HoneyShed is a new media platform that provides marketers with a unique way to authentically connect with youth audiences. It features professionally produced online content presented by influencers who review and discuss advertisers' products in an engaging format. Marketers can sponsor channels or purchase short-form branded video segments to promote their brands. HoneyShed aims to fill a gap for reaching digital natives through unconventional and socially-driven messaging.

1. HONEYSHED

2. HoneyShed 101 Why HoneyShed Makes Sense Who is Behind HoneyShed? HoneyShed Offerings HoneyShed Marketing Appendix AGENDA

3. The youth audience in America influences as much as half of all spending in the economy, and has a purchasing power of more than $200 billion per year.* Marketers realize they cannot reach today’s youth (especially GenY) through conventional messaging and channels. HoneyShed provides marketers with a unique vehicle for creating authentic conversations between marketers and consumers. Honeyshed:Filling the Gap HoneyShed provides unconventional messaging without conventional boundaries. HoneyShed delivers world class talent that partners with marketers to build messages appropriate to today’s channels. *Resources Interactive, as reported in Wall Street Journal Market Watch, October 11, 2006

4. HoneyShed 101 Our ensemble cast of tastemakers present, demonstrate, and talk about advertisers’ products in an authentic way that “celebrates the sell”. We’re not forcing brands into storylines or pushing product into someone else’s party. At HoneyShed, the brand and the products are the party. HoneyShed has been described in the press as “ the next generation of branded content” We like to describe ourselves as “ The shopping network for the Digital Generation” We have an unspoken agreement with our audience; they are here to shop and we are here to sell.

5. What Makes Us Special Our creative content is unique, unexpected and authentic Our creative team takes pride in our attention to detail, as seen in our sets, costumes and storylines. The approach speaks to the demographic because we are the demographic. This is what keeps us authentic. Professionally Produced Content That is the Highest Quality Our production value is unprecedented for the web. Smuggler Productions has assembled a team of top production talent to achieve the highly stylized “HoneyShed look”. We are where our audience is 18-25 year olds spend an average of 21 hours a week online. Through syndication partnerships and cross-promotional strategies, your content on Honeyshed will be seeded across the internet. Top Quality Content that is yours to keep The content that HoneyShed creates specifically for your brand is yours to keep! It can be used on your website, in marketing materials, widgets, branded microsites…even on television.

6. HoneyShed was conceived and built by a team of creative stars led by David Droga of Droga5, Smuggler Productions and the directing vision of Brian Beletic. HoneyShed is owned by Publicis, and is part of its pioneering efforts in evolving effective digital offerings to the marketing community. Who is Behind HoneyShed? Publicis Groupe , a French holding company that ranks 4th in the advertising industry with offices in over 104 countries. Subsidiaries include Saatchi & Saatchi, Leo Burnett and Fallon Worldwide. In 2006 celebrated creative David Droga launched his boutique agency Droga5. In 2007, Droga5 was named “Ad Agency of the Year” by Creativity Magazine. In that same year Smuggler was the recipient of the prestigious Palme D'Or award at the Cannes Film Festival; an honor given to the most awarded production company worldwide. Award winning director Brian Beletic has made a name for himself directing award-winning music videos and high-end commercials for clients such as Bacardi, Nike, Adidas, Levis and Dodge . In 2006 Publicis acquired Digitas; the renowned Interactive Agency . As HoneyShed’s sister company, Digitas will spearhead the multi-million dollar marketing campaign.

7. HoneyShed is more than HoneyShed.com Our Blogs and Social Networking Pages Encourage Conversation with Your Brand HoneyShed Blog HoneyShed Beauty Blog HoneyShed Facebook Page HoneyShed MySpace Page Samantha’s MySpace Page Rachelle’s MySpace Page Ryan’s MySpace Page Justice the HS Dog’s MySpace Page

8. HoneyShed’s Distribution Channels YouTube Google Video Yahoo Video Blinkx AOL Vimeo DailyMotion Revver Metacafe MySpace TV Crackle … and 54 other sites! Our Syndication Partnerships, with Highly-Trafficked Sites, Will Deliver Your Content Across the Web

9. Social Networking / WOM feedback “ This is hot!!! This page pretty much made my day!” “ You guys are wicked, keep up what your creativity! Cause I'm totally diggin it!” “ Honeyshed is dope!” “ I love Honeyshed!” “ This is weirdest thing I’ve ever seen and I love it! I’m addicted!” “ Honeyshed is so awesome, I could watch it all day!” “ Love this so much… I’m your biggest fan!” “ I’m addicted to your show. LOVE IT!!”

