1. CONFIDENTIAL Digital Services and Distribution Acquisition Strategy -- Appendices

2. CONFIDENTIAL APPENDIX A Additional Strategy Pages

3. page 2 Market Leaders Consolidating to Expand Brand and Capture Audience Deeper Offerings Inception Tipping Point Consolidation Multiple market entrants grow at similar rates Market Dynamic Minimum Requirements to Compete Areas of Differentiation Examples (2004 – 2005)(Early 2006)(Late ’06 / Early ‘07)(Late ’07 / Early ‘08) Content and features on-par with competitors Limited differentiation Dozens of pure-play UGV sites struggle to reach a million unique users Leaders break-out from the pack Single compelling characteristic Unique piece of content Ease-of-use YouTube explodes with “Lazy Sundays” MySpace users flock to improved community features Leaders invest to expand audience and address priority content segments Large audience Large content base Relationships with advertisers Content that appeals to high-value customer segments Site syndication Google/YouTube Yahoo/JumpCut/Bix Viacom/Atom NewsCorp/MySpace Leaders add niche content and features for heavy users Supplement broad offering with depth in specific verticals Growing audience for niche offerings –Askaninja –Loneleygirl Large audience Brand known for an area of expertise

4. page 3 Approach to Specific Service Features Content Audience Functionality Grouper In-place Build / Grouper Small base of UGV content Original, low cost short-form Prosumer content/services SPE TV library, clips, minisodes Break / Heavy Owned content for male youth Roo Aggregated, topical content Licensors Licensed premium, niche video to fill out portfolio Buy Phase 1 Growth Mid-sized audience Skews toward males, 18-35 Embedded player P2P sharing Downloadable video editor Web cam upload 1 click publishing DoubleClick Ad insertion Audible Magic Filtering TBD Search Partner Licensors Niche audiences through content licenses Break / Heavy Large on-site audience Roo Audience through syndication Expand embedded player Mobile uploads / downloads Online editor Branded channel template On-site audience (aspiring content creators) Syndicate to 3 rd party sites with embedded player Roo Ad insertion Syndication Real-time content ingestion

5. page 4 Content Pureplay Audience Pureplay Content With Audience Acquisition Priorities Description Valuations Speed Priority Moderate Targeted / niche content with small audience Moderate Content with large audience in high-value demographics Fast Gain critical mass quickly Slow Requires multiple acquisitions HighMediumLow Expensive Sites with audience but no differentiated content Slow Requires content and deals to supplement

6. page 5 Potential Cross-Sony Approach to UGC Services Store & Publish Online VideoSocial Networking / Communities LeaderOthers Sony Approach LeaderOthers Sony Approach LeaderOthers Sony Approach Acquire to reach scale; continue to build on Grouper Enhance Grouper embedded player; form syndication partnerships with leading sites Potential Cross-Sony opportunity to acquire leading player (e.g., PhotoBucket); integrate with Sony digital cameras and handi-cams

7. CONFIDENTIAL APPENDIX B Profiles for Tier 1 Acquisition Targets

8. page 7 Break.com Content Offering Online entertainment network and community powered by traditional user-generated content Content base skews heavily toward 15-35 year old male- oriented humor, sports and other categories Majority of the content is original and created by users specifically for Break.com (Break owns much of its content. Takes an exclusive license to content it doesn’t own) Pays $250/ video for videos it wants to feature, incentivizing users to create high-quality videos Partnerships Strategic Profile Established in 1998 as, a video-sharing site Purchased in May 2004 by Keith Richman, co-founder of Billpoint 100% owned by Richman and a few business partners – has never taken any venture financing Generate revenue through custom advertising deals, PPC content plugs, banners and text links Based in Beverly Hills, CA with 33 employees Leverages AdBrite to sell its banner and text ads Established partnerhsip with Amp’d Mobile in Nov. 2005 to distribute videos through mobile, charging $2.99/ month for unlimited access User Metrics Web page views (MM) Time/ person (min.) 141.2189.2 135.4 16.121.515.3 Internal Break.com sources estimate uniques of approx 14.7MM. Unique Users (MM) Note: estimated to generate ~100MM streams/ month Source: Nielsen//NetRating used for page view, time data, AdBrite; BambiBlogs.com; Break.com; Multichannel News; Amp’d Mobile; PureVideo; ComScore Video Matrix

9. page 8 Break.com Advertising: Banner ads – no pre-rolls or text Content User-generated Share it with friends (via e-mail) Embed & blog it Interactivity: Promote to home page Rate It Recommend Comment

10. page 9 ROO Group Business Overview Content (100+ Partners)Sites Advertisers Entertainment News Lifestyle and Family 200+ Partner Sites Owned and Managed Ingestion EngineAd Network and InsertionProgram ChannelsVideo Player Licensing fees, payment-per-stream and ad revenue share

