Proprietary and Confidential0

1 Agenda I.Company Overview II.Market Environment III.Product Portfolio Review A.PureVideo Editorial Overview B.StupidVideos.com C.GrindTV.com D.PureVideo.com E.HollywoodUpClose.com F.Sales & Technology G.Summary Financials H.Org Chart IV.Growth Strategy

Proprietary and Confidential2 Company Overview Digital media business dedicated to the creation, discovery and promotion of video content over IP delivery platforms Leverage compelling content (UGC, original, licensed), robust publishing and IT platforms and proprietary video search technology to operate a network of Branded Online Destinations (BODs)

Proprietary and Confidential3 Key Properties Delivering safe, advertising-friendly new media destinations to targeted audiences Blend of traditional media best practices with Web 2.0 advantages

Proprietary and Confidential4 Business Model Each BOD provides the unified context for aggregated video content to simultaneously attract consumers, advertisers and content producers –Reach highly targeted, engaged and valuable audience Monetize the long tail of content demand through search Self-perpetuating Web 2.0 business with robust community features and cross-promotion to drive organic growth sports politics, travel, etc. comedy celebrity Coming Soon… Other Verticals

Proprietary and Confidential Key Milestones and Accomplishments Jan. 06: Launch of StupidVideos 2.0 Feb. 06: MSN ad partnership begins Jul. 06: Branded ad campaigns for Nissan and Sony PSP Mar. 06: Added user profiles and other community features May. 06: MSN ad partnership ends Aug. 06: Hired Carrie Kelly to lead direct sales effort Sep. 06: StupidVideos 3.0 released on new technology platform Oct. 06: GrindTV 2.0 released on new platform Oct. 06: Launch of PureVideo Search Dec. 06: GrindTV and PureVideo join StupidVideos in the comScore top 2000 Dec. 06: $1.5mm bridge from Softbank Feb. 07: Launch of HollywoodUpClose; comScore number grows 45% from previous month to 4.7mm Mar. 07: Tracking to exceed all traffic goals and more than double ad revenue Nov. 05: Raised Series A from Sofbank Nov. 05: Launch of GrindTV

Proprietary and Confidential6 Continued Growth Strong, high quality traffic growth, even with strict editorial standards in place and the introduction of video advertising Better positioned for financial success and longevity Monthly Visitors (in millions)Advertising Avails (in millions)

Proprietary and Confidential7 Continued Growth (contd) In one year, our comScore unique user count has increased over 600% to 4.7mm –Based on internal metrics, we attracted more than 11mm visits and 5mm unduplicated unique users in February In March, we streamed over 80mm videos to over 13mm visitors. comScore Unique Visitor CountTop 10 comScore Gainers (1) (1) Source: comScore, February 2007, by percentage change in unique visitors.

Proprietary and Confidential8 Experienced Management Team Over 10 years of relevant Internet experience Formerly SVP of Product and Strategy at Citysearch (IAC) Leading Account Executive for Yahoo! Music Erik Hawkins CEO Over 10 years of relevant Internet experience Formerly Director of International Product Strategy for Yahoo! Music Founder of MusicVideos.com (acquired by LAUNCH in 1999 and ultimately by Yahoo! in 2001) Greg Morrow President and COO Russ Smith VP of Technology Carrie Kelly VP of Sales Curtis Beck VP/GM GrindTV Formerly VP of Product for Business.com Developed and patented pay-per-click local search system at Citysearch/IAC Over 10 years of sales experience at top media companies Formerly VP of Search Sales at Ask.com Formerly SVP of Business Development for Cinema Now Over 7 years of experience in Business Development at Microsoft Karina Kogan VP Marketing Over 9 years of relevant Internet experience Formerly Director of Marketing for evite.com, which grew traffic over 600% during her tenure.

