These BLOCKBUSTER Rewards Terms and Conditions were modified on June 6, 2005, and are applicable to all BLOCKBUSTER Rewards memberships purchased before or after this date. These Terms and Conditions supersede all earlier versions of BLOCKBUSTER Rewards Terms and Conditions. Please keep these Terms and Conditions with the membership materials you receive upon activation of your membership. BLOCKBUSTER Rewards membership and benefits are available at participating BLOCKBUSTER store locations only.

Membership in BLOCKBUSTER Rewards® is valid for one (1) year from the date of activation and is not transferable. BLOCKBUSTER Rewards® membership requires payment of an annual fee, which may vary by location, plus any applicable tax. From time to time Blockbuster may offer complimentary or discounted memberships; these Terms and Conditions apply to all such memberships. Void where prohibited by law.

Free Monthly Movie Rental coupons, as well as other exclusive offers which Blockbuster may provide you from time to time, are an important benefit of your BLOCKBUSTER Rewards membership. One way of providing you with these coupons and other offers is through electronic mail. If you elect to receive your coupons and other offers via e-mail, you authorize Blockbuster Inc., its affiliates and franchisees, if permitted by Blockbuster, to send you e-mail marketing communications to the e-mail address or to alternative e-mail addresses you provide to Blockbuster. Opt-in to receive benefits and other communications by e-mail by: 1) providing your e-mail address in-store at the register and filling out an e-mail permission slip in-store; 2) calling the BLOCKBUSTER Member Service Center at 1-800-406-6843 or 3) signing up for e-newsletters at www.blockbuster.com. Therefore, when you elect to receive benefits by e-mail, you overrule any election you may have previously made to opt-out of receiving regular e-mail communications from Blockbuster. You must notify BLOCKBUSTER Member Service Center at 1-800-406-6843 if you change e-mail addresses. Blockbuster is not responsible for any e-mail not received due to inaccurate e-mail information provided or failure to update your e-mail address on your account, or for any other communications failures beyond Blockbuster's reasonable control.

If you do not elect to receive your Free Monthly Movie Rental coupons and other offers through e-mail, you may receive them at a participating BLOCKBUSTER store. Beginning approximately one week prior to the applicable calendar month, your Free Monthly Movie Rental coupon will print automatically after your first rental or retail transaction during the applicable coupon period. You may also receive your Free Monthly Movie Rental coupon at a participating BLOCKBUSTER store upon request and presentation of your BLOCKBUSTER Rewards membership card. Blockbuster is not responsible for any coupons and/or special offers not received by a BLOCKBUSTER Rewards member who has elected to receive coupons and special offers from a BLOCKBUSTER store due to the member's failure to request the coupons/offers or conduct a transaction with BLOCKBUSTER during the applicable coupon period.

In addition, Blockbuster may choose to send you certain offers or important information through the postal mail. Therefore, when you join BLOCKBUSTER Rewards, you overrule any election you may have previously made to opt-out of receiving regular direct marketing communications from Blockbuster via postal mail.

FREE MONTHLY MOVIE RENTALS

BLOCKBUSTER Rewards members receive a coupon for one (1) free movie rental each calendar month during the membership term, for a total of twelve (12) (including the free rental token in the BLOCKBUSTER Rewards membership kit). You receive your first Free Monthly Movie Rental coupon when you join and activate your BLOCKBUSTER Rewards card. Your next Free Monthly Movie Rental coupon will be available in approximately four (4) to six (6) weeks. Each month's Free Movie Rental Coupon is valid only during the dates indicated on the coupon and is good for a non-New Release movie rental. Excludes all games and New Release movies. Non-New Release movies are determined by Blockbuster at its sole discretion. Coupons may not be reproduced. See Movie Rental Coupon for full details of other restrictions.

EARNED FREE RENTALS

For every five (5) full-price paid movie or game rentals in a calendar month, you'll earn one (1) free movie or game rental, good for any movie or game in the store, up to two (2) per calendar month. For purposes of this earned free rentals benefit (as well as the Midweek Rental benefit described below), “paid rentals” do not include discounted (including, without limitation, dollars or cents off rental coupons, movie rental cards, pass subscription rentals, BLOCKBUSTER Online™ rentals, etc.) or free rentals. Earned Free Rentals are tracked automatically on your membership account. Paid rentals that count toward earning free rentals may not be transferred or combined with another BLOCKBUSTER account. Paid rentals only count towards the free rental in the calendar month in which the paid rental transactions occurred and may not be applied to the following month's earning period, except that if you purchase your membership on or after the fifteenth of a month you have the remainder of the current month plus all of the following month for your first earning period. Free rentals earned during any calendar month may be redeemed at any participating BLOCKBUSTER store until the end of the following calendar month.

MIDWEEK RENTALS

With each full-price paid movie or game rental Monday through Wednesday at a participating BLOCKBUSTER store you may rent one (1) non-New Release movie for FREE. Free rental excludes all games and New Release movies. See “Earned Free Rentals” above for a description of eligible “paid rentals.” Non-New Release movies are determined by Blockbuster at its sole discretion. Paid rental and free rental must be taken in the same transaction. There is no limit on the number of “Rent 1, Get 1” transactions in any visit.

ALL FREE RENTALS (INCLUDING MONTHLY MOVIE RENTAL COUPONS

Membership rules apply to all free rentals. Member is responsible for applicable taxes and any charges other than the initial rental fee for the free rental. See participating stores for full rental terms and conditions. Free rentals may not be used for defensive driving courses or equipment rentals. Free rentals may only be used for rental transactions during the period the free rental benefit or coupon is valid and may not be used for payment of rental charges placed on membership account. Coupons and other free rental benefits are non-transferable and have no cash value. If customer rents multiple titles when redeeming the Rent 5 Get 1 benefit, the free rental credit will be applied to the highest rental price. If customer rents multiple titles when redeeming the Monthly Movie Rental coupon or the midweek Rent 1 Get 1 benefit, the free rental credit will be applied to the lowest rental price.

PROGRAM CHANGES AND AVAILABILITY

Blockbuster may change these Terms and Conditions or the program rules, regulations, and special offers regarding BLOCKBUSTER Rewards at any time without prior notice. Blockbuster reserves the right to end BLOCKBUSTER Rewards with three (3) month's prior notice. Certain BLOCKBUSTER Rewards promotions and special offers may be unavailable at some locations that otherwise participate in BLOCKBUSTER Rewards.

BLOCKBUSTER name, design and related marks are trademarks of Blockbuster Inc. © 2008 Blockbuster Inc. All rights reserved.

Portions of Content Provided by All Movie Guide ®, a trademark of All Media Guide, LLC.© 2008 All Media Guide, LLC.