TAOMEE HOLDINGS LIMITED OFFER TO EXCHANGE SHARE OPTIONS FOR REPLACEMENT RESTRICTED SHARES ELECTION FORM AND RELEASE AGREEMENT

Before you complete or return this Election Form and Release Agreement (“Election Form”), you should read the Offering Circular dated March 16, 2012 that accompanies this Election Form.

You may obtain a copy of the Offering Circular by calling or sending an email to ▇▇▇▇ ▇▇▇▇▇ at ▇▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇ or ▇▇▇▇@▇▇▇▇▇▇.▇▇▇. The Offering Circular contains important information about the terms and conditions and risks of the Offer and explains many of the terms used in this Election Form.

Capitalized terms that are used in this Election Form and that are not defined in this Election Form are defined in the Offering Circular.

After you have read the Offering Circular and this Election Form, please complete this Election Form and return it to ▇▇▇▇▇▇. You may return this Election Form by mail, email, hand delivery (during normal business hours) to the following addresses:

For additional information, it is important that you read the Offering Circular.

DEADLINE: If you wish to accept the Offer, we must receive this Election Form at the above address or email address no later than 11:59 p.m., Beijing time, on March 29, 2012, unless we extend the deadline for the Offer. If we do not receive an Election Form from you prior to this deadline, you will be deemed to have rejected the Offer.

I have full power and authority to sign and deliver this Election Form and to tender any Eligible Options pursuant to the terms of the Offering Circular;

I have received and read, and I understand, the Offering Circular and the documents referenced in the Offering Circular, including this Election Form. The documents referenced in the Offering Circular (including this Election Form) are collectively referred to in this Election Form as the “Offer Documents”;

I have had adequate time and opportunity to ask questions of ▇▇▇▇▇▇ about the Offer and the Offer Documents, and to seek advice from my independent legal, tax and/or financial advisors concerning the Offer and the Offer Documents;

I understand that the Offer Documents contain all of the terms of the Offer in their entirety, and that I have not relied on any other documents or oral representations from Taomee or any of its officers, directors, employees, representatives, affiliates or agents in deciding to accept or reject the Offer;

▇▇▇▇▇▇ has not made any recommendation to me as to whether I should accept or reject the Offer, and any election to accept the Offer is wholly voluntary;

the information set forth in my Individual Option Statement is correct; and

My election to accept or reject the Offer is correctly set forth in Section A above.

Subject to all of the terms and conditions of the Offer, I hereby tender all of my Eligible Options (such exchanged options are referred to in this as “Cancelled Options”), and I agree that, subject to acceptance by ▇▇▇▇▇▇, all of my Cancelled Options will automatically terminate effective on the first business day following the Expiration Time;

Upon acceptance of the Cancelled Options by ▇▇▇▇▇▇, I, on my own behalf and on behalf of my heirs, dependents, executors, administrators and assigns, hereby release ▇▇▇▇▇▇ and its successors, assigns, affiliates, representatives, directors, officers and employees, past and present (collectively referred to in this Election Form as “Released Persons”), with respect to and from any and all claims, damages, agreements, obligations, actions, suits, proceedings and liabilities of whatever kind and nature, whether now known or unknown, suspected or unsuspected (collectively referred to in this Election Form as “Claims”), which I now own or hold or at any time previously owned or held against any of the Released Persons and that relate to or are in any way connected with the Cancelled Options. I acknowledge that I may later discover claims or facts that are in addition to or are different from those which I now know or believe to exist with respect to the Cancelled Options. Nevertheless, I hereby waive any Claim relating to or connected with the Cancelled Options that might arise as a result of such different or additional claims or facts. I fully understand the significance and consequence of this release.

I have not previously assigned or transferred to any person or entity (other than Taomee) any interest in my Cancelled Options, and I agree to defend, indemnify and hold harmless all Released Persons from and against any claim based on or in connection with any purported assignment or transfer.

The Offer Documents comprise the entire agreement and final understanding concerning the Offer and my Cancelled Options, and the Offer Documents supersede and replace all prior agreements, proposed or otherwise, whether written or oral, between ▇▇▇▇▇▇ and me concerning the subject matter thereof. ▇▇▇▇▇▇ will not be bound by any representation, promise or agreement that is not specifically contained in the Offer Documents.

Taomee reserves the right, under the circumstances set forth in the Offering Circular, to terminate or amend the Offer, or to postpone its acceptance and cancellation of any Cancelled Options.

If any provision of the Offer Documents (including this Election Form and the release) is found to be invalid, such finding will not affect the validity and enforceability of the other provisions of such documents, so long as the essential economic provisions of this Election Form and the Offer can still be given effect.

I agree to pay the par value of $0.00002 per share of the Replacement Restricted Shares that I receive pursuant to the Offer and to make such payment no later than the time I sell such Replacement Restricted Shares.

I agree to cooperate fully and to execute any and all supplementary documents and to take all additional actions that may be necessary or appropriate to give full force to the basic terms and intent of this Election Form and the Offer and which are not inconsistent with the terms of the Offering Circular.

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