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Media Contact: Tina Zulu Zulu Creative [email protected] 713.554.9858

THE TIPPING POINT FACT SHEET Store Address 1212 Main Street Houston, Texas 77002 [email protected] (713) 655-0443 To offer high-end collectible athletic shoes and related merchandise to sneaker connoisseurs and consumers looking to express themselves through footwear as an essential part of their fashion individuality in an art gallery atmosphere. Houston, Texas; August 6, 2007 Thomas Nauls, Dace Graham and Kenneth Baugh Exclusive, collectible and vintage sneakers by Converse, Reebok, Adidas, Pro-Keds, PF Flyers, Puma, Asics/Onitsuka Tiger, Nike and Vans ranging from $40-$200. Many of these products will have an artistic, international lifestyle theme affiliated with them. Product stocked in our level of accounts is limited to a distribution level of around 1,000 to 3,000 pairs in the entire country. In addition, The Tipping Point will offer special merchandise to commemorate holidays, special events, and sporting events throughout the calendar year. Also available will be a thoughtfully curated selection of apparel, books, music and art that inspire and influence the sneaker culture. The Downtown Houston location is the first franchise in a genre; The Tipping Point plans to expand into other markets where there is not a strong sneaker boutique presence such as San Antonio, Austin and Beaumont. 3


Established Founders Products




Thomas Nauls, Lifestyle Curator and General Manager ­ Mr. Nauls has extensive retail management experience, including being previously employed with Foot Action in their management training program. He will be responsible for managing day-to-day store operations, hiring and training part-time employees and tracking product inventory levels. Dace Graham, Sneaker Curator and Finance/Purchasing Manager - Mr. Graham is responsible for all of the finance and purchasing functions. Mr. Graham has several years experience as a procurement analyst for Coca-Cola. Mr. Graham's financial control skills will be invaluable in keeping The Tipping Point on track and profitable. Kenneth Baugh, Marketing Manager ­ Mr. Baugh is responsible for managing the marketing campaign and determining the appropriate advertising mix for this venture. Mr. Baugh has many years of advertising, marketing, and creative experience with Rice University and is a visible fixture in the Houston community.


Asics Onitsuka Tiger



PF Flyers





THE TIPPING POINT OUTREACH Our community outreach focuses on initiatives that support creativity and innovation in fine arts, motion picture art, literature, performing arts, architecture, math/science, fashion and philosophy since they are the inspiration behind our products. Furthermore, we are dedicated to helping Houston make the transition into a more creative, international city that celebrates diversity and has a traditional form of urban living.

By partnering with local non-profit organizations and businesses that share similar values as our organization, such as the ones listed below, we will be successful in our mission.

Organizations · · · · Soular Grooves Push Houston Houston Art Alliance/Art Hound Spacetaker · · · Businesses · · · · · · · · · · · TOMS Shoes The Breakfast Klub Domy Book Store Yao's Restaurant (2008) House of Blues (2008) Museum of Fine Arts Houston G Gallery The Flat · · Wulfe and Company · Mirador Group Inc. Reggae Hut · Zulu Creative · Whole Foods Market Central Market · · · · · · · University of HoustonDowntown Art Institute of Houston · Jet Lounge Bayou Place Dean's Clothing Houston Public Library Starbucks (25 Energy Zone Locations) Warehouse Live NOTSUOH · · · · · · · La Strada Soundwaves (Montrose) The Community Artists' Collective Rice University The Social · · Isabella Courts Ensemble Theater · Central Houston/Downtown Management District Midtown Management District Workshop Houston Hot Town Cool City · · ·

The Urban Land Institute South Texas School of Law Bayou City Outdoors

American Apparel AA Concept Stores Marriott and Marriott Courtyard Hotel

· · · · · · · · · · · · · · · · ·

Humble Building Apartments Hilton Americas Midtown Art Center HCC-Central Campus Engine Room The Proletariat The G.R.A.B. TSU Art Department Blaffer Gallery South Texas School of Law The Park Shops Discovery Green (2008) One Park Place (2008) Borders (2 Energy Zone Locations) House of Blues (2008) Factory People (2008) Books-A-Million (2008)

