Noyes verbally notified the Board of Directors of
his decision not to seek re-election in order to focus his time and
energies on other commitments. We wish him only the best
in his future endeavors.
The Apache-funded school is operated by the National Council for Childhood
and Motherhood as part of Egypt's Girls' Education Initiative, which was
launched in 2003 by Egyptian first lady Suzanne Mubarak.

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Apache is a large U.apachecorp.

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excelligencelearning .

On the Web:
* http://www.

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----Excelligence
Learning Corporation (Nasdaq:LRNS ), a leader in developing,
manufacturing and distributing educational products to the early
childhood and elementary school markets, today announced that its
Class I director, Al Noyes, will not seek re-election to the Company's
Board of Directors at the 2005 annual meeting of stockholders."

About Excelligence Learning Corporation

Excelligence Learning Corporation is a developer, manufacturer and
retailer of educational products which are sold to child care
programs, preschools , elementary schools and consumers.

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The Company is composed of
two business segments, Early Childhood and Elementary School. Apache also founded and supports the
Ucross Foundation , a 22,000-acre ranch in Wyoming whose mission is to support
the development of human potential through artist residencies and the hosting
of small groups that are working on the challenges of our time .

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The Company
serves early childhood professionals, educators, and parents by
providing quality educational products and programs for children from
infancy to 12 years of age. Excelligence Learning
Corporation's headquarters is in Monterey, California and its website
is www.
The school is designed to provide a user-friendly, safe environment for modern
educational techniques.

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S.

roundtable educators

Noyes will remain on the Board of
Directors for the remainder of his current term, which ends on May 10 ,
2005, the date of the Company's 2005 annual meeting of stockholders. CAIRO, Egypt, As part of her Middle East
tour, U. Built to use prevailing winds for cooling, windows
and high ceilings for optimal natural lighting, and sun breaks to prevent
overheating, the design will be replicated in other villages."
In addition to Springboard, Plank and Apache founded and continue to
support Fund for Teachers, which provides grants to pre-kindergarten through
12th grade teachers across the United States to pursue self-designed summer
professional development experiences.

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Excelligence Learning Corporation Announces Director Al Noyes Will Not Seek Re-Election to the Board

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Business Editors

MONTEREY, Calif.
Ron Elliott, Excelligence's Chief Executive Officer, commented,
"We thank Al for his valuable contributions to the Company as a member
of its Board of Directors since April 2001. With proprietary product offerings and a
multi-channel distribution strategy, the Company helps to further
children's education and to reinforce the connection between
children's learning at school and at home.

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The Board's other Class I directors, Dr.
"As part of Apache's commitment to global citizenship, we seek to extend
our values and contribute toward improving the communities and nations in
which we operate," said Apache Founder and Chairman Raymond Plank, speaking
from Houston.

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Apache Corporation is headquartered in Houston and has core operations in
the United States, Canada, Egypt, the United Kingdom North Sea and Australia.

developmentally accreditation

Lou Casagrande and Scott
Graves , will stand for re-election at the Company's 2005 annual
meeting of stockholders. investor in Egypt .
Mrs. Mubarak joined Mrs.

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Through its Elementary School
segment, the Company sells school supplies and other products
specifically targeted for use by children in kindergarten through
sixth grade to elementary schools, teachers and other education
organizations.
Apache funded the $15,000 cost to build and furnish the Abu Sir school. "Building schools for young girls in Egypt is a natural
extension of Apache's longtime commitment to education.schoolsforegyptsgirls.

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Mr. These products are then resold as a fundraising device
for the benefit of a particular school.S.

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On
March 13, 2005, Mr.com/cgi-bin/prnh/20050523/DAM070 )
The girl-friendly school is one of 100 planned by U.

This category includes sites for regional, national, and international organizations related to the education of young children.

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developmentally accreditation

Noyes. Through
its Early Childhood segment, the Company develops, markets and sells
educational products through multiple distribution channels to early
childhood professionals and parents.
(Photo: http://www. nonprofit
Springboard - Educating the Future, which was launched by Apache to improve
educational opportunities for Egyptian girls .

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The Board does not currently know when it will consider candidates
to fill the vacancy that will be left by the departure of Mr. first lady Laura Bush today visited a one-room school funded by
Apache Corporation (NYSE, Nasdaq: APA) to provide the first opportunity for
education for young Egyptian girls in the village of Abu Sir.

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* http://www.

childhood functioning

Bush at the school on Monday.
Based on the success of the prototype school and fundraising support from
Apache employees, directors and other families, Springboard is nearing
completion on six schools and is preparing to break ground on 10 more, all in
the Fayoum governorate southwest of Cairo.

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Laura Bush Visits Girls' School in Egypt Built By Apache Corporation as Part of 100-School Program

independent oil and gas company and the largest
U.

supervises eligible

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