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UBU TV“The Urban, Multi-Cultural

Media Company”

Investment Opportunity Walter Morgan

UBU TV Network

9601 Wilshire Blvd., Suite 1117

Beverly Hills, CA 90210

1-310-748-8580

www.ubutv.com

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UBU TV: Executive Summary* UBU TV is launching a positive, progressive, urban,

multi-cultural TV network targeting the African-American, Latino-American, and multi-ethnic market.

UBU TV, which will be the best urban, multi-cultural TV network in the world, plans to debut as a fully reporting, audited, publicly traded company within the next 120 days. Under a “corporate friendly” float of UBU TV stock, initial investors will receive Rule 144k restricted stock at a discount to market.

2nd Round investors should expect a sizable return on investment after one year.

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UBU TV: Mission Statement UBU TV will be the pre-eminent, urban, multi-

cultural television network and website that owns and broadcasts content that chronicles the depth, breadth and beauty of the American urban culture and history.

UBU TV will be the best national rep firm for independent TV stations and networks in the urban marketplace, delivering advertisers, sales, programming and marketing opportunities to its clients.

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UBU TV: Demographics In July 2007, there were 40.7 million African-Americans

(13.5% of the U.S. population). In 2009, African-Americans had a purchasing power of $913 billion, which would make it the world’s 13th largest economy.

In July 2007, there were 45.5 million Latino-Americans (15.2% of the U.S. population). 75% of Latino-Americans speak English.

African-Americans alone account for nearly 25% of annual US television consumption.

Out of 400+ TV networks, only two direct competitors--BET and TV One--exist in our niche market, less than 0.5% of TV networks.

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State of Urban Television

There is no major, television network with majority, African-American ownership.

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State of Urban Television

There is no significant library of film and TV properties owned by African-Americans.

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State of Urban Television

There is no major TV network that broadcasts positive images or quality programs about African-Americans, and the other ethnic cultures of urban America.

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State of Urban Television

There is no major, urban-oriented, African-American-owned:

theatrical film studio; film distributor; or, internet company,

representing the interests of the large, African-American market.

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State of Urban Television

BET, which sold for $3.2 billion to Viacom, broadcasts primarily music videos; cheap, stand-up comedy; and paid programming.

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State of Urban Television

Only one small, Latino-oriented TV network broadcasts in English.

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UBU TV’s Competitors Black Entertainment Television—which is no

longer minority-owned, sold for $3.2 billion. It offers primarily cheap, low quality programs with little to none long-term or international appeal.

Remaining competitors are start-ups: TV One Black Family Channel (aka MBC) UATV, Si TV & Hip Hop Networks

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5 Forces of Industry AnalysisA F R IC A N -A M E R IC A N TE L E V IS IO N N E TW O R K S

S u p p lie rsW eak F orce

P rog ram m ersA b u n d an t U rb an Ta len t

C om p etit ionB E T an d o th ers

P oor p rog ram m in gIn fe rio r b u s in ess m od e ls

Th rea t o f S u b s titu tes /Tech n o log yW eak F orce

In te rn e t

B u yersB lacks an d C ab le M S O sU n d erserved , la rg e n ich e

S tron g D em an d

B arrie rs To E n tryH ig h

L ack o f E xp ert iseL ack o f R esou rces

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3 Winning Generic Strategies

Low Cost Producer Strategy Differentiation Strategy Niche Market Strategy

UBU TV is pursuing a niche market strategy by pursuing and targeting young, multi-cultural Americans, African-Americans and English-speaking Latino-Americans who have been historically invisible to and excluded by the 400+ US TV networks.

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UBU TV: Competitive Strategy Maintain low risk/low overhead/low cost structure

(matching revenues with expenses) Pursue parallel distribution channels (digital cable,

satellite, telecom, and independent TV companies) Broadcast quality programming for a budget Develop intellectual properties and franchises Execute strategic business plan for TV & web Pursue alliances with strategic partners

(distributors, advertisers, talent and media) Go public and obtain NMSDC certification

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UBU TV: Overview UBU produces, distributes and finances quality, low-

budget films. UBU boasts a top management team in the areas of:

film and TV production, casting, distribution, development, and marketing.

UBU is a National Minority Suppliers Development Council (NMSDC) Company that will benefit from corporate partnerships.

UBU will exploit its ownership of having both a studio and an urban TV network (UBU TV) to achieve the goals of its shareholders and clients across myriad, revenue streams.

