The Finish Line has signed a definitive agreement to acquire, for $12 million in cash plus a potential earnout of up to a maximum of $6 million in cash, all of the outstanding capital stock of The Hang Up Shoppes, which does business under the trade name Man Alive and is a mall based hip-hop fashion retailer offering men’s and ladies name brand fashions. It is anticipated that Man Alive will achieve sales of approximately $30 million for the fiscal year ending January 29, 2005. The Finish Line believes that if the transaction is consummated it will be slightly accretive to diluted earnings per share for Finish Line’s fiscal year ending February 25, 2006.

The transaction has been approved by the Board of Directors of The Finish Line, Inc. and by the Board of Directors and all of the stockholders of The Hang Up Shoppes. The transaction, which is subject to customary conditions, is expected to close by the end of January 2005.

Mr. Alan H. Cohen, Finish Line’s Chairman and Chief Executive Officer, stated, “We are very pleased to bring these two organizations together. It is clear to us that Man Alive has a proven store model and we are convinced that there should be a tremendous fit with our organization from a strategic, cultural and operational viewpoint. Our strong balance sheet and superior access to capital, as well as our operational and marketing expertise, combined with Man Alive’s strong merchandise philosophy and highly compelling opportunity for store expansion, should provide enhanced value for our stockholders.”

Headquartered in Indianapolis, Indiana, The Hang Up Shoppes, Inc. operates 38 mall-based stores under the Man Alive name in Georgia, Illinois, Indiana, Kentucky, Maryland, Michigan, Missouri, Ohio and Virginia. Man Alive’s core product selection consists of men’s and ladies apparel, shoes and accessories and includes hip-hop and rap-inspired brands and fashions from name brand designers.

Man Alive was founded by Barbara and Mandell Bublick in 1969 in Benton Harbor, Michigan. Today their sons, Jeff, Ben and Dan, are executive officers of the business. Jeff Bublick, The Hang Up Shoppes President, is expected to continue his leadership of The Hang Up Shoppes following the close of the transaction and Ben Bublick and Dan Bublick are expected to remain in their roles of Vice President – Merchandise and Vice President – Store Operations. Barbara and Mandell are expected to continue with the company in a consultant capacity. Jeff Bublick stated, “We are proud of what we have achieved with Man Alive. We believe the combination with The Finish Line will enhance our ability to execute our growth plans. We have tremendous respect for The Finish Line and have been impressed with their continued profitable growth in a highly competitive industry over the past 28 years. We look forward to this new affiliation and being able to take advantage of the opportunities that lie ahead of us.”