10. Recent Press/Blogs (Partial List) Magazines & Journals = 30 Advertising Age Creativity (9) ADWEEK (7) FAST COMPANY(1) Advertising Age (3) Brandweek (3) Centaur Communications Ltd. (1) Haymarket (1) Women's Wear Daily(WWD) (1) Industry Trade Press = 24 Advertising Age Creativity (9) ADWEEK (7) Advertising Age (3) Brandweek (3) Haymarket (1) Women's Wear Daily(WWD) (1) Newspapers = 6 The Sydney Morning Herald (Australia) (5) The New York Times (1) Blogs = 6 Adfreak (3) Newstex Blogs (2) Tilzy.TV (1) Newswires & Press Releases = 5 Business Wire (2) AScribe Newswire (1) FD (Fair Disclosure) Wire (1) PR Newswire (1) Web-based Publications = 3 Business Week Online (2) Product News Network (1) Aggregate News Sources = 2 ASAPII Database (1) Contemporary Women's Issues Dup (1) Newsletters = 2 Bulldog Reporter's Daily Dog (2) Industry Directories & Profiles = 1 Product News Network (1) YAHOO: 52k hits for HoneyShed appear on today’s search!

11. “ Honeyshed is a pivot-point in the history of media . It will change the way people shop and spend their time. It's witty and wicked, sly and subversive. Most of all, it's completely original." – Michael Hainey, Executive Editor, GQ Magazine Press/Blogs Sampler “ MTV, of course, went on to revolutionize television… Honeyshed, for better or worse, does seem to have the same revolutionary capability .” – Adweek “ A new breed of entertainment… an innovative plan to painlessly combine online advertising and entertainment .” –Business Week “ Time to introduce Sephora’s new BFF: Honeyshed.com… It’s cool, it’s young, it’s stylish and fresh .” –Sephora.com

12. HoneyShed offerings

13. Inaugural Sponsorship Opportunities Categories Include: Channel Sponsorship Brand a HoneyShed Channel as Your Own On-line Contests and Promotions Collect data, drive traffic and build awareness Off-line Promotions Events and Parties HS cast available for your advertising/events HoneyShed Product Segments A 2-Minute Product Showcase Hosted by HoneyShed Personalities

14. Channel Sponsorship Title Card with Sponsor’s Logo to appear when user selects the Channel End Card after each on-demand segment would be branded with the Sponsor’s Logo and brand messaging End Card to also include a call to action (ex: A clickable logo that could launch a microsite with product demos or promotions) Included in Channel Sponsorships are two 2-minute product segments In addition product segments will be cut down to :15 and :30 spots (Sponsor is free to use this content in conjunction with other marketing campaigns) Term of Channel Sponsorship is 3 months BENEFITS OF CHANNEL SPONSORSHIP:

15. 2-Minute Product Segments Hosted by our HoneyShed personalities Includes HoneyShed’s high production value and stylized look Conceived and directed by our top creative talent Sponsor will have the ability to approve all creative concepts, talking points and rough-cuts before air HoneyShed will also provide “cut-down” versions of your clips in both :30 and :15 versions for use in other online marketing campaigns (widgets and microsites) Custom clips for point-of-sale or other repurposed use can also be provided Metrics dashboard Product reviews and chat tracking Embeddable player Benefits of Product Segments:

16. Product Segment Exposure Each Product Segment will air for 90 days in one of the HoneyShed channels - Girl Fashion - Active Lifestyle - Kicks to Lids (Male Fashion) - Green - Beauty - Home - Tech and Toys - Music Product Segments will also be highlighted in the NEW THIS WEEK channel for the first 7 days of air Sponsor may select premiere dates to coordinate with other marketing efforts Segments will be searchable by brand name, product name and product category Product Segments will include the benefit of additional distribution via HoneyShed’s syndication partners And of course, each segment will have unlimited embedding and emailing capabilities

17. Product Segment Metrics Unique and Repeat Viewing Sessions for each individual segment Specific engagement patterns of each segment Distribution patterns of your content from HoneyShed.com and all of our embedded players across the Web Geolocation of each user requesting your content Text transcripts of user chat while content is playing Sponsors will have the ability to analyze the performance of each Product Segment with HoneyShed’s 24/7 real-time reporting tool HoneyShed metrics dashboard powered by Visible Measures will include the following data:

18. Contests, Events and Promotions online and offline Designated promotion modules branded with sponsor’s logo Branded Promos for sign up/engagement/data capture Integration with overall client advertising/ marketing/promotion Events: live and virtual Use of talent outside of base spots; cast access and availability Cross-promotions Exclusive offers to HoneyShed shoppers Special shopping nights/events Benefits May Include:

