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This isn't your run-of-the-mill mall experience.

First you plunk down $4 to enter a futuristic digital theater. You're swept into a river adventure, the climax of which you experience a couple of steps away from the theater in a motion simulator, which magnifies every swell of the river's current.

You exit through a corridor where you can touch computer screens and go virtually anywhere in the world, construct an image of William Shakespeare or learn how Hula Hoops were created.

Next it's on to the retail store that sells everything from earrings to the latest CD-ROMs to books about river rafting.

Welcome to Tempus, the latest star attraction at Minneapolis' Mall of America.

"Picture the Museum Co. meets Epcot Center meets Nike Town meets Warner Bros.," said Bill Sadleir, chairman-CEO of Tempus Entertainment. "Our centers are a whole new way to reach millions of people."

Tempus is just one name in a fast-growing trend called location-based entertainment. It's part high-tech, part virtual, part cinematic, and it's all about interactivity.

Within its 6,000 square feet of retail space, Tempus has created a mini-theme park. Two motion simulators launch visitors on a virtual exploration of time, travel and imagination. The digital theater ride also sports interactive input devices allowing participants to guide story plots.

Salt Lake City-based Tempus, backed by such players as Capital Cities/ABC, motion picture producer Ted Mann and retail center developer Melvin Simon, plans to open 120 centers in the next few years, including sites at malls in Chicago, Houston and Albany, N.Y.

"Supermalls attract more than 12 million people a year; Disneyland gets 11 million," said Mr. Sadleir. "We're targeting spots already in retail space that attract large numbers of people."

Location-based entertainment centers today are a $250 million business, only a fraction of the take of traditional theme parks and arcades. Still, the market is burgeoning with players like Iwerks Entertainment's Cinetropolis, Blockbuster Entertainment's Block Party and even Sony Corp. of America's Sony Wonder Technology Lab.

Unlike the teen-filled virtual reality arcades that have popped up in the past few years, Tempus and other entertainment centers are intent on attracting a more sophisticated-and older-crowd. Their goal is to mix education with entertainment and to pry open adults' wallets in the process.

"The challenge will be in building something that people will make a special trip to spend money on," said Keith Benjamin, entertainment analyst with Robertson, Stephens & Co., San Francisco.

It's a challenge another venture, called VITEC, will face when it opens its first venue late this summer in downtown Chi- cago. The 70,000-square-foot VITEC (short for Visual Interactive Time Exploration Center) will offer 22 individual viewing stations, four interactive CD-I stations, a few kiosks, a large video wall, a coffee shop and a retail store.

VITEC also has developed a section called VITEC Screenz, which by day will offer classes teaching business people how to access the Internet and online services, and by night will provide Internet access to consumers.

To keep people coming back, VITEC's content will be created by outside production companies and will change every few months. The first program, dealing with the cultural impact of the 1960s, is being developed by Kurtis Productions, the production company of Chicago newsman Bill Kurtis (see related story on Page 16). Big Hand Productions, Dallas, is creating the interactive software for the kiosks.

"We think people are yearning for interactive entertainment that offers an element of social value," said VITEC President-CEO Dan Kite. "We are immersing people in the world in which they live by utilizing the newest technology and the best programming available."

Blockbuster, meanwhile, has been testing its Block Party entertainment center concept since December. In addition to a full-service restaurant, the 35,000-square-foot facilities in Indianapolis and Albuquerque, N.M., offer merchandise, interactive audio and video equipment, virtual reality applications, sophisticated high-tech games and motion simulators that show films. Attractions range in price from $2.95 to $10.

Although the company says Block Party is "doing well," it declined to provide attendance figures.

"For the first time, there's a generation that have grown up with theme parks and are looking for similar entertainment as adults," said Sharon Blalock, VP-managing director of Block Party and Golf & Games, a division of Blockbuster Entertainment's Paramount Parks. "We're just see- ing the tip of the iceberg with this destination-based entertainment."

One thing several of the location-based entertainments have in common is a quest for marketing support. VITEC plans to offer sponsorship opportunities to marketers that want to tie in to the idea of a futuristic theme park driven by media.

"We are really propelled by the use of existing media content that can cover a wide range of topics-from the 1960s to sports legends. Tie-ins can become appropriate for all businesses in the way they relate to the content," said Mr. Kite.

Tempus also is negotiating with a number of marketers to place their products in interactive films, buy space on a video wall, sell merchandise in the retail space and partner in advertising campaigns.

"Certain topics lend themselves well to being sponsored by, say, an airline or computer company," said Mr. Sadleir. "There's an opportunity to exploit broadcast pieces in a non-conventional way and tie it in to retail distribution channels and other promotional tie-ins."

As with any entertainment venue, however, there are risks and rewards to getting advertisers involved.

"There is considerable potential for advertisers to take a role here, but you can't let consumers feel they're being exploited for their own entertainment," said John Latta, president of Fourth Wave, an Alexandria, Va., high-tech entertainment consultancy.

Despite all the activity, some analysts say the location-based entertainment market may be short-lived.

"The market is small now, and it becomes a tough question because there isn't a lot of evidence that you can make money here," said Mr. Benjamin. "They're dealing with expensive technology that demands a high ticket price. So the product must be significantly better than that which people can get at home or at a movie theater or from their computers."

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