The
      securities represented by this Warrant and issuable upon exercise hereof have
      not been registered under the Securities Act of 1933, as amended (the "Act"),
      or
      under the provisions of any applicable state securities laws, but have been
      acquired by the registered holder hereof for purposes of investment and in
      reliance on statutory exemptions under the Act, and under any applicable state
      securities laws. These securities and the securities issued upon exercise hereof
      may not be sold, pledged, transferred or assigned, nor may this Warrant be
      exercised, except in a transaction which is exempt from registration under
      the
      provisions of the Act and any applicable state securities laws or pursuant
      to an
      effective registration statement.

     

    COMMON
      STOCK PURCHASE WARRANT

     

    
      	
              Date
                of Issuance: November 28, 2008

            	
              Certificate
                No. MMW-003

            


    

     

    For
      value
      received, Legend Media, Inc., a Nevada corporation (the "Company"),
      hereby grants to Mr. Ju Baochun or his permitted transferees and assigns
      ("Warrantholder"),
      the
      right to purchase from the Company a total of 5,000,000 shares of the Company's
      common stock, par value $0.001 per share ("Common
      Stock"),
      at a
      price per share equal to $0.40 (the "Initial
      Exercise Price").
      The
      Initial Exercise Price and number of Warrant Shares (and the amount and kind
      of
      other securities) for which this Warrant is exercisable shall be subject to
      adjustment as provided in Section 2 hereof. This Warrant is being issued in
      connection with the Acquisition Agreement between the Company, Well Chance
      Investments Limited, Music Radio Limited, Xue Wei and Warrantholder, dated
      as of
      November 28, 2008 (the "Purchase
      Agreement").
      Certain capitalized terms used herein are defined in Section 3 hereof.


     

    This
      Warrant is subject to the following provisions: 

     

    SECTION
      1. Exercise
      of Warrant.
      

     

    (a) Terms
      of Warrants; Exercise Period.
      Subject
      to the terms of this Warrant, the Registered Holder shall have the right,
      commencing on the date hereof and expiring on the three-year anniversary hereof
      (the "Expiration
      Date"),
      to
      exercise this Warrant, in whole or in part, and receive from the Company the
      number of Warrant Shares which the Registered Holder may at the time be entitled
      to receive on either: (i) exercise of this Warrant and payment of the Aggregate
      Exercise Price, as such term is defined in Section 1(c)(i)(D), then in effect
      for the Warrant Shares ("Cash
      Exercise"),
      or
      (ii) exercise of this Warrant by Cashless Exercise, as defined in Section 1(b).
      To the extent not exercised prior to the Expiration Date, this Warrant shall
      become void and all rights thereunder and all rights in respect thereof under
      this Agreement shall cease as of such time.

     

    (b) Cashless
      Exercise.
      In lieu
      of exercising the Warrant by Cash Exercise, at any time after the first
      anniversary of this Warrant if the Warrant Shares have not been registered
      with
      the U.S. Securities and Exchange Commission, the Registered Holder may satisfy
      its obligation to pay the Aggregate Exercise Price for the Warrant Shares
      through a "cashless exercise," in which event the Company shall issue to the
      Registered Holder the number of Warrant Shares determined as
      follows:


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      	 	
              X
                =
                Y [(A-B)/A]

            
	
              where:

            	 
	 	
              X
                =
                the number of Warrant Shares to be issued to the Registered
                Holder.

            
	 	 
	 	
              Y
                =
                the number of Warrant Shares with respect to which this Warrant is
                being
                exercised.

            
	 	 
	 	
              A
                =
                the arithmetic average of the Last Sale Price of the Common Stock
                for the
                five Trading Days immediately prior to (but not including) the Exercise
                Time.

            
	 	 
	 	
              B
                =
                the Exercise Price.

            


    

     

    (c) Exercise
      Procedure.

