Worlds Inc Watch

from S-8 1 page Subtotal $25,000.00 Credit Subtotal Tax 8.1% Subtotal Total $25,000.00 Grand Total $25,000.00

from S-8 1 page Client: Worlds.com - Thom Kidrin Notes: Event: Date: Location: Invoice #: 19-Jan-11 Proposal Date: Description: Service Retainer (4 Months) Date Services Rendered Price Quantity Total 25,000 25,000 1-3-11 to 5-3-11 Marketing Materials Production Service Retainer Services Include: Corporate Video Production Video Asset Management Web Design Web Development Printed Marketing Material Production Creative Design Creative Direction Art Design Payment to Be Made in Shares of Worlds Inc Stock - $25,000.00 @ .17 Per Share. 147,058 Shares *Expenses Not Included Subtotal $25,000.00 Credit Subtotal Tax 8.1% Subtotal Total $25,000.00 Grand Total $25,000.00