boogie down! K125 Bug Bash Celebrate Let's Party! K124 Octopus Thinking of You Thank You K122 Burlesque Celebrate Birthday Wishes Bugs rock back and forth in rhythm! Octopus floats gently back and forth! Burlesque girl waves fan to reveal balloons! 3

TURNING POINTS Turning Points greeting cards are now only $1.00 per card, wholesale! K121 Pirate Dogs Celebrate Ahoy, Matey! Boat rocks, parrot flies, and friendly shark peeks up from behind wave! K120 Lion Birthday Choose your own age! Numeric digits 0-9 Birthday lion floats across sky and includes numeric balloon where customer chooses their own birthday number! K119 Dragonflies Thinking of You Thank You K118 Bee Hive Thinking of You Thank You K116 Koi Kite Thinking of You Thank You Flower petal turns and dragonfly flies! Bees fly up and down! Koi kite sails up and over card! K115 Dizzy Love I Love You! You Mesmerize Me Happy Anniversary K113 Koala Cover copy: New Baby? Congratulations It s a Boy! It s a Girl! K112 Baby! Congratulations It s a Boy! It s a Girl! Hypnotic graphics spin behind O! Baby koala peeks out from behind mama koala! Letters rock back and forth and patterns change behind die cuts! K111 Birthday Bird Cover copy: celebrate Celebrate Thinking of you K109 Wedding Cake Congratulations To the Happy Couple Best Wishes K108 Baby Umbrellas Congratulations Showering you with good wishes Welcome, Little One Wing lifts to reveal gift surprises! Pull tab reveals surprise cake topper! Baby animals swing from umbrellas! 4

K106 Juggling Monkey What a Feat! You re a Star! K102 Cats & Balloons Celebrate! Hang in There K101 Bangalore Thinking of You Thank you Monkey juggles colorful gifts while riding on unicycle! Cats float around with their balloons! Elaborate foiled patterns spin behind intricate die cuts! K100 Flutterby Thinking of You Thank you USA24WIRE Colorful graphics spin behind butterflies diecut wings! DIS12TURN TURNING POINTS DISPLAYS Turning Points greeting cards can be displayed in our 24-pocket wire spinner, 12-pocket corrugate, or in any inline channel fixture. Please note that the corrugates and spinners are available at no charge (that s free!) when ordered with six cards each of any Turning Points designs to fill the fixture! 5

TRÈS PETITES Très Petites gift enclosures provide delicate, miniature versions of the award-winning Très Panache line, featuring fresh, fashionable designs and paper engineering to provide a stylish finishing touch to any gift. Très Petites feature a broad variety of themes that fit most gift-giving occasions, including birthday, wedding, and baby. These unique gift enclosures are the perfect way to make a carefully-selected gift even more memorable. Everyday Très Petites are sold individually, and are paired with delicate, translucent sleeves, with a new, discounted wholesale cost of $.50/enclosure (50% off the original $1.00 cost). SRP is $1.99. For merchandise display options, please see page 8. Très Petites = 3 x 3 TP027 Martians TP026 Cake TP025 Peony! TP023 Champagne Tier Congratulations! TP022 Wedding Car TP020 Bees 6

TP019 Kites TP018 General Floral TP017 Wedding Bouquet 2007 Finalist TP016 Wine TP015 Chocolate Cake TP014 Shopping Dog Cover copy: TP012 Lantern Garden TP011 Retro Roses TP009 Bridal Dress Celebrate! TP007 Shoe Shopping! TP006 Window Floral TP005 Race Car! 7

TRÈS PETITES TP004 Stack of Presents! TP003 Expecting Mom TP002 City Mom Congratulations! TP001 Wedding Cake Congratulations! TRÈS PETITES PTP-16SPIN (11 ½ footprint/ 14 ½ spin diameter) DISPLAYS Our Très Petites gift enclosures are best merchandised in the compact 16-pocket counter display, which displays an open sample of each design and can hold up to twelve salable cards per design. This display, as well as the clips shown below, can also be used for our best-selling Trinkets line of gift enclosures. USA16GESPIN - empty spinner, $60.00 PTP-16SPIN - six (6) of each of sixteen (16) best-selling designs, plus spinner, $108.00 P-LUC-GEZ The gift enclosure clip with z-bar fits onto a slatwall. Each clip holds two Très Petites samples and the stock behind it. Up With Paper always offsets fixture costs with free products! 8

IMPRINTABLES Très Panache Imprintables combine fresh, memorable designs, with dimensional paper engineering, and imprintable stationery. Imprintables can be personalized using a home computer and printer. Each clear acetate box includes eight notes and nine envelopes, along with a template and instructions for personalization. Très Panache Imprintables are sold with a free, pre-printed sample to generate consumer interest, and are best merchandised on our Lucite IM clips (shown), which hang on any channel or can be placed on a shelf and hold an open sample. Très Panache Imprintables' wholesale cost is now just $4.75/box (44% off the original $8.50). SRP is $16.99/box. P-LUC-IM P-LUC-IM clip side view IM062 Baby Crib Animals IM061 Bridal Shower IM060 Jungle Party IM059 Birthday Castle IM056 Monsters IM055 Poodle Ballet IM053 Graduation Owl IM052 Single Orchid 9