· ·

The Meridian Empire Cafe

SPECIAL THANKS TO THE SUPPORTERS OF THE TIPPING POINT Houston Downtown Management District - Economic Development Organization- Awarded the Tipping Point a $50,000 economic development retail incentives grant on September 14, 2006. HDMD is the mastermind behind Main Street Square's conversion into a mixed-use retail zone. They also provided demographic and economic statistics for our business plan. Our main contact is Heather Henzie who serves as the Retail Development and Planning Coordinator. She will continue to oversee our venture, facilitate marketing opportunities through the HDMD and provide information on the development of other downtown retail projects. Wulfe and Company-Commercial Real Estate Agency - This organization is responsible for many successful retail endeavors over the past couple of decades, most notably the Meyerland Plaza and the Gulfgate Shopping Center. The Tipping Point has worked closely with Monte Large, Jeff Kaplan, and Adam Brackman. These associates form the WulfeUrban division, which assist all endeavors in the inner city for the company. Their expertise assisted us in deciding our location and negotiating the terms of our lease. Barnes and Turner, Attorneys at Law-Attorneys - Mr. Barnes has been practicing law for 30 years and currently one of the managing partners of his own law firm, Barnes and Turner. He and his partner, Mr. Sylvester Turner have represented businesses of all sizes including startups, such as ours, and Fortune 500 companies. Mr. Barnes and Mr. Turner will continue to advise the Tipping Point on all legal matters including business documents, contracts and intellectual property issues. Epic Business Planning, LLC - Economic Advisor- The Tipping Point worked with Mr. Todd, a consultant for Entrepreneurial Planning & Investment Counsel (EPIC). He created a custom financial model to accurately forecast our financial statements and provide a value for our venture. With his experienced consulting we were able to arrive at a forecast backed by sound logic that identified all cost-related factors. He will continue to offer his financial guidance as needed. The Mirador Group Inc. - Architectural Corporation-The design of our store was done by Jay Clues. He also oversaw the build out process. They are responsible for the construction and design of several Houston landmark destinations. They include the Red Cat Jazz Café, Katz Deli, and the renovation of the Sakowitz Building. George Baugh III and Company, CPA - Certified Public Accounting Firm- Mr. Baugh's accounting firm has been established for 25 years. They have assisted such financial institutions as Unity National and several local non-profit organizations. His firm reviewed the financial model

prepared by Epic Business Panning Inc. to ensure our projections were reasonable. In the future his firm will assist the Tipping Point in tax preparation and bookkeeping. Rick A. Frazier - Business Advisor- Mr. Frazier is the Chief Quality Officer and Senior Vice President of Technical Stewardship- Marketing, Strategy and Innovation for The Coca-Cola Company. His extensive corporate background spans over the past 20 years and includes positions held at Fortune 500 companies such as Pillsbury and Quaker Oats. His knowledge of business development, strategic planning, and price negotiation have proven to be an invaluable resource to our business. Zulu Creative, LLC - Zulu Creative a marketing and brand management company in Midtown Houston, worked in collaboration with Southern Draw Studios to develop The Tipping Point's brand identity, marketing materials and retail promotions system. Zulu Creative also handled the marketing and public relations to promote the opening and sneak peek event introducing The Tipping Point. Together, Zulu Creative and The Tipping Point will produce special events to promote The Tipping Point Lifestyle.

THE TIPPING POINT LOCATION INFORMATION Inside the Loop The population of the inner city keeps growing in an area that is only 97.3 square miles. Here is a chart showing how the population per square mile has grown since 2000, and projections for the future.

2000 2007 2015 2025 2035

Population 433,000 525,005 621,887 673,795 694,341

Density 4,451 5,397 6,393 6,926 7,138

Change from 2000 21% 44% 56% 60%

About Downtown Our organization is confident that Downtown will give us an advantage over competition in that it is an emerging section of Houston that has not been over saturated with retail stores. Over the last ten years the city of Houston has made a vigorous commitment to revitalize Downtown through a number of grant programs, tax incentives and economic development committees. According to the Houston Downtown Management District, nearly four billion dollars has been spent since 1996 on commercial and residential projects. Main Street Square is the centerpiece of the successful transition to this part of the city. Along with the addition of Metro Rail in January 2004, there has been a visual improvement to all roads, street lights, street signs, and sidewalks in the entire area. The commitment by the City of Houston, the Downtown Management District, Central Houston, and other organizations has improved street level aesthetics tremendously. This has attracted restaurants and clubs, such as Red Cat Jazz