     

    (i) This
      Warrant shall be deemed to have been exercised on the date specified in a
      written notice from the Registered Holder to the Company (the "Exercise
      Time")
      and
      within three Business Days following the Exercise Time, the Registered Holder
      shall deliver the following to the Company: 

     

    (A) a
      completed Exercise Notice, as described in Section 1(d) below, in which
      Registered Holder shall provide all information requested therein including
      whether the warrant is being exercised by Cash Exercise or Cashless
      Exercise;

     

    (B) this
      Warrant;

     

    (C) if
      this
      Warrant is not registered in the name of the Registered Holder, an Assignment
      or
      Assignments in the form set forth in Exhibit
      II
      hereto
      evidencing the assignment of this Warrant to the Registered Holder, in which
      case the Registered Holder shall have complied with the provisions set forth
      in
      Section 5 hereof; and

     

    (D) if
      the
      Warrant is being exercised by Cash Exercise, a check payable to the Company
      in
      an amount equal to the product of the Exercise Price, as such term is defined
      in
      Section 2, multiplied by the number of Warrant Shares being purchased upon
      such
      exercise (the "Aggregate
      Exercise Price").

     

    (ii) Certificates
      for Warrant Shares purchased upon exercise of this Warrant shall be delivered
      by
      the Company to the Registered Holder within five Business Days after the date
      of
      the Exercise Time. Unless this Warrant has expired or all of the purchase rights
      represented hereby have been exercised, the Company shall prepare a new Warrant,
      substantially identical hereto, representing the rights formerly represented
      by
      this Warrant that have not expired or been exercised and shall, within such
      five
      day period, deliver such new Warrant to the Person designated for delivery
      in
      the Exercise Notice. 

     

    (iii) The
      Warrant Shares issuable upon the exercise of this Warrant shall be deemed to
      have been issued to the Registered Holder at the Exercise Time, and the
      Registered Holder shall be deemed for all purposes to have become the record
      holder of such Warrant Shares at the Exercise Time. 


    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

    


    (iv) The
      Company shall not close its books against the transfer of this Warrant or of
      any
      Warrant Shares issued or issuable upon the exercise of this Warrant in any
      manner which interferes with the timely exercise of this Warrant. 

     

    (v) The
      Company shall assist and cooperate with the Registered Holder or any Registered
      Holder required to make any governmental filings or obtain any governmental
      approvals prior to or in connection with any exercise of this
      Warrant.

     

    (vi) The
      Company shall at all times reserve and keep available out of its authorized
      but
      unissued capital stock, solely for the purpose of issuance upon the exercise
      of
      this Warrant, the maximum number of Warrant Shares issuable upon the exercise
      of
      this Warrant. All Warrant Shares which are so issuable shall, when issued and
      upon the payment of the Exercise Price therefor, be duly and validly issued,
      fully paid and nonassessable and free from all taxes, liens and charges. The
      Company shall take all such actions as may be necessary to assure that all
      such
      Warrant Shares may be so issued without violation by the Company of any
      applicable law or governmental regulation or any requirements of any domestic
      securities exchange upon which securities of the Company may be listed (except
      for official notice of issuance which shall be immediately delivered by the
      Company upon each such issuance).

     

    (d) Exercise
      Notice.
      Upon
      any exercise of this Warrant, the Registered Holder shall deliver an Exercise
      Notice in the form set forth in Exhibit I
      hereto,
      except that if the Warrant Shares are not to be issued in the name of the Person
      in whose name this Warrant is registered, the Exercise Notice shall also state
      the name of the Person to whom the certificates for the Warrant Shares are
      to be
      issued, and if the number of Warrant Shares to be issued does not include all
      the Warrant Shares purchasable or which can be acquired by Cashless Exercise
      hereunder, it shall also state the name of the Person to whom a new Warrant
      for
      the unexercised portion of the rights hereunder is to be issued. Such Exercise
      Notice shall be dated the actual date of execution thereof. 

     

    SECTION
      2. Adjustment
      of Exercise Price and Number of Shares.
      In
      order to prevent dilution of the rights granted under this Warrant, the Initial
      Exercise Price shall be subject to adjustment from time to time as provided
      in
      this Section 2 (such price or such price as last adjusted pursuant to the
      terms hereof, as the case may be, is herein called the "Exercise
      Price"),
      and
      the number of Warrant Shares obtainable upon exercise of this Warrant shall
      be
      subject to adjustment from time to time as provided in this Section 2.