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UBU TV: Resources Ownership of a full studio (pre-post

equipment, cameras, lights, trucks, etc.) Leading Hollywood Casting Directors Leading Hollywood Producers Low-Cost Film Producer in Hollywood Top Fortune 100 Minority Supplier Consultant Specific Hollywood Expertise & Relationships As a public company, UBU TV intends to use

its stock to acquire key strategic acquisitions and talent to execute niche market strategy in urban media (television, film and internet).

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UBU TV: Quality Film-making

Representative Film and TV projects that UBU’s Management has been involved with over the years:

“Do The Right Thing,” “Malcolm X,” “Boycott,” “The Hurricane,” “The Temptations,” “The Simpsons,” “King of the Hill,” UATV, Hispanic TV Network and AIN TV Network….

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UBU TV: Revenue Streams*1) Advertising Sales2) Corporate Sponsorships3) Direct Response Revenues4) Production5) Network License Fees6) Merchandising and Licensing Revenues7) Distribution Fees (Domestic & International)8) Multi-Cultural Marketing & Consulting Fees9) Business Development Unit Income

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UBU TV: Over 150 Years of Entertainment Experience President/CEO: Walter Morgan Chief Financial Officer: Carl McManus Producer: Preston Holmes Head of Production: Roger Mende Head of Prod’n, East Coast: Greg Ferguson Producer, Casting: Robi Reed-Humes EVP, Distribution: Curtis Symonds VP, Development: Cheryl Morgan VP, Network Operations: John Trigg

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Biography: Walter Morgan, President and CEO Co-Founder & President, UATV Network Board of Directors, Hispanic TV Network President/CEO, AIN TV Network Film Producer Entertainment Agent & Manager Studio Executive (20th Century Fox) Harvard MBA and Princeton BA

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Specific Experience of CEO & Publicly Traded TV Networks Co-Founder & President, UATV Network: Board of Directors, Hispanic TV Network: President/CEO, AIN TV Network:

All companies went public through reverse mergers and created $ millions for initial investors in these once-privately held companies. UATV & HTVN were start-ups.

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Specific Experience of CEO in Publicly Traded TV Networks

Company

& Symbol

Annual Revenues

Stock Price per Share

High Market Cap

UATV

URBT.ob

$238,000 Hi: $2.00

Lo: $0.01

$60 million

HTVN

HTVN.ob

$600,000 Hi: $22.00

Lo: $0.01

$1.5 billion

AIN

AINI.bb

$200,000 Hi: $1.00

Lo: $0.10

???

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UBU TV: Board of Advisors Len Grossi, former Pres.

Sony Television & UPN David Pritchard, former

Pres/CEO, Film Roman Robert Luke, President,

Market Development Partners

Reggie Williams, President, Procurement Resources, Inc..

Marc Krigsman, General Manager, Primedia Productions

Michael Edwards, President, Premiere Attractions

Derek Ferguson, CFO Bad Boy Entertainment

Roger Mende, President, Global Lion Studios

Robin Bugbee, Owner, Bugbee & Associates

David Brugnone, Shalom TV

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UBU TV: Programming Grid (Available Upon Request)

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UBU TV: Financial Pro Forma (Available to Qualified Investors Only)

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UBU TV: Milestones

Completion of Deal for Public Company: October 1, 2008;

Issuance of Public Stock Ticker:1st Quarter 2010;

Launch of UBU TV Network: 2nd Quarter 2010;

Unrestricting of Public Stock: 1st Quarter 2011.

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UBU TV: Exit Strategy Comps

Network/Exit Strategy

UBU TV (go public)

TV Households

???

Value (Sold)

???

BET (Viacom bought) 62 million $3.2 billion

Telemundo (NBC bought)

18 million $2.7 billion

Speedvision

(Sold to Newscorp)

40 million $0.8 billion

AIN, HTVN and UATV

(Reverse Mergers)

Never profitable; mismanaged; negligible revenues

All 3 Under 1 million All 3 never made profit, but made millions for their investors and shareholders

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UBU TV: Exit Strategy UBU TV actually begins with its primary, exit strategy:

going public as an OTCBB company, so as to make its shareholders’ investment more liquid and more profitable, while also adding value to the company.

UBU TV will then have access to the private and public capital markets, a national network of market makers, financial public relations firms and a “corporate friendly” float.

UBU TV’s secondary exit strategy is to add sufficient value to the company so as to be attractive to larger media companies who like to acquire media companies and brands.