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Café, Morton's Steakhouse and Sambuca. In the next phase of an entire revitalization of Main Street Square will be the addition of mix-use retail/residential projects. The streets earmarked to benefit the most are Main, Polk and Dallas, leading directly to the George Brown Convention Center, Discovery Green, One Park Place, and the Toyota Center. Being geographically surrounded by freeways not only gives it easily identifiable borders, but also makes Downtown readily accessible from any part of Houston including historic neighborhoods and subdivisions like, Third Ward, Upper Kirby, Montrose, Medical Center, West University, The Heights and the Museum District. Downtown Houston is a logical choice for a residential area to serve the two largest employment centers in the region with more than 200,000 jobs. There are also five colleges and universities nearby with combined enrollments of over 50,000. Downtown Demographics The residential population within the zip code (77002) where The Tipping Point is located is roughly 4,000. The types of residents attracted to downtown living tend to be young urban professionals working downtown, empty nesters, and reverse commuters. Residential units -lofts, condos, apartments -- tend to be in the mid to upper income level range. By 2010, the residential count downtown will reach 10,000. In addition to the residential population growth, downtown boasts a daytime presence of 150,000 and attracts over 22 million annual visitors. According to a 2005 estimate, the city had a total population of 1,273,730 in a 10 mile radius from center city. The racial makeup of that population was: 49.65% White, 22.95% Black or African American and 48.09% Hispanic or Latino which has a separate classification. This highlights the racial diversity that is comprised within Downtown Houston, and will be reflective of our customer base. Information provided by

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THE INSPIRATION BEHIND THE TIPPING POINT STORE'S NAME The Tipping Point's namesake and philosophy was adopted from the book by Malcolm Gladwell which embraces the concept that ideas can be spread quickly by a select group of early adopters who take something unknown and make it a trend. Synopsis of The Tipping Point Malcolm Gladwell, 2000, NY:Little Brown & Co. D.Kailin 2/19/03 Prologue: Ideas, like viruses, can be spread in a geometric progression a. if one crafts contagious propagation b. if one applies little causes that have big effects c. if one attends to creating a tipping point, when everything changes all at once There are three rules of epidemics: 1. The Law of the Few: The adroit combination of three special kinds of people make things happen.Together the social power of the messengers can translate ideas & practices learned from innovators and early adopters into forms palatable for the early majority. A. Connector: spreaders; penultimate people persons; a small number of people link a large number of people together; the strength of many weak ties, acquaintances spanning multiple fields. B. Maven: information brokers; motivated to teach, share, and help others; the link to innovative ideas and practices. C. Salesman: persuaders; based on quality & quantity of counters to objections; based on optimism, charm, enthusiasm, charisma; and based on being a Sender: drawing others into your rhythm and terms of interaction. 2. The Stickiness Factor: Ideas and practices - the messages - must be framed in ways that make them memorable and that move us to action.

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A. Repetition: must be heard/seen at least 6 times to be remembered but this is a fairly expensive approach. B. Participation: interaction of receiver with message, e.g. click on "the Gold Box". C. Practical & Personal Info: The message must speak to the listener in a personally meaningful way; e.g. map of health center & times open gets people to come for immunization more than scary stories. D. Comprehensible: we watch (TV) when we understand and look away when confused. Information clutter reduces attention; drop extraneous details, exaggerate key points. 3. The Power of Context: Context shapes behavior; the small rules the large (so solve the little problems); using environment changes to create desired tipping points, thresholds. A. Broken Window Theory: un-repaired window says no one cares, invites crime. Ditto for graffiti. B. Small Groups as Incubators: The Rule of 150: closer knit connections below this threshold; above it, a completely different dynamic happens. Small groups can have a conjoint working memory system, recognizing and drawing more deeply on unique individual capacities. Epilogue Innovators and Early Adopters (entrepreneurs, startups) are Visionaries of revolutionary change. Early Majorities are risk-averse big companies, pragmatists seeking incremental, measurable, and predictable improvement. The task we face is the translation of ideas and practices from the former into terms acceptable to the latter, using the three rules of epidemics.

