Summary of WORLD WRESTLING ENTERTAINMENTINC

Management's Discussion and Analysis of Financial Condition and Results of Operations

Background

The following analysis outlines all material activities contained within each of our business segments.

Live and Televised Entertainment

º Revenues consist principally of ticket sales to live events, sales of merchandise at these live events, television rights fees, sales of television advertising and sponsorships, and fees for viewing our pay-per-view and video on demand programming.

Consumer Products

º Revenues consist principally of direct sales of WWE produced home videos and magazine publishing and royalties or license fees related to various WWE themed products such as video games, toys and books.

Digital Media

º Revenues consist principally of advertising sales on our websites, sale of merchandise on our website through our WWEShop internet storefront and various broadband and mobile content.

WWE Studios

º Revenues consist of our share of receipts from the distribution of filmed entertainment featuring our Superstars. We participate in revenues generated under the distribution of the films through all media after the print and advertising and distribution costs incurred by our distributors have been recouped and the results have been reported to us.

Results of Operations

Three Months Ended June 30, 2009 compared to Three Months Ended June 30, 2008
(Dollars in millions, except as noted)

Summary

                                         June 30,        June 30,         better
       Net Revenues                        2009            2008          (worse)
       Live and Televised Entertainment $   109.2       $    86.8            26 %
       Consumer Products                     20.9            32.4           (35 %)
       Digital Media                          7.9             7.9             -
       WWE Studios                            0.8             2.6           (69 %)
       Total                            $   138.8       $   129.7             7 %


                                         June 30,        June 30,         better
       Cost of Revenues:                   2009            2008          (worse)
       Live and Televised Entertainment $    62.2       $    57.6            (8 %)
       Consumer Products                      8.1            13.9            42 %
       Digital Media                          4.5             4.5             -
       WWE Studios                            0.9             0.4          (125 %)
       Total                            $    75.7       $    76.4             1 %
       Profit contribution margin              45 %            41 %


                                         June 30,        June 30,         better
       Operating Income:                   2009            2008          (worse)
       Live and Televised Entertainment $    42.6       $    25.2            69 %
       Consumer Products                     11.3            16.9           (33 %)
       Digital Media                          1.3             1.9           (32 %)
       WWE Studios                           (0.5 )           1.8          (128 %)
       Corporate                            (26.6 )         (33.8 )          21 %
       Total operating income           $    28.1       $    12.0           134 %
       Net income                       $    19.9       $     7.0           184 %

Our comparative results were significantly impacted by the timing of our annual WrestleMania pay-per-view event. WrestleMania XXV occurred in the second quarter of 2009. In 2008, WrestleMania XXIV occurred in the first quarter. WrestleMania XXV contributed approximately $32.2 million of revenues and $15.0 million of profit contribution ($9.7 million, net of tax) to our current quarter results.

Our Live and Televised Entertainment segment revenues increased primarily due to the $32.2 million timing difference for WrestleMania discussed previously. Our Consumer Products segment reflected a 54% decrease in home video revenue, reflecting a decline in catalog titles, in addition to a general decline in demand across the industry. WWE Studios revenue reflects amounts earned from three of our feature films, The Marine, See No Evil and The Condemned, which were released in 2006, 2006 and 2007, respectively, and vary based upon the receipt of participation statements from our distribution partners.

The following chart reflects comparative revenues and key drivers for each of the businesses within our Live and Televised Entertainment segment:

                                                   June 30,        June 30,          better
Live and Televised Entertainment Revenues            2009            2008            (worse)
Live events                                       $      34.4     $      35.3             (3 %)
   Number of North American events                         51              52             (2 %)
   Average North American attendance                    8,200           6,900             19 %
   Average North American ticket price (dollars)  $     46.25     $     40.13             15 %
   Number of international events                          27              31            (13 %)
   Average international attendance                     8,100           9,100            (11 %)
   Average international ticket price (dollars)   $     62.77     $     96.26            (35 %)
Venue merchandise                                 $       6.3     $       5.2             21 %
   Domestic per capita spending (dollars)         $     11.26     $     10.85              4 %

