MUMBAI: US broadcaster MTV will acquire Harmonix Music Systems. The firm develops the PlayStation 2 product Guitar Hero and other music gaming titles.

MTV will pay $175 million in cash. In addition, Harmonix shareholders may be eligible for incremental earn-out payments through 2008, to the extent that financial results exceed specific targets. MTV says that the acquisition demonstrates its commitment to music and
furthers its strategy of engaging passionate music fans through a deep and immersive multi-platform entertainment experience.

With the addition of Harmonix‘s music gaming titles, MTV will enhance its music-based
universe of entertainment, news, gaming, and interactive content offerings, and increase audience engagement and time spent with the brand across all screens.

The announcement follows MTV Games‘ successful partnership, initiated in November 2005, to feature Harmonix‘s Guitar Hero franchise in original programming, creative promotions and competitions across a number of MTV‘s multi-platform properties.

Guitar Hero, published by RedOctane/Activision, is among the top-selling PlayStation 2 games this year and has been honoured with several accolades at the Interactive Achievement Awards, Game Developer Choice Awards, and other industry events. Guitar Hero 2 is
scheduled for release later this year.

MTV president Christina Norman says, "The acquisition of Harmonix will deepen MTV‘s connection to its audience via on-line, mobile and console music gaming, and expand the
relationship with both labels and artists through the creation of games based on classic songs as well as future album releases.

"Harmonix‘s technology allows everyone to pursue their rock and roll fantasies, even people like me, with more musical ambition than actual talent."

Viacom president and CEO Philippe Dauman says, "Harmonix is a wonderful addition to Viacom‘s tremendous collection of digital assets, and is precisely the type of transaction that will help us aggressively grow our digital business while maintaining strong fiscal discipline.

"We‘re committed to a swift integration and look forward to helping Harmonix
become even stronger with the support of the incredible marketing and creative power at MTV Networks."

MTV chairman and CEO Judy McGrath, says, "The acquisition of Harmonix advances MTV Networks‘ strategy of connecting with target audiences by creating immersive, multi-platform environments that extend to every device they use. Harmonix is an innovator in giving audiences new and dynamic ways to interact with music, and I couldn‘t be
more excited to welcome the company into MTV Networks‘ strong portfolio of multi-platform brands."

Harmonix introduced Frequency in 2001 and Amplitude in 2003. These games won numerous accolades including one of Rolling Stone‘s "Best Console Games of 2003" and IGN‘s "Reader Top 10". The company also developed the Karaoke Revolution franchise, which turned singing into a competitive game. This title was
named by TIME Magazine as the "#1 Video Game of 2003" and won Electronic
Gaming Monthly‘s 2003 "Gaming Innovation of the Year" award.

Harmonix CEO Alex Rigopulos says, "We are very excited to combine our unique assets in the music and gaming space with one of the most recognised brands in the music world. We
look forward to continuing to create innovative ways for people to enjoy music.

Rigopulos and other key employees will continue in their roles following the completion of the acquisition. Harmonix will join MTV
Networks‘ Music and Logo Enterprises unit, led by Jeff Yapp who is the executive VP of the unit.
He says, "Harmonix‘s talented team will be a powerful and important addition to MTV that brings enormous talent and expertise. All of us are excited to begin working with them to develop meaningful and creative ways to deliver
music to our audience".