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Media Contact: Tina Zulu Zulu Creative [email protected] 713.554.9858

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Contact: Tina Zulu, Zulu Creative (713) 554-9858 [email protected]

THE TIPPING POINT, AN UPSCALE COLLECTIBLE SNEAKER LIFESTYLE STORE, TAKES THE FIRST STEP TOWARDS FASHION RETAIL DEVELOPMENT IN DOWNTOWN HOUSTON Houston, TX ­ June 26, 2007­ Opening July 16, 2007 at 1212 Main Street on the ground floor of the historic Humble building, The Tipping Point is leading the way for fashion retailers setting up shop in Downtown Houston along the Main Street Light Rail. The Tipping Point will make a bold arrival one year prior to the neighboring Houston Pavilions, a 700,000 square foot multi-use retail, entertainment and commercial development scheduled to open October 2008. Funded in part by a generous retail development grant from the Houston Downtown Management District, the upscale collectible sneaker lifestyle store will be the first and only retailer in the area offering limited edition and exclusive styles from Converse, Reebok, Adidas, Puma, Asics/Onitsuka Tiger (Spring '08), Nike and Vans. Also available will be a thoughtfully curated selection of apparel, books, music and art that inspire and influence the sneaker culture that has recently emerged in many other metropolitan cities across the globe. The socially conscious and forward-thinking pioneers behind The Tipping Point intend to build a brand that extends beyond fashion by partnering with local non-profit organizations and small businesses to create a springboard for creativity and innovation to flourish through a series of book signings, art exhibitions, movie screenings and music listening parties. The first of many Tipping Point sponsored events to come working towards this goal, is the Sneaker Pimps Tour, the world's largest touring sneaker exhibit featuring over 1,000 pairs of rare, limited edition, vintage, celebrity signed, artists collaborated sneakers and a collection of sneaker inspired artwork, fashion and photography scheduled on September 8, 2007 at Warehouse Live. The Tipping Point, whose namesake and philosophy was adopted from the book by Malcolm Gladwell, embraces the concept that ideas can be spread quickly by a select group of early adopters who take something unknown and make it a trend. By connecting with the multicultural, socially conscious, and open-minded forerunners of Houston - those who set the pace in fashion, art and lifestyle, The Tipping Point is sure to leave a footprint that will lead the way for other retailers to follow. For more information, visit ###

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Contact: Tina Zulu, Zulu Creative (713) 554-9858 [email protected]

THE TIPPING POINT TO HOST A "TOMS SHOES STYLE YOUR SOLE" SHOE DESIGNING PARTY TO PROVIDE SHOES TO NEEDY CHILDREN IN SOUTH AFRICA HOUSTON, TEXAS ­ July 21, 2007 ­ On July 28, 2007 from 3 p.m. to 7 p.m., The Tipping Point, a collectible sneaker lifestyle store located at 1212 Main Street in Downtown Houston, will host a TOMS Style Your Sole shoe designing party. During the party, participants may purchase and decorate a pair of TOMS Shoes. For every pair of TOMS Shoes purchased, another pair will be given to a child in need. The party is one of thousands happening on the same day all across the country helping TOMS reach its goal to raise over 50,000 pairs of TOMS Shoes to be given to needy children in South Africa this fall. Participants may also enter their design in a national contest for the best shoe design. The winning shoe will be produced in limited edition for TOMS retail partners nationwide. Houston-based artist and Whitney Biennial 2006 Participant, Robert A. Pruitt will be in attendance designing a special shoe for the event. "We are thrilled to be able to support TOMS Shoes in their wonderful mission." says The Tipping Point co-owner and lifestyle curator, Thomas Nauls, "We want The Tipping Point to be an energy center for creativity and innovation and this event offers that plus a humanitarian element which makes us honored to be involved." The Tipping Point would like to recognize the generous sponsors of the event -- Starbucks, Sharpie, Sumo Lounge, Texas Art Supply, Zulu Creative, Josh Zulu and Susie Lopez. Space is limited and RSVP is required by July 26, 2007, [email protected] ### About The Tipping Point The Tipping Point is the first and only upscale collectible sneaker lifestyle store in Downtown Houston. The store offers limited edition and exclusive styles from Adidas, Asics Onitsuka Tiger, Converse, Creative Recreation, Nike, PF Flyers, PRO-Keds, Puma, Reebok and Vans. Also available is a thoughtfully curated selection of apparel, books, music and art that inspire and influence the sneaker culture. For more information, visit