Pay-per-view                                      $      35.6     $      17.9             99 %
   Number of pay-per-view events                            5               4             25 %
   Number of buys from pay-per-view events          1,819,000       1,063,500             71 %
   Average revenue per buy (dollars)              $     19.14     $     16.53             16 %
   Domestic retail price WrestleMania (dollars)   $     54.95             N/A            N/A
   Domestic retail price other events (dollars)   $     39.95     $     39.95              -

Television rights fees
   Domestic                                       $      18.4     $      15.3             20 %
   International                                  $       9.9     $       9.4              5 %

Television advertising                            $       1.7     $       1.9            (11 %)

WWE Classics On Demand                            $       1.5     $       1.8            (17 %)

Other                                             $       1.4               -              -
Total live and televised entertainment            $     109.2     $      86.8             26 %

Ratings
   Average weekly household ratings for Raw               3.8             3.4             12 %
   Average weekly household ratings for SmackDown         1.9             2.4            (21 %)
   Average weekly household ratings for ECW               1.2             1.2              -



                                                   June 30,        June 30,          better
Cost of Revenues-Live and Televised Entertainment    2009            2008            (worse)
Live events                                       $    22.2       $    25.2               12 %
Venue merchandise                                       3.5             2.7              (30 %)
Pay-per-view                                           15.5             7.8              (99 %)
Television                                             18.2            19.9                9 %
WWE Classics on Demand                                  0.4             0.6               33 %
Advertising                                             0.1             0.2               50 %
Other                                                   2.4             1.2             (100 %)
Total                                             $    62.3       $    57.6               (8 %)
   Profit contribution margin                            43 %            34 %

Live events revenues decreased primarily through the lower performance of our international events, partially offset by the impact of our annual WrestleMania event, which occurred in the second quarter of 2009 as compared to the first quarter in 2008. The profit contribution margin for live events was 35% as compared to 29% in the prior year quarter. The international events in the prior year quarter included several events in Europe that are historically strong performing events. Average attendance at our North American events was approximately 8,200 in the current quarter as compared to 6,900 in the prior year. The average ticket price for North American events was $46.25 in the current quarter as compared to $40.13 in the prior year. Excluding the impact of WrestleMania, North American average attendance and ticket price was 7,200 and $34.47, respectively, in the current quarter. In the prior year, 4 of the 29 international events performed were recorded as buy-out deals that provided minimum guarantees of profit for WWE. In the current year, it was determined that these 4 events should have been recorded on a gross basis. Had these events been recorded on a gross basis, revenues and expenses would have each increased by approximately $1.3 million in 2008, with no change to profit. See Note 1 to the unaudited Consolidated Financial Statements.

Venue merchandise revenues increased 21% from the prior year quarter primarily due to a 4% increase in per capita spending by our fans. Revenues from our WrestleMania XXV event contributed approximately $1.4 million, or 22%, of the quarterly venue merchandise revenue. The profit contribution margin decreased from 48% to 44% in the current quarter due to increased costs of material.

Pay-per-view revenues increased $17.7 million in the current quarter which reflects the impact of WrestleMania XXV. WrestleMania XXV generated approximately one million pay-per-view buys in the current quarter, or approximately $21.0 million in related revenues. Pay-per-view buys for the three events that occurred in both 2009 and 2008 decreased approximately 4% in the current quarter. Pay-per-view profit contribution margin was 57% for both the current quarter and prior year quarter.

WWE Classics On Demand, our subscription based video-on-demand service, reflected a 17% decrease in revenues in the current quarter based on weaker international performance. Currently, WWE Classics on Demand is offered in approximately 80% of video-on-demand enabled homes in the United States.

