SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxxxx Xxxxxx	0000 X. Xxxxx Xxxx  Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxxxxx Xxxxxx	2-3-2005
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxxx Xxxxxx	0000 X. Xxxxx Xxxx  Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxxxx Xxxxxx	2-3-2005
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxxx Xxxxx	00 Xxxx Xxxxxx, Xxxxxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

Xxxxxxx Xxxxx	2/16/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxxx Xxxxx	00 Xxxx Xxxxxx, Xxxxxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

Xxxxxxx Xxxxx	2/16/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxx X. Xxxxx	0000 X. Xxx Xxxxx Xxxx, Xxxxxxxx Xxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxx X. Xxxxx	2/16/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxx Xxxxxxxxxxxxx	00000 X. 00xx Xx., Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxxx Xxxxxxxxxxxxx	2/17/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxxx X. Xxxx	0000 X. Xxxxx, Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxxxx X. Xxxx	2-17-05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxx X. Xxxx	0000 X. Xxxxx, Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxx X. Xxxx	2-17-05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxx Xxxxxx	0000 X. Xxxxxxx Xxxx #000, Xxxxxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxx Xxxxxx	2*17*2005
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxx X. Xxxxxxx	0000 X. Xxxxxxx Xx., Xxxxxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxx X. Xxxxxxx	2-17-05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxx X. Xxxxxxx	0000 X. Xxxxxxx Xx., Xxxxxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

Xxxxxx X. Xxxxxxx	2-17-05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxx Xxxxxx Hair	0000 X. Xxxxxxxxx Xx #00, Xxxxxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxx Xxxxxx Hair	2-18-05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxxx Xxxx	0000 X. Xxxxxx Xxxxxx Xx. #000, Xxxxxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxxxx Xxxx	3-10-05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxxx X. Xxxxxx	0000 X. 00xx Xx., Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxxxx X. Xxxxxx	3/8/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxx X. Xxxxx	0000 X. Xxxxx Xx Xxxxxxx, Xxxxxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxxx X. Xxxxx	3/9/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxx X. Xxxxx	00000 X. Xxxx Xxxxx, Xxxxxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxxx X. Xxxxx	2/17/2005
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxx Xxxxx	0000 X. 00xx Xx, Xxxxxxxx Xxxxxx, XX 00000
Name (type or print)	Address
Xxxxxx Xxxxxxxxx	0000 X. 00xx Xx, Xxxxxxxx Xxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxx Xxxxx	3/10/05		/s/ Xxxxxx Xxxxxxxxx	3/10/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxx Xxxxxxx	0000 X. Xxx Xx., Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxx Xxxxxxx	2/17/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxx Xxxxxxx	0000 X. Xxxxxxxx, Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxx Xxxxxxx	2/18/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxx Xxxxxxx	0000 X. Xxxxxxxx, Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxx Xxxxxxx	2/18/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxx X. Xxxxx	0000 X. 00xx Xxxxx, Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxx X. Xxxxx	2/14/2005
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxx X. Xxxxx	0000 X. 00xx Xxxxx, Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxx X. Xxxxx	2-17-05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxx X. Xxxxxxxx	0000 X. Xxxxx Xx., Xxxxxxxx Xxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxx X. Xxxxxxxx	2/17/2005
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxxx X. Xxxxxxxx	0000 X. Xxxxx Xx., Xxxxxxxx Xxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxxxx X. Xxxxxxxx	2/17/2005
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 53,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $2,650.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxx Xxxxx	0000 X. Xxxxxx Xxxxx Xx., Xxxxxxxx Xxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxx Xxxxx	3/8/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a)  The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Xxxxxx X. Xxxx, Xx.	0000 X. Xxxxxxxxx Xx #00, Xxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Xxxxxx X. Xxxx, Xx.	2-18-05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President

SUBSCRIPTION AGREEMENT - Merchandise Creations, Inc.

1.  INVESTMENT:

(a) The undersigned subscribes for 20,000 Shares of Common Stock of Merchandise Creations, Inc., at $0.05 per share.

(b)  Total subscription price ($0.05 times number of Shares): = $1,000.00.

PLEASE MAKE CHECK PAYABLE TO: Merchandise Creations, Inc.

2.  INVESTOR INFORMATION:

Gray West	0000 X. Xxxxxxx Xxx., Xxxxxxxxxx, XX 00000
Name (type or print)	Address

3.  TYPE OF OWNERSHIP:    (You must check one box)

1.	[X]	Individual	7.		Custodian for:
2.		Tenants in Common	8.		Uniform Gifts to Minors Act of the State of:
3.		Community Property	9.		Corporation (Please list all officers, directors, partners or managers:
4.		Partnership
5.		Trust
6.		Joint Tenants with Rights of Survivorship	10.		Other (explain):

4.  RECEIPT OF DISCLOSURE DOCUMENT:

By executing this subscription agreement, the undersigned acknowledges receipt of a current prospectus, as supplemented to the date of this subscription agreement, in which the terms and conditions of the offering of common stock and the risks associated therewith are described and understood by the subscriber.

5.  TERMINATION OF THE OFFERING:

The undersigned understands that the Company may terminate the offering at any time and for any reason.  If the offering is so terminated, and the Company, and/or the Escrow Agent, is holding subscriptions that have not been accepted by an authorized representative of the Company, together with the un-accepted subscription agreements, then in that event the subscriptions so held shall be returned with any interest earned thereon.

6.  REPRESENTATION AND WARRANTS:

By executing this subscription agreement, the undersigned represents and warrants to the Company that:

(a) Subscriber is buying the common stock for subscriber's own account or is buying for the account or benefit of a member or members of subscriber's immediate family or in a fiduciary capacity for the account of another person or entity and is not purchasing as an agent for another.  Furthermore, if subscriber is purchasing for the account of another person or entity, subscriber has full authority to execute this subscription agreement in such capacity and on behalf of such person or entity.

(b) Subscriber is not relying upon any information other than such information contained in the prospectus, and exhibits thereto, and the results of subscriber's own independent investigation.

(c)  Subscriber understands that neither the SEC nor any regulatory agency has passed upon the merits of these securities of the accuracy of this prospectus.

(d)  Subscriber is a legal resident or entity residing or formed in the State of Nevada.

(e)  Subscriber is, if a natural person, at least 18 years of age.

(f)  Subscriber has received and read the Prospectus dated:  December 8, 2004.

(g)  Subscriber can bear the entire loss of the investment in the shares offered hereby.

7.  ACCEPTANCE OF SUBSCRIPTION:

The undersigned hereby confirms Subscriber's understanding that the Company has the full right to accept or reject this subscription, providing that the Company must accept or reject the subscription within 30 days after it is received by the Company.  In case of rejection of a subscription, contributions of such persons will promptly be returned to such persons without interest thereon.  Subscriber will not receive notice of acceptance of this agreement.

/s/ Gray West	2/18/05
Subscriber's Signature	Date		Joint Tenant Signature	Date

Please make a copy of your completed Subscription Agreement for yourself after signing

SEND SUBSCRIPTION AGREEMENT AND CHECK TO:	Merchandise Creations, Inc.
	0000 Xxxxx Xxxxxx Xxxxx
	Xxxxx, Xxxxx 00000

Accepted for the Company this 11th day of March, 2005.  By: /s/ Xxxxxx Xxxxxx Title: President