From: Dr. Skender Fani [mailto:skenderfani@gmail.com]
Sent: Thursday, July 27, 2006 12:34 PM
To: mweiner@noof.com
Cc: Alan Isaacman; melissa4hubbard@aol.com; dnicholas@xtendnetworks.com;
hiramwoo@yahoo.com; Hank Gracin; CPV33@aol.com
Subject: NOOF

Dear Michael,

1) I am referring to our telephone conversation Sunday, July 23, 2006.
In this conversation I officially resigned from the Board of Directors
of New Frontier Media  . As I told you, I am uncomfortable remaining on
the board of the company for various reasons, several of which are
mentioned below.

One reason is that I was not in favor of raises for 2007.

I also am against  the proxy filed where it states compensation.
After the board meeting June 2, 2006 there are higher salaries and
longer terms and I feel this is misleading to the investors who are
voting.  The investors are voting the proxy for the Future, not the
past.  Ken threatened to leave if he did not get his way at the June
meeting and that would be a material event had he done so and would have
had to be reported immediately so why not the new terms and amounts?  I
have checked, as has Melissa, with several U.S. attorneys and they all
agree in my thinking.

Another area for concern includes the upcoming new contracts and
amendments to current contracts.  After receiving the recent detailed
email from Melissa on the 14th regarding her talks with outside counsel
and numerous seemingly serious issues that may arise, along with my
phone call with her last week, I must say that I did not want to have
any involvement with these negotiations.

After the board went ahead and made compensation decisions without me
in the last meeting, I believe I can not be effective in representing
the shareholders best interests in matters, especially compensation
issues, as my one vote does not count against the other six.  It seems
management is determined to get what it wants and as I am against their
position.  It does not serve neither the company nor myself if I remain
on the board.

2) When I came on board the company was in a bad, dysfunctional
condition with countless lawsuits, in a proxy battle, in debt, with a
share price under $1.00 and a CEO that needed to be replaced.  Legal
bills alone were in the millions a year .

Together with you, the board and  management, we all worked diligently
to turn this around.  Lawsuits were  settled and legal expenses lowered;
new channels and substantially more new network households were added;
the European road show took place which ignited the share price to over
$10.00 per share in the end from under $1.00 as positive results were
achieved;  new investors became involved worldwide;  debt was reduced to
zero with tens of millions in the bank; insiders were holding shares and
not constantly selling ; institutional holdings were increasing to
approx 70% of the shares outstanding up from a minimal amount ; and now
a major hedge fund owns about 14.8% of the shares outstanding.

I must say that this is an accomplishment that all involved can be
extremely proud of.

 However I feel now that something has changed .  The company's as well
as managements focus and attitudes are not as they were  when
this past success was achieved and I find this to be a negative.   It
also seems to me that some people are mainly interested in new contracts
with " platinum parachute provisions", extensions and better terms in
the event of a change in control.  As I have always said, if this change
were to happen it should be the new owners choice to keep on those they
desire and if executives are doing a good job then they should have no
worries!  I have tried to share some of  my other opinions and ideas ,
(the last meeting and compensation committee calls are just one
example), but I seem to no longer be effective  .
Therefore I made my decision to resign.

3)  I have read the form 8 filed with the SEC yesterday and it says that
my letter " did not state any disagreements with the company".
This is incorrect.  In my official resignation letter yesterday I stated
that I would address some of my concerns and thoughts in a separate
letter.


4)  I will say that you are my friend, and as we discussed, I will
assist you in any way, especially with regards to the prospects in
Europe you mentioned in the past.  I sincerely wish the best for New
Frontier and all involved and , as a shareholder, route for your success
in finding new ways to grow the company in unique and exciting areas
along with continuing to build on what has been already achieved.

Thank you and all the board-members. It was great working with you for
many years.


Kind regards,

Skender


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Dr. Skender Fani
Walfischgasse 14
1010 Vienna  Austria

43.1.512.3838
43.1.513.7797 fax