The increase in television rights fees reflects rate increases both in domestic and international markets as well as the addition of our new domestic show WWE Superstars on WGN, which began in April 2009. Television cost of revenues has declined based upon improvements in cost containment for our televised events.

The following chart reflects comparative revenues and certain drivers for selected businesses within our Consumer Products segment:

                                         June 30,         June 30,        better
       Consumer Products Revenues          2009             2008          (worse)
       Licensing                       $        9.0    $          8.9         1 %
       Magazine publishing             $        3.1    $          4.3       (28 %)
           Net units sold                   843,800         1,006,600       (16 %)
       Home video                      $        8.6    $         18.5       (54 %)
           Gross units shipped              832,800         1,312,100       (37 %)
       Other                           $        0.2    $          0.7       (71 %)
       Total                           $       20.9    $         32.4       (35 %)



                                                June 30,      June 30,       better
       Cost of Revenues-Consumer Products         2009          2008        (worse)
       Licensing                               $    2.0      $     2.4          17 %
       Magazine publishing                          2.4            3.3          27 %
       Home video                                   3.6            7.7          53 %
       Other                                        0.1            0.5          80 %
       Total                                   $    8.1      $    13.9          42 %
           Profit contribution margin                61 %           57 %

Licensing revenues were essentially unchanged from the prior year quarter, as increases in videogames and apparel were offset by lower sales performance in our toys business line. The decrease in the licensing cost of revenues was primarily due to lower amounts paid to our talent based on changes in our product mix.

Magazine publishing revenues decreased primarily due to publishing one special issue magazine in the current quarter, as compared to three issues in the prior year quarter. We published three WWE magazines and two WWE Kids magazines in both the current quarter and prior year quarter. Magazine publishing cost of revenues decreased primarily due to lower paper, printing and engraving costs, as compared to the prior year.

Home video revenues decreased by 54% in the current quarter, due to a weaker performance in our catalog and pay-per-view event titles, as well as a general decline in the home video industry. Home video cost of revenues reflects a decrease in expenses associated with distribution and duplication based on the decline in units sold. Profit contribution margin was 59% in the current period as compared to 58% in the prior year quarter.

The following chart provides performance results and key drivers for our Digital Media segment:

                                                  June 30,      June 30,      better
    Digital Media Revenues                          2009          2008        (worse)
    WWE.com                                      $      4.5    $      4.0        13 %
    WWEShop                                      $      3.4    $      3.9       (13 %)
        Average revenues per order (dollars)     $    51.97    $    53.18        (2 %)
    Total                                        $      7.9    $      7.9         -



                                              June 30,      June 30,      better
         Cost of Revenues-Digital Media         2009          2008        (worse)
         WWE.com                             $    2.2      $    1.9         (16 %)
         WWEShop                             $    2.3      $    2.6          12 %
         Total                               $    4.5      $    4.5           -
             Profit contribution margin            43 %          43 %

WWE.com revenues increased primarily due to additional advertising sold on our website and higher pay-per-view webcast revenue. The increase in WWE.com cost of revenues reflects additional support costs to operate our various web-based activities.

WWEShop revenues declined due in part to a 13% decline in the number of orders processed to approximately 62,000 in the current quarter. In addition, the average amount spent by customers per order declined by approximately 2% to $51.97.

WWE Studios

We recorded revenue of $0.8 million in the current quarter related to two of our three prior theatrical releases, The Marine, See No Evil and The Condemned, as compared to $2.6 million in the prior year quarter. During the first quarter of 2009 we released our fourth feature film, 12 Rounds as well as a Direct-to-DVD film, Behind Enemy Lines: Colombia. 12 Rounds generated approximately $12.2 million in gross domestic box office receipts and was released domestically on DVD on June 30, 2009. We participate in revenues generated under the distribution of the films through all media after the print and advertising and distribution costs incurred by our distributors have been recouped and the results have been reported to us. As such, no revenues have been recorded for 12 Rounds or Behind Enemy Lines: Colombia.