     

    (a) Reorganization,
      Reclassification, Consolidation, Merger or Sale.
      In case
      of any reclassification, capital reorganization, consolidation, merger, sale
      of
      all or substantially all of the Company's assets to another Person or any other
      change in the Common Stock of the Company, other than as a result of a
      subdivision, combination, or stock dividend provided for in Section 2(b)
      below (any of which, a "Change
      Event"),
      then,
      as a condition of such Change Event, lawful provision shall be made, and duly
      executed documents evidencing the same from the Company or its successor shall
      be delivered to the Registered Holder, so that the Registered Holder shall
      have
      the right at any time prior to the expiration of this Warrant to purchase,
      at a
      total price equal to that payable upon the exercise of this Warrant (subject
      to
      adjustment of the Exercise Price as provided in Section 2), the kind and amount
      of shares of stock and other securities and property receivable in connection
      with such Change Event by a holder of the same number of shares of Common Stock
      as were purchasable by the Registered Holder immediately prior to such Change
      Event. In any such case appropriate provisions shall be made with respect to
      the
      rights and interest of the Registered Holder so that the provisions hereof
      shall
      thereafter be applicable with respect to any shares of stock or other securities
      and property deliverable upon exercise hereof, and appropriate adjustments
      shall
      be made to the purchase price per share payable hereunder, provided the
      aggregate purchase price shall remain the same.


    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    


    (b) Subdivisions,
      Combinations and Other Issuances.
      If the
      Company shall at any time prior to the expiration of this Warrant (i) subdivide
      its Common Stock, by split-up or otherwise, or combine its Common Stock, or
      (ii)
      issue additional shares of its Common Stock or other equity securities as a
      dividend with respect to any shares of its Common Stock, the number of shares
      of
      Common Stock issuable on the exercise of this Warrant shall forthwith be
      proportionately increased in the case of a subdivision or stock, or
      proportionately decreased in the case of a combination. Appropriate adjustments
      shall also be made to the purchase price payable per share, but the aggregate
      purchase price payable for the total number of Warrant Shares purchasable under
      this Warrant (as adjusted) shall remain the same. Any adjustment under this
      Section 2(b) shall become effective at the close of business on the date
      the subdivision or combination becomes effective, or as of the record date
      of
      such dividend, or in the event that no record date is fixed, upon the making
      of
      such dividend.

     

    (c) Issuance
      of New Warrant.
      Upon
      the occurrence of any of the events listed in this Section 2 that results in
      an
      adjustment of the type, number or exercise price of the securities underlying
      this Warrant, the Registered Holder shall have the right to receive a new
      warrant reflecting such adjustment upon the Registered Holder tendering this
      Warrant in exchange. The new warrant shall otherwise have terms identical to
      this Warrant.

     

    (d) Notices.
      

     

    (i) The
      Company shall give written notice to the Registered Holder of this Warrant
      at
      least 10 days prior to the date on which the Company closes its books or takes
      a
      record for determining rights to vote with respect to any event described
      in this Section 2 or any dissolution or liquidation so long as Registered Holder
      agrees to execute a confidentiality agreement if such information has not been
      disclosed to Company's shareholders. 

     

    (ii) The
      Company shall also give written notice to the Registered Holder of this Warrant
      at least 10 days prior to the date on which any event described in this Section
      2 or any dissolution or liquidation shall take place so long as Registered
      Holder agrees to execute a confidentiality agreement if such information has
      not
      been disclosed to Company's shareholders. 

     

    SECTION
      3. Definitions.
      The
      following terms have the meanings set forth below: 

     

    "Act"
      means
      the Securities Act of 1933, as amended.

     

    "Business
      Day"
      means
      any day except Saturday, Sunday and any day which shall be a federal legal
      holiday or a day on which banking institutions in the State of California are
      authorized or required by law or other governmental action to
      close


    
      
        
        

      

      
        4

        
          

        

      

      
        
        

      

    


    "Exchange
      Act"
      means
      the Securities Exchange Act of 1934, as amended.

