Exhibit 32.1

                        CERTIFICATION OF PERIODIC REPORT
                        --------------------------------

Each of the undersigned, in his capacity as an officer of The Princeton Review,
Inc. (the "Company"), hereby certifies, pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350), that:

      (1)   the Quarterly Report on Form 10-Q of the Company for the period
            ended June 30, 2003 (the "Report") fully complies with the
            requirements of Section 13(a) or 15(d) of the Securities Exchange
            Act of 1934 (15 U.S.C. 78m or 78o(d)); and

      (2)   the information contained in the Report fairly presents, in all
            material respects, the financial condition and results of operations
            of the Company.


Date: August 12, 2003                   By:  /s/ John S. Katzman
                                           -------------------------------------
                                           Name:   John S. Katzman
                                           Title:  Chief Executive Officer

Date: August 12, 2003                   By:  /s/ Stephen Melvin
                                           -------------------------------------
                                           Name:   Stephen Melvin
                                           Title:  Chief Financial Officer