11. page 10 ROO Group, Inc. (NASDAQ: RGRP) Technology and Service Overview Core Services provided include: ROO Video Solutions - Customized video solutions for specific customers or industry segments; platform accommodates video broadcast over the Internet and to emerging technologies such as wireless devices and set top boxes ROO Syndication of Licensed Video Content - Provides a turnkey, global solution for customers to incorporate licensed, topical, programmed video channels into their web sites Current customers for this service include Verizon in the United States, Bulldog Broadband in the United Kingdom and News Interactive a subsidiary of News Corp ROO’s Online Advertising Network - Through syndication clients, ROO has developed a network of web sites across which the company can sell advertising inventory Advertising includes traditional banner ads and television- style 15 second and 30 second commercials, which can be programmed to play before and after video clips that are targeted toward advertisers' chosen demographic Syndication clients receive a percentage of the advertising revenue generated on their websites Recent advertisers include Microsoft, Apple, Honda, Hyundai, Target, Proctor & Gamble and Pfizer

12. page 11 NASDAQ Yearly Performance (as of 11/10/2006) Financial Overview ROO Group, Inc. (NASDAQ: RGRP) Recent Developments On August 18, 2006, the Company entered into a Common Stock Purchase Agreement pursuant to which the Company sold an aggregate of $5,506,250 of shares of common stock and warrants; each investor will be issued warrants to purchase a number of shares of common stock equal to 50% of the number of shares of common stock purchased Management Team Robert Petty, CEO and Chairman of the Board, ROO Group Robin Smyth, CFO and Executive Director, ROO Group Steve Quinn, COO Tristan Place, VP Sales/Strategic Partnerships Max Moore, VP Business Development

13. page 12 ROO Group Video Stream Comparison Roo Group Inc.5,84118631.3

14. page 13 Heavy.com Content Offering Broadband entertainment network focused on providing high- quality content Content base skews toward 18-34 year old male-oriented humor and racy categories Takes full and exclusive ownership of a range of content (mix of video, animation, and games) created by Heavy and/or its partners, e.g., NBC delivered through distinct channels Generates revenue through banner ads, pre-rolls, and branded production, e.g., Burger King videos Partnerships Strategic Profile Established in 1999 as a P2P digital content sharing site by Simon Asaad & David Carson Polaris venture capital holds a 25% stake in Heavy; Polaris lead a $10MM round in January 2006 Expected to generate ~$20MM adv. revenues in 2006, a 300% increase over 2005 Ad sales and marketing conducted internally Based in New York, NY with 20 employees Recently announced partnership with TiVo to provide content for TiVo’s VoD service Established partnership with Verizon Wireless in April 2006 and created a channel on V-Cast subscription mobile offering Parnter with Sony PSP, video iPod, and Virgin Mobile to distribute non-wireless mobile content User Metrics Web page views (MM) Time/ person (min.) 9.310.4 6.6 1.51.21.0 Unique Users (MM) Note: estimated to generate 80-90MM streams/ month Source: Nielsen//NetRating used for page view, time data, Heavy.com; Multichannel News; PureVideo; ComScore Video Matrix; paidContent.org; FT.com; VCMike’s Blog

15. page 14 Heavy.com Advertising: Banner ads Pre-rolls Content sharing: Heavy/ partner produced channels Share it with friends (via e-mail) Blog it Interactivity: Rate It Comment

16. page 15 digg.com Content Offering Online user-driven news/ information community providing direct links to stories and video sites Target IT professionals, developers, professional “geeks” and news junkies Content is a mix of categorized text (primary) and video (secondary) postings from blogs, professional news sites and random Web sites Users tag news stories they like (dig) and dislike, driving what content appears on the home page Partnerships Strategic Profile Established in Nov. 2004 as an information and news sharing site by Kevin Rose Closely held (Rose owns ~30-40%) with minimal venture financing – received $2.8MM round in Oct. 2005 to support initial growth Expects ~$3MM in advertising revenues in 2006 (recently valued at $200MM – source: BusinessWeek, 8/2006) Generate revenue through banner and text ads only – focused on growing audience with minimally invasive ads Based in San Francisco, CA with ~20 employees Leverages Federated Media to sell its banner ads Digg.com founders started a video production company, Revision3, in Sept. 2006 –Focused on high-end humor and tech content targeted at young, tech-oriented people –Advertising model is 1950s throwback – based on sponsors named in advance of ‘shows’ by hosts User Metrics Web page views (MM) Time/ person (min.) 6.14.9 11.7 2.22.12.5 Unique Users (MM) Note: estimated to generate 20-30MM streams/ month Source: Nielsen//NetRating used for page view, time data, Digg.com; Multichannel News; PureVideo; ComScore Video Matrix; Federated Media; HowStuffWorks.com; BusinessWeek (8/06); Red Herring

17. page 16 digg.com Advertising: Limited banner and text ads No pre-rolls (link directly to other video sites, e.g., YouTube) Content User-posted and recommended Share it (via e-mail) Blog it Interactivity: Edit It Rate (Digg) It Comment

