1. CONFIDENTIAL 1 Grouper 3.0 - Programming Playbook Presented by: Tony Liano, VP Programming

2. CONFIDENTIAL 2 Case Study: Film Festivals Context is King Sundance, Spike & Mike and MOMA are built on a context and distinct point-of-view. Films are submitted to and accepted within the context of a festival’s values (indie, originality, budget) Fame is the Focus for Creators Fest atmosphere dominated by film competition. Valuation of award depends on festival’s tastemaker credibility. Passion Centers for Viewers Competition is always balanced with non-competitive programs, retrospectives and other programming.

3. CONFIDENTIAL 3 Grouper Channels are Similar Function Like Film Festivals Talented unknowns contribute their works in the hopes of material career development and/or new audiences. Built on a Contextual Focus Creators will submit a video based on a channel theme (Spoofs), category (Action Sports) or a value (Bad Acting) Fame is the Game Channel’s perceived value to creators is based on tastemaker credibility and/or distribution power. Passion Center for Users & Creators Users can screen all submissions as well as participate through ranking, creating playlists and uploading video.

4. CONFIDENTIAL 4 Premium Channels “The Best Content That’s Not on Television” Exploit the Internet to seize a new programming opportunity unavailable to broadcast television Powered by an evolution of UGV using “pyramids”. Channels are Branded w/ strong POV WTF (What the F*ck?) – Edgy, sketch comedy pyramid produced by “Real World Ikea” guys. Sound Check – Video magazine covering independent bands. Present. Raw. Indie. The anti-VH1.

5. CONFIDENTIAL 5 Grouper 3.0 Premium Channels Sketches & SpoofsThe Internet is awash with spoofs. Spoof Central will be the premier destination. SoundCheckVideo magazine covering on independent music. Band focus. WTFWTF is the sketch comedy the SNL guys really want to do, but can't on network TV Sexy @ …Sexy skills. No skin. Highest traffic channel on Grouper today. Rescue MeScripted-reality programming supplement to SPT property. The Line-UpFrom Nationally touring comics to amateur Christopher Walken impersonations. AnimationShort-form, edgy animation.

6. CONFIDENTIAL 6 Basic Channels “Contextualized User-Generated Video” Harness UGV and third-party licensed content into channels built around genres of entertainment. Differentiation is editorial voice, multi-platform distribution and fame pathway (depend on channel) Channels are Genre, Category-based Action Sports - Snowboarding, skate, surfing Citizen Journalism - News, opinions, reflections Travel - Travel stories, insights and guides

7. CONFIDENTIAL 7 Pyramids: Our Silver Bullet Bridging Gap between Indie & Pro Ignite freedom of online entertainment Provide a basic creative thrust and continuity between diverse artists Best-of-breed editorial married with virality of UGV Contextual, Dynamic Nobody is better equipped to win this opportunity than Sony + Grouper Weekly Episode Featured All Contributions

8. CONFIDENTIAL 8 Spin supplies clips (video camera at cover photo shoot) Example: “Sound Check” ‘Behind the band’ style content Fame Partner = Spin Magazine (example) Weekly Episode Featured All Contributions Produced episodic co-branded with Spin Editorial featuring is owned and managed Grouper produced clips (NoisePop,etc) Third party produced clips (GB, Rehab, etc..) Licensed content (Lolla Lives, SXSW-TV, etc.) Promotional stuff from labels (Merge records, etc..) UGV (Garage band from Milwaukee uploads) by Tastemaker partner Spin

9. CONFIDENTIAL 9 Programming Vision Lead the Revolution UGV is a movement; Biz opportunity is to build platform for committed independent producers. Pyramids are the Heart of Differentiation Institutionalize Fame Beachheads on Net Like SNL is to “sketch comedy” on television Feature and produce innovative, viral programming targeting 18-34 year olds Leverage Grouper knowledge base of what works Editorial team and channel partners surface the best

10. CONFIDENTIAL 10 Making it Happen Aggressive Creator Outreach Weekly outreach to 50-100 content leads per week “Incubate” Production with 3 rd Parties Invest in DIY producers w/ high potential Stock Channels with Licensed Content Targeted outreach for Premium Libraries and non-exclusive deals for Basic Editorial Strategy = “Lead with our Best” Spotlight the hot, new, best, and exclusive videos.

11. CONFIDENTIAL 11 Top Line Premium Channels are the big bet. Basic Channels fuel Premium Growth Grouper 3.0 Launch: 7 Premium, 10 Basic 15 Premium & 15 Basic Channels by Dec 07 Content Focus Premium: Comedy, music, sexy, politics (+ others) Basic: Entertainment oriented areas of UGV