In this study we will explore impact exposure to brands references in music videos may have on the development of consumers’ brand knowledge. We assert that an understanding of this relationship is a function of both executional elements of the message and the intervening effects of select individual-difference factors. This dissertation applies social cognitive theories, the cultivation hypothesis, attribution theory and the elaboration likelihood model to develop the set of hypotheses. This dissertation seeks to provide initial evidence regarding the key factors brand managers and music executives must be aware of when implementing music video brand placements. A conceptual model of music video brand placement is presented and evaluated utilizing qualitative and quantitative techniques. The qualitative methodology employs real music fans as informants and music videos as stimuli in developing an understanding of the relationship consumers have with music as well as their reactions to music videos. The quantitative methodology uses an original music video as the stimulus, real music fans as respondents and a real-time on-line survey to measure the relationship among the variables. Study findings support the ability of music videos to impact extra-musical consumption and provide early evidence regarding factors important to understanding consumers’ responses to music video brand placements.