     

    "Last
      Sale Price"
      means
      (i) if the Common Stock is listed on a national securities exchange, the NASDAQ
      Global Select Market, the NASDAQ Global Market, or the NASDAQ Capital Market,
      the last trading price per share of the Common Stock for such date, (ii) if
      the
      Common Stock is quoted on the NASD OTC Bulletin Board (or successor such as
      the
      Bulletin Board Exchange), the closing bid price of the Common Stock on such
      date, (iii) if the Common Stock is traded in the residual over-the-counter
      market, the closing bid price for the Common Stock for such date as reported
      by
      the Pink Sheets, LLC or similar publisher of such quotations, and (iv) if the
      fair market value of the Common Stock cannot be determined pursuant to clause
      (i), (ii) or (iii) above, such price as the Board of Directors of the Company
      shall determine, in good faith.

     

    "Person"
      means
      an individual, a limited liability company, a partnership, a joint venture,
      a
      corporation, a trust, an unincorporated organization and a government or any
      department or agency thereof. 

     

    "Registered
      Holders"
      means,
      collectively, the Warrantholder and any other holder of a Warrant or Warrant
      Shares, if any, reflected as such on the books of the Company.

     

    "Trading
      Day"
      means
      (i) a day on which the Common Stock is traded on a Trading Market (other than
      the OTC Bulletin Board), or (ii) if the Common Stock is not listed on a Trading
      Market (other than the OTC Bulletin Board), a day on which the Common Stock
      is
      traded in the over-the-counter market, as reported by the OTC Bulletin Board,
      or
      (iii) if the Common Stock is not quoted on any Trading Market, a day on which
      the Common Stock is quoted in the over-the-counter market as reported by the
      Pink Sheets LLC (or any similar organization or agency succeeding to its
      functions of reporting prices); provided, that in the event that the Common
      Stock is not listed or quoted as set forth in (i), (ii) and (iii) hereof, then
      Trading Day shall mean a Business Day.

     

    "Trading
      Market"
      means
      whichever of the New York Stock Exchange, the American Stock Exchange, the
      NASDAQ Global Select Market, the NASDAQ Global Market, the NASDAQ Capital Market
      or OTC Bulletin Board on which the Common Stock is listed or quoted for trading
      on the date in question.

     

    "Warrant"
      means
      the right to purchase one or more Warrant Shares pursuant to the terms of this
      Warrant, as the same may be transferred, divided or exchanged pursuant to the
      terms hereof.

     

    "Warrant
      Shares"
      means
      shares of the Common Stock issuable upon exercise of the Warrant; provided,
      however, that if there is a change such that the securities issuable upon
      exercise of the Warrant are issued by an entity other than the Company or there
      is a change in the class of securities so issuable, then the term "Warrant
      Shares" shall mean shares of the security issuable upon exercise of the Warrant
      if such security is issuable in shares, or shall mean the equivalent units
      in
      which such security is issuable if such security is not issuable in
      shares.


    
      
        
        

      

      
        5

        
          

        

      

      
        
        

      

    


    SECTION
      4. No
      Voting Rights; Limitations of Liability.
      This
      Warrant shall not entitle the holder hereof to any voting rights or other rights
      as a stockholder of the Company. No provision hereof, in the absence of
      affirmative action by the Registered Holder to purchase Warrant Shares, and
      no
      enumeration herein of the rights or privileges of the Registered Holder shall
      give rise to any liability of such holder for the Exercise Price of Warrant
      Shares acquirable by exercise hereof or as a stockholder of the Company.


     

    SECTION
      5. Warrant
      Transferable.
      Subject
      to compliance with applicable securities laws and the terms of this Section
      5,
      this Warrant and all rights hereunder are transferable, in whole or in part,
      without charge to the Registered Holder upon surrender of this Warrant with
      a
      properly executed Assignment (in the form of Exhibit II
      hereto)
      at the principal office of the Company.

