LEASE TERMINATION AGREEMENT DATED OCTOBER 13, 2006

Exhibit 99

LEASE TERMINATION AGREEMENT

      THIS LEASE TERMINATION AGREEMENT (this “ Agreement ”) is made and entered into as of the 13 day of October, 2006, by and between CAPTEC FRANCHISE CAPITAL PARTNERS, L.P. IV a Michigan corporation (“ Landlord ”), and BLOCKBUSTER INC., a Delaware corporation (“ Tenant ”).

W I T N E S S E T H

     A. Landlord and Tenant entered into that certain lease dated April 10, 1997 (collectively with all amendments thereto, the “ Lease ”), whereby Landlord leased to Tenant, and Tenant leased from Landlord, the premises more particularly described on Exhibit A attached hereto and incorporated herein and located at 8529 Georgia Highway 85, Riverdale, Georgia (the “ Premises ”); and

     B. Landlord and Tenant desire to terminate the Lease on the terms and conditions hereinafter set forth.

      NOW, THEREFORE , in consideration of the mutual covenants and agreements contained herein, Landlord and Tenant agree as follows:

     1.  Defined Terms . Any capitalized terms not defined herein have the meanings assigned to them in the Lease.

     2.  Termination of Lease . The Lease will terminate on November 30, 2006 (the “ Termination Date ”) as if such Termination Date were set forth in the Lease as the expiration date of the term of the Lease. On or before 11:59 p.m. on the Termination Date, Tenant shall vacate and deliver possession of the Premises to Landlord in the manner set forth in the Lease, and will be entitled to remove all of Tenant’s personal property and trade fixtures.

     3.  Rent and Other Lease Obligations . Tenant shall pay to Landlord on or before the Termination Date, all rent, utility charges and other charges relating to the Premises, for which Tenant is responsible pursuant to the Lease and which accrue on or prior to the Termination Date. Tenant shall indemnify and hold Landlord harmless from and against any utility charges or other charges relating to the Premises which are the obligation of Tenant under the Lease and which accrue on or prior to the Termination Date. In addition, Landlord and Tenant shall comply with all of their other respective obligations under the Lease that accrue on or prior to the Termination Date.

     4.  Representations . Each party hereto represents and warrants to the other that such party has full authority to execute and deliver this Agreement and that no consents or authorizations to this Agreement are required to make this Agreement binding on the parties hereto.

     5.  Release of Landlord . Tenant agrees that, upon termination of the Lease as aforesaid, Landlord and its agents and employees will be fully released and discharged from any and all obligations that may have theretofore arisen or may thereafter arise under or with respect to the Lease or the Premises, save and except any failure to comply with the terms of this Agreement.

     6.  Release of Tenant and Guarantor . Landlord agrees that, upon termination of the Lease as aforesaid, Tenant and its agents and employees will be fully released and discharged from any and all obligations that may have theretofore arisen or may thereafter arise under or with respect to the Lease or the Premises, save and except any failure to comply with the terms of this Agreement. Upon termination of the Lease as aforesaid, Landlord further releases and discharges Viacom Inc. (“ Guarantor ”) of and from any and all liabilities and obligations under that certain Guaranty executed by Guarantor on April 4, 1997, in favor of Landlord, which Guaranty guaranteed the obligations of Tenant under the Lease.

     7.  Attorneys’ Fees . If either party to this Agreement institutes any action or proceeding against the other relating to the provisions of this Agreement or any default hereunder, the prevailing party in such action or proceeding will be entitled to receive from the non-prevailing party reasonable attorneys’ fees and paralegal fees and disbursements incurred therein by such prevailing party. Such reimbursement will include all legal expenses incurred prior to trial, at trial and in all levels of appeal and post-judgment proceedings.

     8.  Successors and Assigns . All covenants, promises, conditions, representations and agreements herein contained are binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors and assigns.

     9.  Entire Agreement . This Agreement, together with the Lease, constitutes the entire understanding and agreement of the parties hereto with respect to the matters covered by this Agreement, and no prior written or oral agreements, letters, representations, warranties, promises or understandings pertaining to any such matters are effective with respect thereto. The parties agree that this Agreement may be executed in multiple counterparts, each of which will be deemed an original, and all of which will constitute one and the same instrument. This Agreement will be binding upon the parties hereto upon receipt by each party of an executed copy of this Agreement transmitted to it by the other party via facsimile or other means of telecommunications.

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      IN WITNESS WHEREOF , the parties have executed this Lease Termination Agreement as of the date first written above.

[ACKNOWLEDGEMENT OF LANDLORD]

STATE OF Michigan             )

                                                ) SS:

COUNTY OF Washtenaw      )

     On this ___13___day of October, 2006, before me, the undersigned Notary Public in and for said County and State, personally appeared Daniel J. Kelly as VP of CAPTEC FRANCHISE CAPITAL PARTNERS L.P. IV , a(n) Michigan corporation, who executed the foregoing instrument on behalf of said corporation for the purposes therein expressed. He/She is either ( X ) personally known to me or ( ) has produced _____________