Viacom’s MTV Networks Agrees To Acquire Atom Entertainment

MTVN Advances Strategy Of Super-Serving Audiences Across Every Platform; Acquisition Will Expand Online Portfolio With Casual Gaming And Video Sites.

New York, NY, and San Francisco, Calif.– Aug. 9, 2006 – MTV Networks (MTVN), a division of Viacom, Inc. (NYSE: VIA, VIA.B), today announced a definitive agreement to acquire Atom Entertainment, Inc., a portfolio of four leading online destinations for casual games, short films and video, for $200 million. Acquiring Atom Entertainment advances the company’s multiplatform strategy of building an engaging universe of music, gaming, entertainment, news and interactivity for targeted audiences.



Atom Entertainment is a pioneer in online entertainment with four leading brands in both games and video: Shockwave.com and AddictingGames.com are two of the internet’s largest casual gaming sites, offering nearly 1,500 free and downloadable games. AtomFilms.com and AddictingClips.com are two premier film and video sites for short-form comedy, animation, drama and user-generated content.

Adding Atom Entertainment to MTV Networks’ overall portfolio fits squarely with the company’s strategy of super-serving its targeted, global audiences with a relevant and innovative video experience online. Following MTVN’s recent purchases of XFIRE, Y2M, GameTrailers.com, IFILM and Neopets, this acquisition demonstrates the company’s continued commitment to being a premier multi-platform media company, uniquely positioned across every screen.

Tom Freston, CEO, Viacom, said, “This acquisition is right on the money with our digital strategy. It adds great scale with users, improves our growing casual gaming position, and brings a world-class digital video library and a fantastic management team.”

"Atom Entertainment is a best in class and dynamic property, with brands that have dedicated, passionate followers and content that resonates with our global audience,” said Judy McGrath, Chairman and CEO, MTV Networks. “This acquisition is in line with our business strategy of being a leader in the digital space and connecting with consumers on every platform and device they use.”

Shockwave.com and AddictingGames.com are part of the large and rapidly growing business of online casual gaming and will complement MTVN’s roster of casual gaming communities, including Nick.com and Neopets. By including these two Atom sites, MTV Networks will be a leader in the casual gaming business, with more than 50 million casual gamers playing more than 400 million games a month. In addition, AtomFilms.com and Addicting Clips.com further expands the online video available across MTVN’s 24 broadband channels and the company’s user-generated content offerings.



“MTV Networks is a global leader in entertainment, and we are thrilled to join their family of brands,” said Mika Salmi, Chief Executive Officer of Atom Entertainment. “Leveraging MTVN’s platform will accelerate our growth and create new opportunities for both consumers and advertisers. We are proud of the business we’ve built and look forward to working together with MTVN to lead the way in the casual gaming and short-form video content business.”



The acquisition is subject to customary closing conditions and is expected to close in the third quarter 2006.



About MTV Networks:

MTV Networks, a unit of Viacom (NYSE: VIA, VIA.B), is one of the world’s leading creators of programming and content across all media platforms. MTV Networks, with more than 120 channels worldwide, owns and operates the following television programming services – MTV: MUSIC TELEVISION, MTV2, VH1, mtvU, NICKELODEON, NICK at NITE, COMEDY CENTRAL, TV LAND, SPIKE TV, CMT, NOGGIN, VH1 CLASSIC, LOGO, MTVN INTERNATIONAL and THE DIGITAL SUITE FROM MTV NETWORKS, a package of 13 digital services, with all of these networks trademarks of MTV Networks. MTV Networks connects with its audiences through its robust consumer products businesses and its more than 100 interactive properties worldwide, including online, broadband, wireless and interactive television services and also has licensing agreements, joint ventures, and syndication deals whereby all of its programming services can be seen worldwide.



About Atom Entertainment, Inc.:

A marketer and distributor of broadband entertainment, Atom Entertainment (formerly AtomShockwave, Corp.) was formed by the 2001 merger of Internet pioneers Shockwave.com and AtomFilms. Shockwave.com offers a broad selection of online games that attract players of all ages. AtomFilms provides on-demand viewing of more than 1,000 world-class film and animation titles ranging from 1 to 30 minutes in length. In 2005, Atom Entertainment acquired the online games portal AddictingGames. Shortly after, the online video directory AddictingClips was developed offering consumers one destination for the best clips across the Web.



Cautionary Statement Concerning Forward-looking Statements

This news release contains both historical and forward-looking statements. All statements which are not statements of historical fact are, or may be deemed to be, forward-looking statements within the meaning of section 27A of the Securities Act of 1933 and section 21E of the Securities Exchange Act of 1934. These forward-looking statements are not based on historical facts, but rather reflect Viacom’s current expectations concerning future results and events. Similarly, statements that describe our objectives, plans or goals are or may be forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and other factors that are difficult to predict and which may cause our actual results, performance or achievements to be different from any future results, performance and achievements expressed or implied by these statements. These risks, uncertainties and other factors include factors described in Viacom’s news releases and filings with the Securities and Exchange Commission, including but not limited to Viacom’s 2005 Annual Report as filed on Form 10-K on March 16, 2006 and Quarterly Report for the three months ended March 31, 2006 as filed on Form 10-Q on May 12, 2006. The forward-looking statements included in this document are made only as of the date of this document, and, under section 27A of the Securities Act and section 21E of the Exchange Act, we do not have any obligation to publicly update any forward-looking statements to reflect subsequent events or circumstances.



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