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About TOMS Shoes After spending time in Argentina on The Amazing Race, Blake Mycoskie decided to travel back to volunteer in this poverty-stricken country. Seeing so many children without shoes, inspired Blake to start TOMS (named after "shoes for Tomorrow"). The must-have shoe for the season, TOMS is spreading like wildfire. With celebrity devotees including Keira Knightley, Scarlett Johansson and Renee Zellweger, this simple yet stylish shoe retails for $38 and can be found at Nordstroms, Macys, Urban Outfitters and specialty boutiques nationwide. For more information, visit

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A footprint for innovative creativity By CYNTHIA LESCALLEET If Houston wants to offer a more urban lifestyle downtown, it's going to need sneakers -- and an attitude. Taking its first steps toward incubating both is The Tipping Point: Art in Transit, a hip new shop and innovation center that opened last weekend at 1212 Main St. The venture's name and philosophy are a nod to the phenomenon of how new ideas spread, a concept described in a trendy book of the same name by Malcolm Gladwell. Proprietor Thomas Nauls, 28, considers himself a "lifestyle curator." His socially conscious shop sells upscale and collectible sneakers as well as books, music, art and apparel he feels "inspire and influence creativity." Tipping Point co-owner Thomas Nauls knows how to read a sneaker. - photo by Neil Lokken

Chess is also a piece of his business plan, he said. He'll carry the game. And, just as chess requires moves predicated on future outcome, The Tipping Point is in position for the emerging urban lifestyle downtown, he said. The location itself is an example of thinking in the future tense. Rather than open in a neighborhood with an established personality, for example, Nauls and co-owners Kenneth Baugh and Dace Graham picked a place to help forge one. The shop is in the ground floor of the historic Humble building, fronting the light rail line. As trains pass, they become a blurry backdrop in the shop's windows. Across the street, meanwhile, a 700,000-square-foot, mixed-use development called Houston Pavilions is under construction by Entertainment Development Group. Nauls knows how to read the sneakers on the back-lit shelves of his "store/energy center." Some are retro, others limited edition. Still others are rendered by artists as wearable art, such as a classic Rebok rendered in artwork inspired by the late graffiti artist Basquiat, whose exhibit was at the Museum of Fine Arts Houston a year ago. "You always discover something new you didn't see before," he said, showing how the splashy imagery continues inside the shoe. "Clients can appreciate the colors (even) if they don't understand the reason for it," he said. Nauls, a contemplative fellow who speaks like a poet, considers himself a rather conservative sneaker man. He likes the comfort of the retro Rebok style Nylon. Conversant in sneaker history, he rattles off the stories behind some of the big names of the industry: Nike, Puma and Adidas, Converse and Vans. Sneakers are an essential part of urban living, he said. They're needed by workers coming out of downtown office buildings or residences in search of food, entertainment, a stretch or a sprint to the transit line. He's a believer Houston will join the so-called "sneaker culture" that has emerged in other metropolitan areas. "I see a transition coming and I want to hop on it before anyone else does," he said. To help that movement, The Tipping Point will partner with local nonprofit organizations and small businesses to foster innovation. It will host books signings, art exhibitions, movie screenings and music-listening events. Next month, for example, the shop will help sponsor the "Sneaker Pimps Tour" on Sept. 8 at Warehouse Live, 813 St. Emanuel St. The exhibition has more than 1,000 pairs of rare, limited edition, vintage and celebrity signed sneakers plus sneaker-inspired artwork, fashion and photography. The Tipping Point is partially funded by a retail development grant from the Houston Downtown Management District. The incentives program hopes to add "shop" to a list of downtown experiences like "work, live, eat and visit," said Angie Bertinot, the management district's retail development marketing director. The group behind The Tipping Point is a "perfect" fit for downtown revitalization program, she said. It's quirky, offers goods and experiences and does so right on Main Street.

