August 2002

MEL KARMAZIN

(President and Chief Operating Officer, Viacom Inc.)

Mel Karmazin became President and Chief Operating Officer, Viacom Inc., in May 2000, upon the merger of Viacom and CBS. He had served as President and Chief Executive Officer, CBS Corporation, since January 1999.

Karmazin, who serves on the Viacom board of directors, is responsible for overseeing all of Viacom's operations. Viacom Inc. is one of the world's largest entertainment and media companies and a leader in the production, promotion and distribution of entertainment, news, sports and music.

While he was at the helm of CBS, Karmazin's accomplishments included building a portfolio of over 160 major-market radio stations, along with the nation's premier outdoor advertising companies; engineering what was then the largest IPO in media history (the spinoff of Infinity Broadcasting); and investing in Internet properties such as CBS MarketWatch, CBS SportsLine, and iWon.com, among others. During his tenure, the CBS Television Network also orchestrated a dramatic turnaround.

Karmazin had been President and Chief Operating Officer, CBS Corporation, since April 1998, involved in all aspects of its media business. He joined CBS in January 1997 as Chairman and CEO, CBS Radio, through a merger of Westinghouse/CBS and Infinity Broadcasting, where he had served as President and CEO from 1981 until Infinity became a wholly owned subsidiary of Viacom in February 2001. He was named Chairman and CEO, CBS Station Group (Radio and Television), in May 1997.

While at CBS, Karmazin was behind major programming deals such as the Network's reacquisition of rights to National Football League broadcasts. Such initiatives help assure free access to popular programming for viewers nationwide. In addition to being a tireless advocate of free, over-the-air broadcasting, through his role in the creation of the Prism Fund, Karmazin is helping to create greater opportunities for minority ownership of media outlets, and he has directed CBS's efforts to ensure minority participation in all areas of broadcasting, both in front of and behind the cameras and at the executive level.

Karmazin serves on the board of directors of Westwood One, Blockbuster and the New York Stock Exchange and is vice chairman of the Museum of Television & Radio. He has been inducted into the Broadcasting Hall of Fame and has received the National Association of Broadcasters National Radio Award and the IRTS Gold Medal Award. He is a graduate of Pace University.

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