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LUCASARTS RENEWS RELATIONSHIP WITH LAWRENCE HOLLAND AND TOTALLY GAMES FOR

NEW WORLD WAR II FLIGHT COMBAT GAME

Secret Weapons of the Luftwaffe(-Inspired Game Expected Fall 2003 for

Next Generation Console and PC Platforms

SAN RAFAEL, Calif. -- April 17, 2002 -- LucasArts Entertainment

Company LLC today announced the resumption of its relationship with Lawrence

Holland and his company Totally Games to develop a World War II flight

combat game for next generation consoles and PC. Previous associations

between LucasArts and Totally Games produced the critically acclaimed and

best selling X-wing and TIE fighter series of Star Wars( games, as well as

Secret Weapons of the Luftwaffe and Their Finest Hour: The Battle of

Britain(. The latter two games will serve as inspiration for the upcoming

World War II flight combat title.

The new game, expected to release in 2003, will immerse would-be fighter

pilot aces into dynamic, edge-of-the-seat air-to-air and air-to-ground

battle scenarios in a variety of combat theaters over Europe and other

territories. The story-driven game will drop players into a secret, elite

squad of pilots who undertake the most dangerous missions of World War II.

"Lawrence Holland single-handedly defined the fun, accessible flight action

genre with his groundbreaking trilogy of World War II air combat games,"

says Simon Jeffery, president of LucasArts. "Adding the sophisticated

storytelling style Holland developed for the award-winning X-wing series,

this new game promises exhilarating gameplay with a rip-roaring story of

adventure and intrigue. The legions of fans who have been clamoring for a

new game in the vein of Secret Weapons of the Luftwaffe should be very happy

with this announcement."

"I'm thrilled to be back working with LucasArts, for whom Totally

Games has developed so many successful titles over the years," says Lawrence

Holland, chief executive officer and creative director of Totally Games.

"My team and I will have a great time building a brand new World War II air

combat game for this next generation of hardware. I believe our team has

some exciting ideas that will capture the imaginations of players

everywhere. Get ready to watch your six!"

About LucasArts

LucasArts Entertainment Company LLC is a leading international developer and

publisher of interactive entertainment software for a variety of computer

and console platforms. Based in San Rafael, Calif., as well as on the

Internet at www.lucasarts.com, LucasArts is one of five companies in the

Lucas group which include Lucasfilm Ltd., Lucas Digital Ltd. LLC, Lucas

Licensing Ltd., and Lucas Learning Ltd. Lucasfilm is one of the leading

film and entertainment companies in the world. Lucasfilm's businesses

include George Lucas' film and television production and distribution

activities as well as the business activities of the THX Group. Lucas

Digital, which consists of Industrial Light & Magic (ILM) and Skywalker

Sound, provides visual effects and audio post-production services to the

entertainment industry. Lucas Licensing is responsible for the

merchandising of all Lucasfilm's film and television properties. Lucas

Learning creates engaging interactive entertainment products that provide

learning opportunities through exploration and discovery.

About Totally Games

Lawrence Holland and Totally Games previously developed the award winning

X-wing series of games and three groundbreaking World War II air combat

simulations, including Secret Weapons of the Luftwaffe, TIE Fighter( and

Star Wars X-Wing Alliance(, in conjunction with LucasArts Entertainment

Company. In March 2002, Totally Games completed the acclaimed Star Trek(

Bridge Commander, published by Activision, Inc. Based in San Rafael,

Calif., Totally Games continues to create totally involving games in an

expanding set of genres and platforms. More information about Totally Games

and its development projects can be found on the company's World Wide Web

site, located at www.totallygames.com