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UBU TV: The Deal Invest at a 62.5% discount to market value (i.e., 75

cents on the dollar) for UBU TV stock to be restricted for one year after “going public.”

Within approximately 120 days, UBU TV will “go public” and have a national network of market makers and public relations firms promoting and/or trading its stock. Each UBU TV milestone (e.g., launch, key signings, revenues or profits generated, strategic alliances announced, acquisitions made, press releases, etc.) can and should have a positive impact on UBU TV stock.

Initial investors should realize an attractive return on their investment in UBU TV.*

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UBU TV: The Deal (Continued) Minimum Capital Investment is $10,000 Expected Hold Period is 16 months for stock to become

un-restricted and free-trading Expected Return for Early Investors:

$10,000 purchase of UBU stock at $0.75/unit $26,667 value at $2.00/unit upon going public 167% Return on Investment, due to 62.5% market discount and without

any trade activity

Stock Market principles: Stocks tend to go up upon dissemination of good news Stocks tend to go down in value upon …bad news The company, its market makers and PR firms expect a lot of good

news (signings, deals, milestones) in Year 1 We expect to have a corporate friendly float, which is better to avoid

shorts and to maintain stock equity.

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UBU TV: Use of Proceeds(Round 2, as 1st Rd is over)

UBU TV goes public as a fully reporting, fully audited, OTCBB stock:

Distribution-- $1.5 million

Working Capital--$0.5 million

UBU TV Operating Expenses, Year 1-- worst case scenario: Personnel: $ 100k Overhead: $ 50k Sales/Mktg: $ 50k Contingency: $ 50k N.B. Year 1 has been

completed successfully. The $2 million raise for Round 2 will fund UBU’s continued, strategic operations.

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UBU TV: Investment Rounds1st Round: $250,000 (COMPLETED)

Acquisition of public shell & 1st Yr Ops

2nd Round: $2,000,000 Financing of Film/TV Distribution Units and

Working Capital.

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UBU TV: Recent Developments Film Unit is currently in production on its first independent

film and pre-production on another film; Film Unit is currently negotiating a $20 million film deal for

UBU TV’s third feature film project, the updated “WONDERFUL WIZARD OF OZ”;

Company may be able enter into a deal with its founder to take advantage of recent deals, including: Executed Joint Venture deal with SUPERMODEL BEVERLY

JOHNSON to exploit her brand, which is currently a $60 million retail, hair and wig brand, in all other product categories (e.g., hair care/skin care/cosmetics/fashion, etc.);

Distribution deal with SCHWARZKOPF HENKEL hair care products (e.g., Citre Shine and Zero Frizz); and,

Ownership and distribution deal for two new brands; X THE ENERGY DRINK and ISLANDS COCONUT RUM, which have promising, multi-million dollar sales potential.

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UBU TV: Going Public •Benefits:

•Mergers & Acquisitions—increased capabilities•Higher Valuations than for private companies•Capital Formation—easier to raise financing•Reduced Risk for Company and Investors•Increased Liquidity & Security for Investors•Exit Strategy is already addressed

•Actions Undertaken by UBU TV:•Secured a top Washington, DC SEC Attorney•Secured California Market Maker for UBU stock•Company guaranteed to go public & get symbol•Hired independent Public Auditor•In final stages of going public

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Why Invest in UBU TV?* You are investing in a “public

company” at a highly discounted price, building in a potential multiple return for your initial investment, if successful.

Your investment is liquid & risk-managed, with your return and exit strategy dealt with up-front before you invest.

You are buying into a strong, management team with a superior, competitive strategy.

UBU TV serves the largest, underserved TV market in the US—African-Americans.

UBU TV has the right business and financial model to compete successfully.

Urban America needs a powerful TV network and media company that promotes positive images of people of color—UBU TV.

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Why We Are Doing UBU TV We care about the media images of both

urban America and Black America We need a positive, progressive Black TV

network….UBU TV is that TV network We have a strategic, business model We have a superior, financial model We can leave a legacy for the world that

broadcasts the beauty, depth and breadth of African-American culture and history

We can live The Dream and build bridges between people, communities and nations

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UBU TV“The Urban, Multi-Cultural

Media Company” Contact: Walter Morgan

President/CEO

UBU TV Network

9601 Wilshire Blvd., Suite 1117

Beverly Hills, CA 90210

1-310-748-8580

www.ubutv.com