Proprietary and Confidential9 Agenda I.Company Overview II.Market Environment III.Product Portfolio Review A.PureVideo Editorial Overview B.StupidVideos.com C.GrindTV.com D.PureVideo.com E.HollywoodUpClose.com F.Sales & Technology G.Summary Financials H.Org Chart IV.Growth Strategy

Proprietary and Confidential10 Online Video Advertising Spending Reach nearly $3 billion in 2010, but still only represent 3.3% of television spending Tremendous opportunity to better monetize the long tail of the content demand curve % of TV Spend 0.1% 0.2%0.3%0.6%1.1%1.6%2.5%3.3% Source: eMarketer research, November U.S. Online Video Advertising Spending ($ in millions)

Proprietary and Confidential11 Drivers of Growth Internet is now the most popular entertainment source among teens and near the top overall Advertising spending gap expected to close Media Usages: Ages 12–24U.S. Ad Spending Per User/Audience Member 2006E U.S. Media Usage

Proprietary and Confidential12 Our Competitive Differentiation PureVideo offers a sustainable, differentiated and defensible business that simultaneously attracts consumers, advertisers and content producers

Proprietary and Confidential13 As impressive as it is that StupidVideos.com came in sixth in total sessions and seventh in unique visitors, some other metrics show an even more interesting, stickier picture of the site. StupidVideos is the runaway leader in page views per session with a massive 43, which is 74% more than Break.com in second place –Andy Kazeniac, Compete.com blog, 02/28/07 Page Views per SessionSessions per Unique Visitor Source: Compete.com, February Competitive Positioning – StupidVideos.com

Proprietary and Confidential14 GrindTV has quickly become a recognizable action sports brand that is the online market leader among targeted competitors comScore Unique VisitorsAlexa Ranking Source: comScore Networks U.S. data as of February 2007; Alexa Internet, Inc. Data for six months through March 15, Competitive Positioning – GrindTV

Proprietary and Confidential15 Launched in October 2006, PureVideo.com search engine is among the highest ranked video search engines comScore Unique VisitorsAlexa Ranking Source: comScore Networks U.S. data as of February 2007; Alexa Internet, Inc. Data for six months through March 15, Competitive Positioning – PureVideo.com Oct 06: PureVideo official beta launch

Proprietary and Confidential16 Ahead Of The Market HAVING SPENT THE HOLIDAY SEASON reading everyone else's brilliant predictions for 2007, I decided to engage in a little crystal-ball gazing myself. But since 2007's been predicted to death, I figured I'd up the ante. So without further ado, here are my online video predictions for Video goes vertical. Not unlike the rise of vertically oriented portals, video content will find well-branded homes for vertical video. Today's repositories for all things video will give way to more focused destinations for travel video, music videos, home video gone wild, amazing sports highlights and the like. 2. Professionally produced content online surpasses amateur content. The vast majority of professionally produced video content hasn't been digitized. Once producers get past the first hurdles (rights, encoding, codecs, digital asset management, hosting, streaming, etc.) they'll find the dollars are there to support a surge in professional production companies driving vast amounts of new and historical content online. Reruns will still be on TV at 3 a.m,. but you'll always be able to find --and advertise on--lost episodes of "The Honeymooners." 3. $12 billion of TV budgets move to online video. According to a recent AAF survey of advertising executives, the majority feel that 10-30% of current spending on traditional broadcast and cable TV ads will shift to online video by We're definitely on the early side of that curve right now, but 2008 will be the year that big TV budgets with real dollars make the shift in earnest. A big piece of the equation will be the continuing agency shake-up. Before those budgets can really move, interactive and TV buyers will have to work more closely and share more budgets will be the year of "sticking our toes in the video water." 2008 is when everyone yells "C'mon in, the water's fine!" 4. TV is a box--one of many. Whether it's their computers, mobile devices, TVs or something else, consumers will be less concerned about which devices and more concerned about their choice of content. With the introduction of Apple's iPhone and AppleTV, more and more people will continue to embrace the concept of "anywhere, anytime" content at the expense of our 72-inch plasma TVs. Content that isn't visually critical, like news and sit- com reruns, will be regularly digested on trains and planes and in places where time is abundant but TVs are not. Trend-setting commuters will, appropriately, kick this trend off, watching Jim Cramer's "Mad Money" on their way to their Wall Street jobs, rather than sacrificing time with family and friends to watch it on a "proper" television. 5. More political advertising online than TV. 6. Video search will make sense. 7. Video blogging will cross the chasm. 8. Video communities. Online Video Predictions for 2008 by Jason Glickman, Monday, January 15, 2007

