Playboy Taps IMG as Licensing Agent for Asia

(1)   Foreign, national, state and local government regulations, actions or initiatives, including:

(a)  attempts to limit or otherwise regulate the sale, distribution or transmission of adult-oriented materials, including print, television, video, Internet and mobile materials;

(b)  attempts to limit or otherwise regulate the sale or distribution of certain consumer products sold by our licensees, including nutraceuticals and energy drinks; or

(c)  limitations on the advertisement of tobacco, alcohol and other products which are important sources of advertising revenue for us;

(2)   Risks associated with our foreign operations, including market acceptance and demand for our products and the products of our licensees and other business partners;

(3)   Our ability to effectively manage our exposure to foreign currency exchange rate fluctuations;

(4)   Further changes in general economic conditions, consumer spending habits, viewing patterns, fashion trends or the retail sales environment, which, in each case, could reduce demand for our programming and products and impact our advertising and licensing revenues;

(5)   Our ability to protect our trademarks, copyrights and other intellectual property;

(6)   Risks as a distributor of media content, including our becoming subject to claims for defamation, invasion of privacy, negligence, copyright, patent or trademark infringement and other claims based on the nature and content of the materials we distribute;

(7)   The risk our outstanding litigation could result in settlements or judgments which are material to us;

(8)   Dilution from any potential issuance of common stock or convertible debt in connection with financings or acquisition activities;

(9)   Further competition for advertisers from other publications, media or online providers or decreases in spending by advertisers, either generally or with respect to the men’s market;

(10)  Competition in the television, men’s magazine, Internet, mobile and product licensing markets;

(11)  Attempts by consumers, distributors, merchants or private advocacy groups to exclude our programming or other products from distribution;

(12)  Our television, Internet and mobile businesses’ reliance on third parties for technology and distribution, and any changes in that technology, distribution and/or delays in implementation which might affect our plans, assumptions and financial results;

(13)  Risks associated with losing access to transponders or technical failure of transponders or other transmitting or playback equipment that is beyond our control;

(14)  Competition for channel space on linear or video-on-demand television platforms;

(15)  Failure to maintain our agreements with multiple system operators and direct-to-home, or DTH, operators on favorable terms, as well as any decline in our access to households or acceptance by DTH, cable and/or telephone company systems and the possible resulting cancellation of fee arrangements, pressure on splits or other deterioration of contract terms with operators of these systems;

(16)  Risks that we may not realize the expected sales and profits and other benefits from acquisitions;

(17)  Any charges or costs we incur in connection with restructuring measures we have taken or may take in the future;

(18)  Increases in paper, printing, postage or other manufacturing costs;

(19)  Effects of the consolidation of the single-copy magazine distribution system in the U.S. and risks associated with the financial stability of major magazine wholesalers;

(20)  Effects of the consolidation and/or bankruptcies of television distribution companies;

(21)  Risks associated with the viability of our subscription, ad-supported and e-commerce Internet models;

(22)  Our ability to sublet our excess space may be negatively impacted by the market for commercial rental real estate as well as by the global economy generally;

(23)  The risk that our common stock could be delisted from the New York Stock Exchange, or NYSE, if we fail to meet the NYSE’s continued listing requirements;

(24)  Risks that adverse market conditions in the securities and credit markets may significantly affect our ability to access the capital markets;

(25)  The risk that we will be unable to refinance our 3.00% convertible senior subordinated notes due 2025, or convertible notes, or the risk that we will need to refinance our convertible notes, prior to the first put date of March 15, 2012, at significantly higher interest rates;

(26)  The risk that we are unable to either extend the maturity date of our existing credit facility beyond the current expiration date of January 31, 2011 or establish a new facility with a later maturity date and acceptable terms; and

(27)  Further downward pressure on our operating results and/or further deterioration of economic conditions could result in further impairments of our long-lived assets.