1. SHARING OUR PLANNING AND COMMITMENTS FOR THE COMING YEAR

2. WE WILL BE A TOP 5 HEALTH AND FITNESS BRAND WITHIN REACH OF All HOW WILL WE KNOW? 1.)WE WILL APPEAR ON “TOP 100 GLOBAL BRANDS” SURVEY 2.)WE WILL BE ABLE TO COUNT MORE THAN 25M DIRECT CUSTOMERS EVERY WEEK USING LES MILLS TO EXERCISE 3.)CORE GLOBAL BUSINESS REVENUE WILL GROW FROM USD70M TO MORE THAN USD500M; DELIVERING STRONG PROFITABILITY OTHER INITIATIVES ADD HUGE ADDITIONAL POTENTIAL 4.)WE WILL BE IN EVERY MARKET IN THE WORLD

3. THE BUSINESS MODEL LES MILLS HEAD QUARTERS IN NEW ZEALAND AGENTS INDUSTRY LEADERS IN THEIR MARKET HQHQ

4. THE PATH

5. THE LES MILLS GROUP Staff x 2 Revenue x 3 since Opio

6. THE BOARD OF DIRECTORS Brian Kreft (Chairman) Nigel Champion Phillip Mills Steve Renata Bill Robertson Jill Tattersall

7. AND SUBSIDARIES

8. FIRST, STRENGTHEN THE CORE 1. Strengthen key relationships 2. Take leadership role 3. Maintain and strengthen group fitness 4. At least one new product in pipeline 5. Establish BODYVIVE™ 6. Manage music opportunity 7. Provide world class marketing support

9. FIRST,STRENGTHEN THE CORE 7. Advance Les Mills brand with consumers 8. Provide world class marketing support 9. Strengthen GFM offer 10. Protect intellectual property 11. Improve reporting and contract compliance 12. Improve HR and finance practice

10. AND CAPTURE MORE VALUE 1. Achieve targeted growth in USA market 2. Achieve targeted growth in LMWC 3. Continued growth and profitability in LMB 4. Increase investment and growth in Italy 5. Help drive growth and return in remaining markets 6. Effective representation in India and Greece, strategy for Eastern Europe

11. THEN, LEVERAGE FROM STRENGTHS 1. Establish clothing business 2. Maximise existing equipment alliances 3. Develop further equipment alliances 4. Grow music business

12. AND GROW CONSUMER AWARENESS 1. Plan for GF programmes for personal use 2. Establish an on-line virtual community 3. Develop principles of partnering 4. Formulate consumer PR strategy and work with agents market by market

13. A STRONGER BUSINESS Royalty revenues up 21% p.a. accumulative Major investment in LMWC, start new clothing business Consistent investment in product (15% of sales) and marketing (12% of sales) Profitability improving – EBIT 15% A stronger more sustainable business Together, well on way to 15K/4P/10M by 2010 ---- and being a top 5 health and fitness brand by 2015

14. SPOTLIGHT ON KEY INITIATIVES POS or in-club merchandising IP protection Reporting Partnering principles Clothing Online strategy