Proprietary and Confidential17 Agenda I.Company Overview II.Market Environment III.Product Portfolio Review A.PureVideo Editorial Overview B.StupidVideos.com C.GrindTV.com D.PureVideo.com E.HollywoodUpClose.com F.Sales & Technology G.Summary Financials H.Org Chart IV.Growth Strategy

Proprietary and Confidential18 StupidVideos.com

Proprietary and Confidential19 StupidVideos.com – Overview Humorous, user-generated videos in the style of MTVs Jackass and Disneys Americas Funniest Home videos Attracted 5.5mm monthly visitors and streamed over 50mm videos in March –Recent changes have increased streams per visit to 10+, with video advertising included. Parents approve the safe environment, the youth audience thinks its cool and advertisers enjoy positive brand association Audience is teen-dominated and approximately 60% / 40% M/F

Proprietary and Confidential20 PureVideo Editorial Integrity Harness creative energy of our engaged audience to create valuable content assets that meet our strict programming standards All featured content must be contextually appropriate, PG-13 and not a gross violation of copyright Four-stage review process: –Deactivated: Violation of PureVideo strict standards –Approved: Do not yet meet programming standards; viewable from profile page but no advertising or search access –Featured: Meet programming standards –Approved for Syndication: Can be licensed to third parties As a result, very low DMCA takedown notice frequency (less than 1 per month, on average)

Proprietary and Confidential21 PureVideo Editorial Funnel 100% is editorially screened by PureVideo for quality, decency and relevancy

Proprietary and Confidential22 StupidVideos.com – Features SV TV Passive experience to create user stickiness Familiar TV-like channel / episode format Video Series Topical series to create consumer loyalty and activity Part of programming strategy and website organization Easy Video Discovery Foster content discovery through simple browser tools Video filters such as time posted and category Upload/share content Post reviews/comments and create personal profiles (MySV) Social Networking

Proprietary and Confidential23 GrindTV

Proprietary and Confidential24 GrindTV – Overview Created for and by adrenaline junkies –In the style of MTV for action sports Premiere destination to watch, share and review extreme and action sports videos Attracts 2mm monthly visitors and streams over 13mm videos –6+ streams per visit, on average Action sports genre is perfect in short online clips where consumers can share, comment and interact with awe-inspiring athleticism Audience is a younger, active, mobile and predominantly male

Proprietary and Confidential25 GrindTV – Features Grind House Original coverage of athletes and events Category Channels Image of navigation Easy navigation to user interest Social Networking Xxxx xxxx Grind to Go Share content, personal profile page, etc. Original content available for mobile download

Proprietary and Confidential26 GrindTV – Traffic Launched in beta in early 2006, GrindTV has grown rapidly to become the highest ranked action sports focused website and a top 25 position among all sports websites Monthly VisitorsVideo Streams Beta LaunchOfficial Launch Beta LaunchOfficial Launch

Proprietary and Confidential27 PureVideo.com – Overview Proprietary search utility through which consumers can discover video content on the Internet Combines keyword search with a categorized directory –Keyword search leverages accuracy of a crawl-based search with timeliness of an RSS feed-based search –Directory organizes video to create a TV Guide for the Web Proprietary video search indexing to improve upon content relevancy, user experience and monetization opportunities Launched in October 2006, PureVideo.com attracted more than 2.9mm visitors in March. We have launched a paid inclusion pilot, and last month began to generate pay-per-click search revenue.

Proprietary and Confidential28 PureVideo – Features New Features Complete transition to proprietary index PureVideo page rank (purity index) Automated customer signup and billing Upcoming features My PureVideo Search Tool Bar Paid Inclusion Pilot

Proprietary and Confidential29 PureVideo Search Approach

Proprietary and Confidential30 Search is Intelligence – We use video search data to focus our channel development and content acquisition efforts Search is Content – We use video search to organize the long tail and rapidly deploy deep, compelling, and highly-scalable branded online destinations Search is Traffic – Search creates organic traffic on PureVideo.com and on the destination sites Search is Revenue – An emerging pay-per-click model ensures baseline revenue from ordinary site activity Video Search – Our Unifying Concept

