X0202 4 2007-03-30 0 0001327012 Equity Media Holdings CORP CNUT 0001326150 Prentice Capital Management, LP 623 FIFTH AVENUE, 32ND FLOOR NEW YORK NY 10022 0 0 1 0 Common Stock ("Common Stock") 2007-05-07 4 P 0 51308 4.40 A 1718308 I See Footnotes Warrants 5.00 2007-03-30 4 P 0 3334000 0 A 2009-09-07 Common Stock 3334000 3334000 I See Footnotes Warrants 5.00 2007-05-07 4 P 0 30000 0.52 A 2009-09-07 Common Stock 30000 3364000 I See Footnotes Warrants 5.00 2007-05-08 4 P 0 77500 0.60 A 2009-09-07 Common Stock 77500 3441500 I See Footnotes Prentice Capital Management, LP (the "Investment Manager") serves as investment manager to a number of investment funds (including Prentice Capital Partners, LP, Prentice Capital Partners QP, LP, Prentice Capital Offshore, Ltd., Prentice Special Opportunities, LP, Prentice Special Opportunities Offshore, Ltd. and Prentice Special Opportunities Master, L.P.) and manages investments for certain entities in managed accounts (such funds and accounts, the "Investment Entities"). Michael Zimmerman ("Mr. Zimmerman") is responsible for the supervision and conduct of all investment activities of the Investment Manager, including, without limitation, for all investment decisions with respect to the assets of the Investment Entities. Neither the Investment Manager nor Mr. Zimmerman directly owns any shares of Common Stock. The Investment Manager and Mr. Zimmerman hold the reported securities indirectly through the Investment Entities. Each of the Investment Manager and Mr. Zimmerman disclaims any beneficial ownership of the shares of Common Stock included in this report to the extent such beneficial ownership exceeds such person's pecuniary interest therein. The Warrants became exercisable upon the closing of a merger transaction between the Issuer and Equity Broadcasting Corporation, which closed March 30, 2007. The Investment Entities purchased 1,667,000 Units of the Issuer on September 9, 2005. Each Unit consisted of 1 share of Common Stock and 2 Warrants. The Warrants became exercisable (and reportable) upon the closing of the merger transaction between the Issuer and Equity Broadcasting Corporation, which closed March 30, 2007. PRENTICE CAPITAL MANAGEMENT, LP, By: /s/ Michael Weiss as Chief Financial Officer 2007-05-09