18. page 17 Bolt Media Content Offering Online entertainment network and community powered by social network aspects where creative users can upload and submit content for competition Content base skews toward 18-34 year olds with focus on “prosumer” content Encourages interaction/feedback through the user's content – facilitating comments and blogs Partnerships Strategic Profile Established in 1996 as a teen community, Bolt has relaunched as an online network and community focused on posting creative content and network Focus on 18-34 year old audience Bolt Media has also launched Bolt2.com, enabling kids, tweens, and younger teens to create content, meet people, and play games in a safe and age-appropriate environment Based in New York, NY Currently leveraging creative relationships with the Hip Hop Theater Festival Developed significant advertising partnerships with companies such as Toyota, Coke P&G and Nike where users can enter immersive environments User Metrics Web page views (MM) Time/ person (min.) 20.925.0 82.4 2.31.56.2 Unique Users (MM) Note: estimated to generate ~100MM streams/ month NA Source: Nielsen//NetRating used for page view, time data, Bolt.com; ComScore Video Matrix; BusinessWeek (8/06); TechCrunch.

19. page 18 Advertising: Banner ads – no pre-rolls or text Content User-generated Embed & blog it Interactivity: Community Rate It Recommend Comment Bolt Media Advertising: Banner Ads Video Ads

20. page 19 Metacafe Content Offering Online entertainment network and community powered by traditional user-generated content and high-end produced content that is licensed in Utilizes VideoRank™ technology, allowing the site to mine and filter content Filtering system focuses Metacafe on a smaller number of high-quality selected videos to drive a large amount of traffic Developing revenue share with posters based on CPMs Partnerships Strategic Profile Founded in 2004, Metacafe boasts a global audience of 17 million unique visitors (comScore Media Metrix) A desktop client is used to upload and download the videos only about two dozen of which are newly approved each day Revenue model based on advertising (banner ads) Original round of funding yielded $5 MM from Benchmark Capital; Significant backing from Accel Partners and Benchmark Capital in second round, receiving $15MM in venture funding in July 2006 Based in Tel Aviv, Israel and Palo Alto, CA Currently seeking significant partners for licensing content User Metrics Web page views (MM) Time/ person (min.) 84.678.8 101.4 31.423.025.5 Unique Users (MM) Note: estimated to generate ~100MM streams/ month NA Source: Nielsen//NetRating used for page view, time data, Metacafe.com; ComScore Video Matrix; BusinessWeek (8/06); TechCrunch.

21. page 20 Content User-generated Embed & blog it Interactivity: Community Rate It Recommend Comment Advertising: Banner Ads Video Ads Metacafe

22. page 21 bix.com Recent Investors Enables consumers to create their Web-based talent competitions and enter existing competitions “Bix is a platform for creating contests online much in the mold of American Idol … The company plans to allow end- users to download their own audio clips and use them as ringtones for a small charge. Eventually the same content could be sold to others, and at that point the company is going to split the proceeds with the creators … Bix is hoping to cash in on the shift of ad-dollars to the online medium … these contests will be ideal vehicles for brand advertising.” (gigaOm) Content Offering Strategic Profile Formerly known as 900Seconds.com, bix.com was recently launched and operates a user-generated contest site Mike Speiser, Co-Founder and CEO was also the Co- Founder of ePinions Currently, the website is ad-free, depending solely on corporate-sponsored contests for revenue Bix.com is seeking alternative revenue sources, including advertisements on its site and user-generated ringtones Based in Palo Alto, California Workforce of 16 employees, mostly engineers from eBay User Metrics Unique Users (MM) * Bix was launched on August 8th, 2006. Forward estimates provided by Citigroup. Number of Rounds:1 Total Amount Raised ($ in mm):$6.77 Investors: Geoff Ralston Source: Motngomery & Co.

23. page 22 bix.com Advertising: Sponsored Contests Content Contest featuring user-generated content

24. page 23 Photobucket Ranking Among Photo Sites Popular sites offers subscriber based services for uploading and sharing photos Reliable service that enables efficient sharing and publishing of visual digital content online Images and videos can be directly linked form Photobucket to an site, including MySpace, eBay, LiveJournal, Xanga, Friendster, and Neopets Content Offering Strategic Profile Founded in 2003 and managed by Alex Welch Named fasting growing site of 2005 by Nielsen/Netratings and now has over 25 million users The site features free sharing and publishing of online images, graphic art and videos that can be directly linked from Photobucket to any site Revenues based on subscription for premiere products and banner advertising Based in Palo Alto, California and has workforce of 25 User Metrics Unique Users (MM) Web page views (MM) Time/ person (min.) 453.8522.3 375.8 12.111.68.4 Source: Citigorup Corporate and Investment Bank. 1. ComScore MediaMetric. September 2006.

25. page 24 Advertising: Banner Ads Content Slideshows and sharing Premiere product bundles Photobucket