Proprietary and Confidential31 HollywoodUpClose

Proprietary and Confidential32 Dedicated to the world of entertainment, featuring movie trailers, celebrity video clips, red- carpet footage and interviews The long tail of the celebrity universe is organized by video and image search Launched in beta in February 2006, HUC.com will attract over 2mm visitors in March and over 10M video views Successful launch of a search- driven vertical with robust content and advertising partners validates vertical expansion model HollywoodUpClose.com – Overview

Proprietary and Confidential33 More Content – Extensive movie trailer and music video collections have been licensed Solicit user-generated videos to find the next big star Consumer mash-ups of popular movie and television content Integration of member blogs and other social networking functionality Upcoming features HollywoodUpClose.com – Features

Proprietary and Confidential34 HUC Organic Growth

Proprietary and Confidential35 Enterprise-level LAMP architecture Centralized, proprietary content management system (CMS) –Easy publication, classification and syndication –Non-technical editors can easily publish content in a timely fashion Original video digital asset and storage infrastructure Sophisticated workflow allowing for high- volume ingestion, storage and transcoding of video (transcode in 4 formats) Supports distribution over all IP platforms (broadband, VOD and mobile) Supports 4 properties in comScore Top 2000 with significant excess capacity Social networking functionality, playlist video algorithms and significant online programming intelligence Scalable and Flexible Technology Platform

Proprietary and Confidential36 Monetization Success PureVideo is already recognized by large branded advertisers as a trusted, safe and engaging web 2.0 video business that can deliver a high-quality and targeted audience Direct sales efforts initiated only in fall of 2006, and strong results are already being generated PropertyKey Advertisers

Proprietary and Confidential37 Strategic Partnerships Content, technology and distribution partners recognize the value of PureVideos brands, content and audience

Proprietary and Confidential38 Summary Financial Information

Proprietary and Confidential39 Trend Data

Proprietary and Confidential40 Org Chart

Proprietary and Confidential41 Agenda I.Company Overview II.Market Environment III.Product Portfolio Review A.PureVideo Editorial Overview B.StupidVideos.com C.GrindTV.com D.PureVideo.com E.HollywoodUpClose.com F.Sales & Technology G.Summary Financials H.Org Chart IV.Growth Strategy

Proprietary and Confidential42 Consumer engagement to drive UGC creation Strong user opinions and reaction to encourage social networking and loyalty Identifiable audience demographic Has successful analog in print or cable but no dominant online player Qualitative Attributes Attracts at least 250K free monthly uniques after 90 days Generates at least $0.02 per visit after 90 days Has strong PPC potential (e.g., travel) Monetary Criteria The Ideal Vertical…

Proprietary and Confidential43 Data Gathering Feeds Crawled Editorially Selected Community Pilot Monetization Implementation General Advertising backfill Branded Sponsor Paid Inclusion Contextualization Skin User Interface Filtering and Sorting Editorial Publishing Filtered Search and Browse Release and Traffic Generation SEO key pages and content Seed forums, boards, blogs with deep links Press Release Build Social Networking profiles IMDB, DMOZ, search APIs, PV Videos, Celebrity Blogs Brand Advertiser Buys Paid Inclusion Partners Hollywood Imagery, Seed key profiles Link in all PV properties Hit celebrity blogs Vertical Search Engiens The BOD Launch Process Link in all PV properties Hit celebrity blogs Vertical Search Engines

Proprietary and Confidential44 Our Next Vertical

Proprietary and Confidential45 Increase monetization of existing traffic and advertising avails, and accelerate audience growth Leverage advertiser relationships, content assets, publishing platform, search technology and organizational competencies to establish new online channels PureVideo can be a source of new brands, franchises and personalities to be exploited by a larger media company PureVideo.com search can provide invaluable business intelligence, organize the long tail, and generate significant revenue Opportunities Monetization of Existing Base We believe joining with a large media company can accelerate the growth strategy and create significant value Potential Acquisition Opportunity

Proprietary and Confidential46 Recap Leading provider of online video content and search Differentiated model with powerful monetization platform Proprietary video search utility and scalable technology platform A growing library of valuable, advertiser-friendly content Traction with major branded advertisers Experienced and proven management team

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