i have moved to:

www.alanarlt.com

Acquisition to Life Time Fitness

Dear Valued Ultimate Hoops Member:

In 2006, we created Ultimate Hoops to deliver a new, unprecedented experience for the ultimate of basketball enthusiasts – you, our members. Today, I am pleased to share with you an exciting update in our evolution. Specifically, Ultimate Hoops now is a part of Life Time Fitness, an operator of incredible health and fitness centers which currently number nearly 75 in 17 states.

This isn’t simply a partnership, but rather, an investment and commitment Life Time Fitness has made in extending its basketball operations to include formalized leagues and basketball-oriented programming, along with the premier online presence we have established via ultimatehoopsmn.com. For Ultimate Hoops, we saw a tremendous opportunity to elevate our on-court offering – from that of a one-hour basketball game per week to a 24-hour, seven-day-a-week comprehensive basketball experience.

While our current online experience is rich – photos, box scores, videos, power rankings, message boards, interactive content and the Ultimate Hoops Network combine to deliver a powerful basketball enthusiast experience – our on-court experience paled by comparison. Now, as a part of Life Time Fitness, we are able to deliver upon our original grand vision: delivering the most original, fun, interactive and innovative basketball experience both on and off court, supported by Life Time Fitness’ large and growing network of health and fitness centers nationally.

What does this change for you? Let me start by addressing our upcoming Summer Season, which begins July 14.

- All Summer Season games will take place at our newly remodeled Life Time Fitness Bloomington South (1001 W. 98th Street) location.
- You may register for the Summer Season at current Ultimate Hoops Team or Individual Free Agent rates.
- A Life Time Fitness membership now will be required for participation in Ultimate Hoops.
- Not sure if a Life Time Fitness membership is for you? We acknowledge that you may wish to experience Life Time Fitness prior to making a membership decision. With this in mind, current registered Summer Season Ultimate Hoops members are eligible to receive an exclusive, complimentary Life Time Fitness Gold Express membership that provides access only to our Bloomington South club from July 1, 2008 through September 30, 2008 with no joining fees or membership dues.
- To take advantage of this offer, you will be required to visit the Bloomington South club, complete standard Life Time Fitness membership agreements and provide a form of electronic funds transfer beginning June 30, 2008. No long-term contracts are required.
- Effective October 1, standard Life Time Fitness membership dues will apply and be charged to your method of payment on file. Additional fees will apply for each Ultimate Hoops Season, though we expect these rates to be lower than current Ultimate Hoops fees. More information will be provided to you soon regarding our Fall Season rates.
- Should you choose not to continue your membership and participate in the Ultimate Hoops Fall Season, you simply may cancel your Life Time Fitness membership at the end of the Summer Season or no later than September 5, 2008, with no further obligation.
- Please visit the Ultimate Hoops Web site at ultimatehoopsmn.com for more information and registration details.

Looking more broadly at your total Ultimate Hoops member experience moving forward, you also will now have access to all that Life Time Fitness Bloomington South has to offer, including opportunities to expand your basketball career:

- What previously was only league play one day a week will expand to include a comprehensive array of daily pick-up games, 3-on-3 and 5-on-5 weekend tournaments, camps and clinics.
- A new facility that has just reopened following a multi-million dollar remodeling effort.
- Large exercise facility, complete with the latest in cardio, resistance training and free weight areas.
- Indoor lap pool, whirlpool and saunas
- Team of certified personal trainers and group fitness instructors, and a wide range of associated free and fee-based programs
- Basketball and racquetball courts
- Child center
- Complimentary locker and towel service

And, that is just the beginning. Moving forward, we also plan to develop additional basketball-oriented cross training programs designed to improve your game. I invite you to visit lifetimefitness.com for more information about Life Time Fitness and its range of clubs, membership types and programming.

For now, in the same spirit and philosophy upon which Ultimate Hoops was founded, I want to emphasize my excitement regarding the new opportunities we’re now able to deliver to you as part of Life Time Fitness. I thank you for choosing to be an Ultimate Hoops member and hope that we will continue to serve you as a Life Time Fitness member for years to come.

Sincerely,

Alan Arlt
Life Time Fitness Senior Director of Basketball Operations and Ultimate Hoops Founder