Selling, General and Administrative

   The following chart reflects the amounts and percent change of certain
significant overhead items:

                                                 June 30,       June 30,       better
                                                   2009           2008        (worse)
    Staff related                               $    14.3      $    14.2         (1 %)
    Legal, accounting and other professional          3.5            5.1         31 %
    Stock compensation costs                          1.9            2.9         34 %
    Advertising and promotion                         0.8            5.1         84 %
    All other                                        10.8           10.3         (5 %)
    Total SG&A                                  $    31.3      $    37.6         17 %
    SG&A as a percentage of net revenues               23 %           29 %

Stock compensation expense in the current quarter declined based on a reduced number of shares issued at a lower price as compared to the prior year. Legal, accounting and professional fees declined primarily as a result of decreased legal activity. Advertising and promotion costs in the prior year quarter included $3.5 million associated with our McMahon's Million Dollar Mania™ brand awareness campaign. The All other category includes approximately $1.2 million of additional bad debt expense primarily due to international customers.

                                                   June 30,           June 30,            better
                                                     2009               2008             (worse)
Depreciation and amortization                    $         3.6     $           3.7             3 %

Investment income, net                           $         1.2     $           1.5           (20 %)

The decrease reflects lower interest rates on investments and lower average balances.

Other income (expense), net $ 1.5 $ (1.6 ) 194 %

Other income (expense), net includes realized foreign exchange gains and losses and the revaluation of warrants held in certain licensees.

                                               June 30,       June 30,
                                                 2009           2008
                Provision for income taxes    $    10.7      $    4.7
                Effective tax rate                   35 %          40 %

The prior year quarter included the recording of additional FIN 48 liabilities.

Six Months Ended June 30, 2009 compared to Six Months Ended June 30, 2008
(Dollars in millions, except as noted)

Summary

                                              June 30,      June 30,      better
       Net Revenues                             2009          2008        (worse)
       Live and Televised Entertainment      $    173.3    $    186.6        (7 %)
       Consumer Products                           54.0          75.8       (29 %)
       Digital Media                               14.8          16.0        (8 %)
       WWE Studios                                  4.5          13.9       (68 %)
       Total                                 $    246.6    $    292.3       (16 %)



                                              June 30,        June 30,       better
       Cost of Revenues:                        2009            2008        (worse)
       Live and Televised Entertainment     $    100.6      $    127.7          21 %
       Consumer Products                          20.2            29.7          32 %
       Digital Media                               8.8             9.2           4 %
       WWE Studios                                 2.6             9.8          73 %
       Total                                $    132.2      $    176.4          25 %
       Profit contribution margin                   46 %            40 %

--------------------------------------------------------------------------------
                                              June 30,        June 30,       better
       Operating Income:                        2009            2008         (worse)
       Live and Televised Entertainment     $     63.9      $     51.3          25 %
       Consumer Products                          30.8            42.4         (27 %)
       Digital Media                               2.5             3.9         (36 %)
       WWE Studios                                 1.3             3.4         (62 %)
       Corporate                                 (53.7 )         (61.9 )        13 %
       Total operating income               $     44.8      $     39.1          15 %
       Net income                           $     30.2      $     26.6          14 %

Our Live and Televised Entertainment segment revenues reflected a 13% decrease in live events revenue and a 17% decrease in pay-per-view revenue. Our Consumer Products segment reflected a 45% decrease in home video revenue and an 18% decrease in licensing based revenues. Our Digital Media segment reflected decreased WWEShop revenues of approximately 15%.