19. Sponsorship Packages Channel Sponsorship $100,000 Branded Title and End Cards (2) 2-Minute Segments :30 & :15 cut downs Channel Exclusivity 3 Months of exposure HoneyShed Product Segments (Includes :30 & :15 cut downs, 90 days of exposure, access to additional syndication via HoneyShed Partnerships) 6 Video Package $125,000 4 Video Package $95,000 2 Video Package $50,000 Online Contests and Promotions TBD Collect data, drive traffic and build awareness Offline Promotions TBD Events and Parties HS cast available for your advertising/events

20. Site redesign comprised of new features such as product/brand search, new channels, registration etc Strategic combination of Traditional Digital Media with Social / WOM tactics Partnerships with portals and relevant targeted sites and networks providing our partners with opportunities to monetize our content in exchange for introducing our content to our target audience (eyeballs for content) Focus on Emerging Media channels/social media with heavy usage among the HoneyShed target Optimize campaign based on back-end site metrics and distributed high-value-tasks Launching Honeyshed 2.0 We have assembled a top team of marketing, media, promotions, PR and analytics experts to drive the HoneyShed launch. The launch plan includes a significant investment against the following tactics:

21. Appendix: Generation Y audience insights and statistics Generation Y design dynamics Why It’s Time for HoneyShed

22. Gen Y: Audience Insights Daily traffic to internet video sites has risen sharply for the general population of internet users in the past year (33% to 48%), and from 55% to 70% for age 18 – 29 (Source: USC Study: PEW/Internet & American Life Project) Gen Y speaks their own language HoneyShed is written, produced, and hosted by Gen Y’ers. Gen Yers are influenced by their peers and a likely to rely on recommendations from family and friends. HoneyShed comes across as a site made by Gen Yers, for Gen Yers. HoneyShed is a tastemaker that talks to the audience as a peer. The product rating section will allow users to see what others are saying about the products. Gen Y spends a considerable amount of time interacting with digital media – using PCs, going on the Internet, watching DVDs, playing video games, and using there mobile phones. 80% of Gen Yers have a desktop computer and 46% have laptops. HoneyShed allows for content to be viewed on the Internet, quickly replacing the television as Gen Y’s choice for content consumption.

23. Gen Y: Audience Insights Enjoy absurdity and humor with an odd slant. HoneyShed’s tone, especially in the ‘Fun Shit’ section, is designed to appeal to this sense of humor. Embrace a variety of subcultures – Jock, Emo, Gamer, Skater, Goth, Hipster, Punk, Preppy, Thug HoneyShed has a diverse group of hosts and new content will broaden the products appealing to different subcultures found on HoneyShed. Skim text and information quickly and don’t like text-heavy pages. Are easily bored. HoneyShed’s interface is designed to be quick-to-grasp and fun to use. The next build of HoneyShed.com will make the site even easier to use, all without having to wade through text instructions. Source: Young Gen Yers: Fun-Loving, Social, and Wired - Forrester Research Report

24. Gen Y Spends More Time On-Line

25. Gen Y Internet Use is Rising

26. Gen Yers Admit to Being More Influence-able than US Adults Especially for Online Channels and Direct Experiences "How much do each of the following influence your perception of a brand or company?" Base: 4,990 US adults Source: North American Consumer Technology Adoption Study Q2 2006 Survey

27. Gen Y Trusts Brands

28. Gen Y Looks to the Web for Entertainment

29. Gen Yers Use Social Networking

30. Gen Yers are Influenced by their Peers

31. Gen Y is Comfortable with Sophisticated Visual Environments Online

32. Gen Y: Design Guide Refresh and update content constantly HoneyShed expects to provide at least 30 min. of new content every week. Expose immediate value HoneyShed loads quickly and the next build will drop user directly into content which is relevant to the individual user. Provide frequent feedback, rewards, notifications The new build will also provide an area for user feedback on individual products. Also, discounts, giveaways, and contests are planned. Source: GenY Design Guide, December 3, 2007 - Forrester Research Report Design Approach #1: Immediacy

33. Keep user instructions simple HoneyShed’s interface is designed to be intuitive and will become increasingly so in the next build. Use sentence fragments and images, not text HoneyShed is video content!! Speak directly to Gen Yers The HoneyShed content is directed at the Gen Y audience. Gen Y Design Guide Design Approach #2: Gen Y Literacy

34. Gen Y Design Guide Allow multiple levels of personalization Honeyshed’s interface can be customized by the user to suit his/her tastes and use style. A llow for self-aggregation HoneyShed’s STASH function allows users to store their favorite products and share them with others. Offer products and services that have a customized touch Design Approach #3: Individualism

35. Provide the ability to communicate with others HoneyShed’s built in chat function allows users to chat with each other in sync with the live stream. In the next build, each channel will have its own chat room to allow relevant conversations. Offer tools for self-expression User comments and ratings will be available in the next build. Gen Y Design Guide Design Approach #4: Social Interactivity