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Co-op Advertising
Guidelines

Participating Retail Dealers will accrue $50.00 for each authorized new customer activation (purchase, installation
and activation) with qualifying programming  from an AFE approved vendor  (i.e. America's Top 100, America's Top
150, Dish Latino or Dish Latino Dos).  Accruals may be applied toward approved advertising media expenditures within
 the current accrual period or the subsequent accrual period.  AFE will pay up to 50% of your advertising media
expenditures, not to exceed the total amount accrued.  Complete Co-op advertising information can be located on the
AFE Website @  www.AFEInc.com.  These guidelines are to be used precisely to the instructions given.

3rd Quarter Promotional Window:  August 1, 2001 through October 31, 2001.

Accrual Period:                       July 1, 2001 through September 30, 2001.
                                                ( Your 3rd Quarter Co-op advertising accrual balance can be applied toward advertising
                                                   within current accrual period).

Current Promotions:               Digital Home Plan
                                                I Like 9

Selling Points
DishPVR - Digital Home Plan
No Equipment To Buy
Free Installation
America's Top 150, America's Top 100, or DISH Latino Dos
In-Home Service Plan
Get Up To 4 Receivers

Advertising Guidelines
$49.99 Activation Fee Includes First Month of Programming Services
Valid Major Credit Card & 12-Month Commitment Required
No Mention of Free Equipment
Selling Points
I Like 9
Buy Satellite TV System For $199 or More
Free Installation
America's Top 100 or DISH Latino Dos
No Credit Card


Advertising Guidelines
Minimum of America's Top 100 or DISH Latino Dos
$21.99/mo. Credit For Up To 12 Months
3800/3900 Receivers Are Not Eligible

Complete program information can be found on the AFE Website @ www.AFEInc.com.
NOTE:  Due to legal issues, Digital Home Plans cannot advertise the equipment as " FREE."  Any advertising
containing the word "FREE" in conjunction with equipment will be denied Co-op.


Pre-approval:              All advertising, other than the advertisements provided to the Retail Dealer by AFE,
                                    must be submitted in advance of placement for approval.  Any deviation
                                    from AFE supplied-produced ads must be pre-approved.  Please Fax ads to
                                    615-859-9490.  The turnaround time for ad approvals is five (5) business days.  Upon
                                    approval, you will receive a signed Co-op pre-approval form, from the appropriate programming
                                    provider,  which must be submitted along with your claim.

All Co-op advertising claims must be submitted and postmarked no later than 45 days following the end
of each accrual period.  3rd Quarter Co-op claims must be postmarked by November 14, 2001.

Please send claims to:                America's Family Entertainment, Inc.
                                                      846 Conference Drive Ste. 4 & 5
                                                      P. O. Box 1778
                                                     Goodlettsville, TN 37070-1778

Dish Network & AFE Co-op Advertising

 AFE's Co-op Advertising Program is designed to assist Retail Dealers with their advertising efforts
by increasing the exposure of Satellite communication services in the marketplace.  By sharing promotion
 costs, AFE not only helps Retail Dealers extend their advertising budget, but also their visibility.  We
encourage all Retail Dealers to take advantage of this beneficial opportunity.

Information about the Co-op Program:

Co-op Advertising Pre-approval Standard: Our turnaround time is five (5) business days.  If we receive your request
       on Monday, you will have pre-approval or response by close the next Monday.
Types of media that qualify for Co-op: Print, Radio, Television, Billboards, Signage, Direct Mail, Val-Pak
       (and other coupon book ads), Trade Show Booths and Mall Kiosks.
You may Fax your ad to 615-859-9490.
Whenever possible, please use our pre-approved ad slicks.  The ad slicks are available to you and your  local
        newspapers.  When you use our pre-approved ad slicks, you are not required to submit your advertising
        for pre-approval.
If you decide you want to create your own ad, you must obtain pre-approval for your ads.  Remember that your ad
       must be approved prior to running, not after.  Here are tips to make this process flow as smoothly as possible:

 1.  Plan ahead and give yourself enough time to allow for the response time of five (5) full business days, plus time      
      to make any changes, if needed.
 2.  PLEASE, fill out a Co-op advertising Pre-approval form when you submit the ad to the team.  This form is part
      of the guidelines, and the updated version of the pre-approved form is always available on the Website.
 3.  Make sure that your ad has all the pertinent requirements listed on the pre-approval form to ensure you have
      met the Co-op guidelines, including:
MSRP of the hardware (unless you are advertising the Digital Home Plan).
Package name and price, for example "America's Top 150 at $39.99 per month" or "Digital Home Plan at
       $40.99 per month."
Appropriate logo's are required, however, we no longer require a tagline.
Appropriate disclaimers, which are available on the Retail Dealer Website.
Explanation of the "deal," i.e., "Valid major Credit card and 12-month commitment required."
       This explanation must be in the body of the ad, not hidden in the disclaimer.