     

    SECTION
      6. Warrant
      Exchangeable for Different Denominations.
      This
      Warrant is exchangeable, upon the surrender hereof by the Registered Holder
      at
      the principal office of the Company, for new Warrants of like tenor representing
      in the aggregate the purchase rights hereunder, and each of such new Warrants
      shall represent such portion of such rights as is designated by the Registered
      Holder at the time of such surrender. The effective date that the Company
      initially issues this Warrant shall be deemed to be the "Date of Issuance"
      hereof regardless of the number of times new certificates representing the
      unexpired and unexercised rights formerly represented by this Warrant shall
      be
      issued. All Warrants representing portions of the rights hereunder are referred
      to herein as the "Warrants." 

     

    SECTION
      7. Replacement.
      Upon
      receipt of evidence reasonably satisfactory to the Company of the ownership
      and
      the loss, theft, destruction or mutilation of any certificate evidencing this
      Warrant, and in the case of any such loss, theft or destruction, upon receipt
      of
      indemnity reasonably satisfactory to the Company, or, in the case of any such
      mutilation upon surrender of such certificate, the Company shall (at the expense
      of the Registered Holder) execute and deliver in lieu of such certificate a
      new
      certificate of like kind representing the same rights represented by such lost,
      stolen, destroyed or mutilated certificate and dated the date of such lost,
      stolen, destroyed or mutilated certificate. 

     

    SECTION
      8. Notices.
      All
      notices, requests, deliveries, consents and other communications provided for
      herein shall be in writing and shall be effective upon delivery in person,
      faxed, or mailed by overnight courier service or certified or registered mail,
      return receipt requested, postage pre-paid, addressed as follows:

     

    if
      to
      the Company, to:

    


    Legend
      Media, Inc.

    Attn:
      Chief Executive Officer

    11F,
      Tower A, Building No. 1 GT International Center

    Jia3
      Yongandongli, Jianguomenwai Avenue

    Chaoyang
      District, Beijing, China 100022

    Tel: 
      +86 10 5879 4890

    Fax:
      +86
      10 5879 4228


    
      
        
        

      

      
        6

        
          

        

      

      
        
        

      

    


    if
      to
      the Warrantholder, to:

    


    Mr.
      Ju
      Baochun

    _________________

    _________________

    _________________

    Tel:
      +86


    Fax:
      (___) ____________

    


    or,
      in
      any case, at such other address or addresses as shall have been furnished in
      writing to the Company (in the case of a Registered Holder of Warrants) or
      to
      the Registered Holders of Warrants (in the case of the Company) in accordance
      with the provisions of this paragraph.

     

    SECTION
      9. Amendment
      and Waiver.
      Except
      as otherwise provided herein, the provisions of the Warrants may be amended
      and
      the Company may take any action herein prohibited, or omit to perform any act
      herein required to be performed by it, only if the Company has obtained the
      written consent of the Registered Holders of Warrants representing a majority
      of
      the Warrant Shares obtainable upon exercise of the then-outstanding Warrants;
      provided, however, that no such action may change the Exercise Price of the
      Warrants or the number of shares or class of capital stock obtainable upon
      exercise of each Warrant without the written consent of all Registered
      Holders.

     

    SECTION
      10. 
      Descriptive Headings; Governing Law. 

     

    (a) The
      descriptive headings of the several Sections of this Warrant are inserted for
      convenience only and do not constitute a part of this Warrant. 

     

    (b) All
      issues and questions concerning the construction, validity, enforcement and
      interpretation of this Agreement shall be governed by, and construed in
      accordance with, the laws of the State of New York, without giving effect to
      any
      choice of law or conflict of law rules or provisions (whether of the State
      of
      New York or any other jurisdiction) that would cause the application of the
      laws
      of any jurisdiction other than the State of New York.

     

    SECTION
      11. Warrant
      Register.
      The
      Company shall maintain at its principal executive office books for the
      registration and the registration of transfer of this Warrant. The Company
      may
      deem and treat the Registered Holder as the absolute owner hereof
      (notwithstanding any notation of ownership or other writing thereon made by
      anyone) for all purposes and shall not be affected by any notice to the
      contrary.

     

    SECTION
      12. Fractions
      of Shares.
      The
      Company may, but shall not be required, to issue a fraction of a Warrant Share
      upon the exercise of this Warrant in whole or in part. As to any fraction of
      a
      share which the Company elects not to issue, the Company shall make a cash
      payment in respect of such fraction in an amount equal to the same fraction
      of
      the market price of a Warrant Share on the date of such exercise (as determined
      by the board of directors in its reasonable discretion).