The following chart reflects comparative revenues and key drivers for each of the businesses within our Live and Televised Entertainment segment:

                                                        June 30,       June 30,       better
Live and Televised Entertainment Revenues                 2009           2008         (worse)
Live events                                            $      52.4    $      59.9       (13 %)
    Number of North American events                            134            118        14 %
    Average North American attendance                        6,900          7,000        (1 %)
    Average North American ticket price (dollars)      $     39.18    $     43.12        (9 %)
    Number of international events                              31             39       (21 %)
    Average international attendance                         8,200          9,100       (10 %)
    Average international ticket price (dollars)       $     62.77    $     85.36       (26 %)
Venue merchandise                                      $      10.9    $      10.8         1 %
    Domestic per capita spending (dollars)             $     10.20    $     11.06        (8 %)

Pay-per-view                                           $      49.2    $      59.1       (17 %)
    Number of pay-per-view events                                7              7         -
    Number of buys from pay-per-view events              2,600,000      3,100,000       (16 %)
    Average revenue per buy (dollars)                  $     18.17    $     18.85        (4 %)
    Domestic retail price WrestleMania (dollars)       $     54.95    $     54.95         -
    Domestic retail price other events (dollars)       $     39.95    $     39.95         -

Television rights fees
    Domestic                                           $      34.1    $      30.2        13 %
    International                                      $      19.1    $      18.5         3 %

Television advertising                                 $       3.1    $       3.3        (6 %)

WWE Classics on Demand                                 $       3.0    $       3.4       (12 %)
Other                                                  $       1.5    $       1.4         7 %
Total live and televised entertainment                 $     173.3    $     186.6        (7 %)

Ratings
    Average weekly household ratings for Raw                   3.8            3.5         9 %
    Average weekly household ratings for SmackDown             2.1            2.6       (19 %)
    Average weekly household ratings for ECW                   1.3            1.3         -

                                                         June 30,        June 30,       better
Cost of Revenues-Live and Televised Entertainment          2009            2008        (worse)
Live events                                            $     34.5      $     40.6          15 %
Venue merchandise                                             6.4             6.4           -
Pay-per-view                                                 20.5            35.7          43 %
WWE Classics on Demand                                        0.7             1.1          36 %
Advertising                                                   0.3             0.4          25 %
Television                                                   34.7            39.4          12 %
Other                                                         3.5             4.1          15 %
Total                                                  $    100.6      $    127.7          21 %
    Profit contribution margin                                 42 %            32 %

Live events revenues decreased primarily as a result of lower average ticket prices at our international and domestic events of 26% and 9%, respectively. The overall profit contribution margin was 34% in the current period as compared to 32% in the prior year. In the prior year, nine of the international events performed were recorded as buy-out deals. In the current year it was determined that these nine events in 2008, and four events in 2009, should have been recorded on a gross basis. Had these deals been recorded on a gross basis, revenues and expenses would have each increased by approximately $3.4 million in 2008 and approximately $1.3 million in 2009, with no change to profit. See Note 1 to the unaudited Consolidated Financial Statements.

Venue merchandise revenues and cost of revenues were essentially unchanged from the prior year period. The overall profit contribution margin was 42% in the current period as compared to 41% in the prior year.

Pay-per-view revenues reflect an 11% decrease in total buys for the six events that occurred in both the current and prior year period. We recorded approximately 1.0 million buys for both WrestleMania XXV in the current period and WrestleMania XXIV in the prior year period. The decrease in pay-per-view cost of revenues in the current period reflects reductions in staging, advertising and guest talent costs for WrestleMania XXV in the current year. The profit contribution margin for pay-per-view increased to 58% in the current period from 36% in the prior year.

WWE Classics On Demand generated 12% lower revenues in the current period based on weaker international performance. WWE Classics on Demand is currently offered in approximately 80% of video-on-demand enabled homes in the United States.

Advertising revenues for the current period are primarily comprised of the sale of various sponsorships and the sale of advertising on our Canadian television programs. The slight decrease in the current period primarily reflects a decline of $0.9 million in advertising on our Canadian television programs, partially offset by greater sponsorship advertising revenue.

The increase in television rights fees reflects contractual increases both domestically and in international territories as well as the addition of our new domestic show WWE Superstars on WGN. The decrease in television cost of revenues reflects lower production and staging costs incurred related to fewer . . .