IMPRINTABLES IM049 Pirate Skull IM046 Hydrangea IM044 Cupcakes IM043 Oh, Baby! IM042 Butterfly Floral IM041 Bride IM039 Floral Wedding IM038 Pea in a Pod IM036 Kids Party 10

IM032 Fiesta IM028 Bridal Shower IM022 Toast 2005 Finalist IM016 Mom To Be IM009 Bridal Dress IM008 Wedding Cake IM006 Blue Carriage IM005 Pink Carriage 11

TRAVEL GLOBES Up With Paper s three-dimensional Travel Globes cards feature a meticulously-designed paper and plastic globe, surrounding an image of recognizable icons from some of the world s top tourist destinations. The globe pops up inside a greeting card, and may be easily refolded for mailing and storage, or removed from the card for display. The snow globe effect created by this product surprises and amazes senders and recipients alike, creating the most lasting souvenir or vacation greeting available in the market. Travel Globes has a new wholesale cost of $1.50/globe (50% off the original $3.00). SRP is $5.99. TG018 Hawaii TG016 Ski Slopes TG015 Seattle TG014 Georgia TG013 Las Vegas TG012 Chicago TG010 DC Monument TG009 DC Capitol 12

TG008 Florida TG007 Miami TG005 San Francisco TG003 Hollywood TG002 Times Square TRAVEL GLOBES DISPLAY Up With Paper offers a compact Travel Globes shelf merchandising unit (6 1/2 footprint), which displays one open card and globe under a protective acetate shield and holds up to twentyfour cards of salable stock. The unit can be merchandised on its own, or added to several Travel Globes displays to provide a stronger presence. The shelf merchandising unit, with sample, is free of charge with an order of 24 globes for $36.00. 13

UNIVERSITY BOXED NOTES University Boxed Notes feature logos and mascots from leading universities and are produced under licensing agreements with Collegiate Licensing Company (CLC) and the individual schools. University Boxed Notes are sold in boxes of eight, with a new wholesale cost of $3.50 (50% off the original $7.00/box). SRP is $14.99/box. BNC053 South Carolina BNC052 Penn State BNC043 Iowa BNC028 Texas BNC026 Tennessee BNC024 Ole Miss BNC021 Ohio State BNC019 North Carolina BNC016 Mississippi State BNC013 LSU BNC009 Georgia BNC005 Clemson BNC003 Auburn BNC001 Alabama 14

JUMPING JACK PRESS Kirby s Derby Pop-Up Book It s a soap box derby like no other, as animals drive their own cool cars in a race to the finish! This amazing pop-up book is filled with fun, fanciful artwork and unique combinations of pop-ups and unexpected surprises. Hardbound with seven fully-illustrated and embellished pop-up spreads. Kirby s Derby was the 2009 Moonbeam Awards Gold Medal Winner for Best Pop-Up Book of the Year! Book size: 6.25 x 6.25 Item Number: JJP104 ISBN-13: 978-1-6058028-5-5 UPC: 0-48641-91041-8 New Wholesale cost: $4.50 (47% off the original $8.50) Suggested retail: $15.95 Splish Splash, Dog Bash! Pop-Up Book Join the pack when this mischievous group of dogs takes over the neighborhood pool and throws themselves a rockin party! Splish Splash, Dog Bash! is hardbound with eight fully-illustrated and embellished pop-up spreads. Splish Splash, Dog Bash! was the 2008 Moonbeam Silver Medal Winner for Best Pop-Up Book of the Year! Book size: 6.25 x 6.25 Item Number: JJP103 ISBN-13: 978-0-9795441-4-9 UPC: 0-48641-91031-9 Wholesale cost: $4.50 (44% off the original $8.00) Suggested retail: $16.95 15

ORDERING To Place an Order Orders may be placed through your sales rep or directly with us via mail, fax, telephone, or e-mail, using the following contact information: Up With Paper, LLC 6049 Hi-Tek Court Mason, OH 45040-2603 Phone: 800-852-7677 / 513-759-7473 (Please use Extension 1 to place an order.) Fax: 800-293-8471 / 513-336-3119 E-Mail: info@upwithpaper.com Web Site: www.upwithpaper.com Minimum Orders Up With Paper s minimum opening order is $200.00. Minimum re-orders are $100.00. Orders below the minimum are subject to a $10.00 service fee. Products must be ordered in units of six per SKU. Shipping and Handling All orders are shipped UPS Ground (in Continental United States) unless other shipping terms are requested in advance. The customer must pay all shipping charges. Terms and Conditions The following payment terms are accepted: pre-payment by credit card (VISA, MasterCard and American Express ), and Net 30 (with preapproved credit). C.O.D. terms are not accepted. New customers must provide three credit references for Net 30 approval (please allow two weeks for final approval). Accounts that do not provide credit references will be placed on prepaid terms. In order to facilitate the shipment of new orders in a timely fashion, credit card payment is encouraged for first-time orders. Customers with outstanding, past-due balances are subject to a Late Payment Fee and are subject to having their payment terms revoked. A $25.00 handling fee will be charged on all returned checks. No returns will be accepted for items purchased from this catalog. Availability is subject to change without notice. All Up With Paper Trademarks are Registered in the U. S. Patent and Trademark Office. All materials Up With Paper, LLC, unless otherwise noted. The LOUIE is a trademark of the Greeting Card Association.