     

    *
      * * * *


    
      
        
        

      

      
        7

        
          

        

      

      
        
        

      

    


    IN
      WITNESS WHEREOF, the Company has caused this Warrant to be signed and attested
      by its duly authorized officers and to be dated as of the Date of Issuance
      hereof. 

     

    
      	 	
              LEGEND
                MEDIA, INC.

            
	 	 	 
	 	
              By:

            	  

	 	 	
              Name:
                Jeffrey Dash

            
	 	 	
              Title:
                Chief Executive Officer

            


    


    
      
        
        

      

      
        8

        
          

        

      

      
        
        

      

    


    EXHIBIT
      I

     

    FORM
      OF EXERCISE NOTICE

     

    To:
      Legend Media, Inc.

     

    The
      undersigned is the Registered Holder of Warrant No. MMW-003 (the "Warrant")
      issued by Legend Media, Inc., a Nevada corporation (the "Company"). Capitalized
      terms used herein and not otherwise defined have the respective meanings set
      forth in the Warrant.

     

    The
      Warrant is currently exercisable to purchase a total of ______________ Warrant
      Shares.

     

    The
      undersigned Registered Holder hereby exercises its right to purchase
      _________________ Warrant Shares pursuant to the Warrant.

     

    The
      Holder intends that payment of the Exercise Price shall be made as (check
      one):

     

    ____ "Cash
      Exercise" under Section 1

     

    ____ "Cashless
      Exercise" under Section 1

     

    If
      the
      holder has elected a Cash Exercise, the holder shall pay the sum of
      $____________ to the Company in accordance with the terms of the
      Warrant.

     

    Pursuant
      to this exercise, the Company shall deliver to the Registered Holder __________
      Warrant Shares in accordance with the terms of the Warrant. If the Warrant
      Shares to be issued pursuant to the exercise are to be registered in the name(s)
      of a Person(s) other than the name of the Registered Holder, then please provide
      the Person(s) name(s) and address(es) (attach separate sheet if needed):


    _____________________________________________________________________________________________________________________________________

    _____________________________________________________________________________________________________________________________________

     

    Following
      this exercise, the Warrant shall be exercisable to purchase a total of
      ______________ Warrant Shares.

     

    If
      the
      Warrant is not fully exercised, the name of the Person to whom a new Warrant
      for
      the unexercised portion of the Warrant shall be issued and that Person's address
      is as follows (attach separate sheet if needed): 
      _____________________________________________________________________________________________________________________________________

      _____________________________________________________________________________________________________________________________________

       

    

    
      	
              Dated:
                _____________________, ______

            	 	
              Name
                of Registered Holder:

            
	 	 	 
	 	 	
              (Print)
                ____________________________________

            
	 	 	 
	 	 	
              By:
                ______________________________________

            
	 	 	
              Name:
                ____________________________________

            
	 	 	
              Title:
                _____________________________________

            
	 	 	
              (Signature
                must conform in all respects to name of holder as

              specified
                on the face of the Warrant)

            


    


    
      
        
        

      

      
        9

        
          

        

      

      
        
        

      

    


    EXHIBIT
      II

     

    ASSIGNMENT

     

    FOR
      VALUE
      RECEIVED, _____________________________ hereby sells, assigns and transfers
      all
      of the rights of the undersigned under the attached Warrant (Certificate No.
      MMW-003) with respect to the number of the Warrant Shares covered thereby set
      forth below, unto: 

     

    
      	
              Names
                of Assignee

            	 	
              Address

            	 	
              No.
                of Shares

            
	 	 	 	 	 
	 	 	 	 	 


    

     

    
      	
              Dated:

            	
              Signature

            	 
	 
	 	 	 	 
	 	
              Witness

            	 
	 


    

     

    The
      Assignee agrees to be bound by the terms of the Warrant.

     

    
      	 	
              Signature

            	 
	 
	 	 	 	 
	 	
              Witness

            	 
	 


    


    
      
        
        

      

      
        10