MTV NETWORKS ANNOUNCES ACQUISITION OF NEOPETS, INC.

World's Fastest Growing Online Youth Community with 25 Million Members
to Join MTV Networks Stable of Brands

New York, NY (June 20, 2005) -- MTV Networks, a unit of Viacom International (NYSE: VIA and VIA.B), has acquired NeoPets, Inc. the owner and operator of Neopets.com, the world's largest and fastest growing youth community on the Internet. The announcement was made today by Herb Scannell, Vice Chairman, MTV Networks and President, Nickelodeon Networks.

Neopets® is a global online entertainment network whose members create and care for "virtual pets" that inhabit a mythical land called "Neopia®." To date, more than 25 million members worldwide have created Neopets accounts in ten different languages, generating more than five billion pageviews per month. Both Nielsen//NetRatings and comScore Media Metrix consistently rank Neopets.com as one of the top-10 "stickiest" sites on the Web.

"NeoPets is a smart, creative and innovative company that with Doug Dohring's leadership has become one of the most popular and fastest growing sites on the Web. NeoPets users are passionate about the site and its unique offerings, and that is exactly the kind of connection with audiences that MTV Networks cultivates and values," said Judy McGrath, Chairman and CEO, MTV Networks. "This property is a perfect fit for MTV Networks, and its acquisition is an important move for us as we aggressively move forward as a multi-platform entertainment company, dedicated to serving our audiences across all the platforms that they use and love."

"NeoPets, like our brands at MTV Networks, is a tremendously successful creative-driven company that is focused on serving its target audience with great content," Scannell commented. "The combination of NeoPets and Nick.com gives us a one-two punch leadership position in the online entertainment space among kids and young adults. The hidden value of NeoPets is the fact that over 60% of its audience is over age 13, which aligns with the audiences of many of our MTV Network brands."

NeoPets Chairman and CEO Doug C. Dohring, as well as the NeoPets senior management team, will continue in their roles following the completion of the acquisition, and will manage the company from its base in Glendale, CA. Mr. Dohring will report into Jeffrey Dunn, President, Nickelodeon Film and Enterprises.

"Since early 2000, when we founded the company, I felt that we could create a strong connection between the youth of the world and our NeoPets-created characters and storylines, which we would ultimately extend into television, movies, merchandise, publishing and other offline vehicles in a very significant way," said Mr. Dohring. "While we have already made great strides in this direction over the past five years, MTV Networks, with their extraordinary success and experience in all of these areas, makes an ideal partner to accelerate this process and fully realize our original vision for the Neopets brand.

Added Jeffrey Dunn, President, Nickelodeon Film and Enterprises: "Doug Dohring and his team have done an amazing job of building a truly unique global entertainment brand conceived exclusively for the multimedia generation. NeoPets will be a terrific fit within our Enterprises businesses because it brings an emerging consumer products business, and the potential for feature film animation. With over 50 original and highly appealing characters, there is tremendous opportunity for creative innovation moving forward."

Membership in Neopets.com has grown from approximately 90,000 in April 2000 to more than 25 million in May, 2005. Significantly, the site's explosive growth rate has been "viral" - meaning that the impetus for this dynamic growth has been word-of-mouth from user to user, rather than commercial advertising.

The range of activities offered to the Neopets.com audience is virtually endless. Members write stories, poems and comics for The Neopian Times (the site's online weekly newspaper), submit artwork to the Neopets Art Gallery, store their Neopoints® (the site's virtual currency) in their own interest-bearing bank accounts, participate in interactive site-wide plots, and make friends with other members through NeoMail® (the site's internal email system), or through the site's message boards and guilds, all of which are monitored using the company's unique message filtering software. With ten lands to explore, more than 100 games to play, numerous weekly creative contests to enter, as well as pets to feed and interact with, Neopets members are highly engaged by the challenging and ever expanding site content.

In early 2003 NeoPets began a massive translation initiative to make the site available in multiple languages. Today the site is available in ten languages, including English, Japanese, both Traditional and Simplified Chinese, Korean, Spanish, French, German, Italian and Portuguese, which makes Neopets' content available to nearly 90% of the world's Internet population. NeoPets' proprietary translation technology enables members of different cultures to interact simultaneously with one another on the site, thereby further expanding the Neopets.com international audience and increasing cross-border communication and understanding among young people everywhere. In May 2005 alone, the company served over 1 billion non-English pageviews.

ABOUT NEOPETS
The privately owned NeoPets, Inc., a global media and entertainment company, owns and operates Neopets.com, one of the world's leading online youth communities. Neopets.com, consistently ranked among the top-10 "stickiest" sites on the Web by Nielsen//NetRatings and comScore Media Metrix, has registered over 25 million members since its inception and generates more than five billion pageviews per month worldwide. The company is headquartered in Glendale, California.

ABOUT MTVN
MTV Networks, a unit of Viacom International Inc. (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 100 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, LOGO, MTVN INTERNATIONAL and THE DIGITAL SUITE FROM MTV NETWORKS, a package of 13 digital services, all of these networks are trademarks of MTV Networks. MTV Networks connects with its audiences through its robust consumer products businesses and its more than 80 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.


© NeoPets 2005. All rights reserved.
Source: MTV NETWORKS © 2005. All rights reserved.
Click here for more information about NeoPets, Inc., or go to the website,
http://www.neopets.com.