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8/21/2007 10:37 AM

Houston Business Journal - June 29, 2007

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BUSINESS PULSE SURVEY: Would you support legislation that limits/bans the use of certain electronic devices while driv

The Tipping Point opens downtown location

Houston Business Journal - June 29, 2007

An upscale collectible sneaker store is opening in the historic Humble building on July 16. Located at 1212 Main, the new store, called The Tipping Point, is one of the first new fashion retailers to set up shop along the Main Street light rail in downtown Houston. The Houston-based retailer will offer limited edition and exclusive styles from Converse, Reebok, Adidas, Puma, Nike and Vans. The store will also carry a selection of apparel, books, music and art that influence the sneaker culture that has recently emerged in many other metropolitan cities. The Tipping Point is opening more than a year ahead of the neighboring Houston Pavilions, a 700,000-square-foot retail and entertainment development scheduled to open in October 2008.

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8/16/2007 2:09 PM

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Boutiques to give downtown retail a new charge

Houston Business Journal - November 3, 2006 by Allison Wollam Houston Business Journal

The Central Business District is in line to get an influx of trendy retail boutiques, thanks in part to a nearly two-year-old grant program that has kicked into high gear. Local retailers AA Concepts and The Tipping Point have landed grants from the Houston Downtown Management District, making them only the third and fourth projects to receive the monetary incentives since the program was started in early 2005. Meanwhile, Austin-based Factory People is also in the early stages of a planned expansion into Houston's CBD. Lifestyle retailer AA Concepts has secured a $175,000 grant from the management district to open a store in the firmer Sakowitz Building, and sneaker boutique The Tipping Point received a $50,000 award for a store in the old Humble Building. The Houston Downtown Management District, funded through taxes imposed on property owners in the district, approved $1 million in 2005 to start the grant program aimed at bringing "soft goods" retailers to downtown. Soft goods include everything from books and music to clothing and art. Restaurants and bars are not eligible for the grants. Los Angeles-based clothier American Apparel Inc., a cutting-edge company that caters to socially conscious buyers, was the first retailer to take advantage of the program when it landed a $150,000 grant in early 2005. The company plans to open a store in the Sakowitz Building once a certain portion of the building is leased to other retailers. Since then, the only other grant recipient has been the planned 800,000-square-foot Houston Pavilions entertainment complex, which received a $600,000 grant for retail and $400,000 to create a streetscape along Dallas Street. Whereas the Pavilions has already landed some big-name tenants such as House of Blues and Lucky Strike bowling alley, these two newest grants are expected to help ramp up the fledgling retail scene for boutique stores in the downtown area. Kathy Williams, retail development specialist for the Downtown Development District, says AA Concepts -- which currently operates three stores in Houston named Wish,

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Fabrik and Method -- will receive its grant once the proposed 5,785-square-foot store is built out in the historic Sakowitz Building. AA Concepts tailors its store designs and merchandise to suit the specific demographic in which the store is located. In the case of the Sakowitz Building, the retailer is planning to debut a new concept, Habita, which is described as a lifestyle store that will sell home furnishings, accessories and apparel. AA Concepts is in the process of finalizing its lease, and Williams says an opening date has not yet been determined. Meanwhile, Williams says, upscale sneaker boutique The Tipping Point will receive its grant when the Houston-based retailer completes construction of its store in the old Humble Building at the corner of Main Street and Polk. The Tipping Point is a start-up company which Williams says will debut its concept with a 1,100-square-foot store by early next year. The retailer will offer one-of-a-kind and collectible sneakers as well as apparel and branded footwear. Meanwhile, a funky Austin-based retailer is also planning to expand to Houston with a new location in the Sakowitz Building. Factory People caters to customers in search of hard-to-find cult clothing designers such as Evil Genius, Fred Perry, Kid Robot and Yoko Deveraux. Although a lease has not yet been signed, Factory People Owner Thomas Popov says he hopes to open a Houston location by the second or third quarter of 2007. He says the Houston store will be similar to the original contemporary showroom in Austin, but it will also "have more of a Houston flavor." Williams says interest from retailers has been pretty steady since the announcement of the Houston Pavilions complex, which will be bounded by Dallas, Polk, Main and Caroline streets. In addition to House of Blues and Lucky Strike, high-profile restaurants such as Red Cat Jazz Cafe, McCormick & Schmick's and Lawry's The Prime Rib have also signed on to anchor the development. "The knowledge that we have the arrival of The Pavilions coming has spurred a lot of interest in the downtown area," Williams says. "The infusion of retail that The Pavilions will bring to downtown is causing a a spur of activity."

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