HOW TO ENTER: The JCPenney Olsenboye Design Contest (the “Contest”) sponsored by JCP Media, L.P. (the “Sponsor” or “JCPenney”) starts 3:00:00 pm Eastern Time (“ET”) on 2/1/10 and ends 11:59:59 pm ET on 3/14/10 (the “Entry Period”). The individual who submits the entry (each, an “Entry”) will be referred to herein as “Entrant.” To enter, go online to www.jcp.com/olsenboyecontest or www.facebook.com/jcpteen anytime during the Entry Period and follow the on-screen instructions: [1] Complete the registration form by providing the information required; [2] in the space provided on the Entry form, write an essay of up to 250 words describing why your original apparel design should be part of the Olsenboye collection; [3] upload a good quality photo/sketch of your original design to support your essay, using either a .jpg, .jpeg, .gif, .png or .bmp electronic format that does not exceed 3.0 MB in size; [4] click the submit button. All Entries must be submitted by 11:59:59 pm ET on 3/14/10. Entrants must be legal residents of the 50 United States or District of Columbia (“D.C.”). Entrant must be between 13 and 21 years of age at time of entry. Sweepstakes is not open to residents of Maine who are under 18 years of age. Essay must be written in English. Limit one entry per contestant.

Incomplete or inaccurate Entries are void. By entering, Entrants acknowledge compliance with these Official Rules including all eligibility requirements. Each Entry must be Entrant’s own original creation executed solely by Entrant, may not have won any previous award or been submitted in any other competition, and must be a previously unpublished and previously un-produced work. Entry must be in keeping with Sponsor’s image and may not be obscene, indecent or otherwise offensive, as determined by judges or Sponsor at their sole discretion, nor can they defame or invade publicity rights or privacy of any person, living or deceased, or otherwise infringe upon any person’s personal or proprietary rights, including but not limited to intellectual property rights, and the right to submit or use same shall not be restricted. Any Entrant whose submitted material containing elements not owned by Entrant (such as, but not limited to company or team trademarks) will be disqualified. Submission of an Entry grants Sponsor the right to use, publish, adapt, assign, edit, dispose of, and/or modify such Entry and the concepts embodied therein in any way, in commerce and in any and all media worldwide, without limitation or compensation to the Entrant who may be required to sign a release to that effect. Submission of an Entry further constitutes the Entrant’s consent to irrevocably assign and transfer to the Sponsor any and all rights, title and interest in and to the Entry and the concepts embodied therein. Such rights, title and interest shall include, but are not limited to, all intellectual property, sales and licensing rights. Entries become the sole property of the Sponsor and will not be returned or acknowledged. Personal information including name, address, city, state, zip, email, and telephone number collected from an Entrant will be used only for the purpose of judging the Contest and to notify the Entrant in the event his/her Entry is chosen as a Finalist or as the Winner, and will not be re-used, sold or shared in any manner by JCP Media, L.P. (the “Sponsor”), Marden-Kane, Inc. (the “Administrator”), or any third parties unless Entrant has opted-in to receive additional information and promotional materials from Sponsor. Once the promotion has ended, all information supplied by entrants who opt not to receive additional information will be removed from the database.

JUDGING/NOTIFICATION: All eligible entries will be judged by a panel of judges under the supervision of the Contest administrator based upon the following criteria: Clear expression of ideas in essay 40%; Appropriateness to Contest theme 35%; and relevance of original design to Contest theme 25%. The ten (10) top scoring entries judged using the above judging criteria will be deemed a “Finalist.” In the event of a tie, the entries involved in the tie will be reviewed by an additional qualified judge who will serve as a tiebreaker and who will evaluate the entries according to the above judging criteria. The ten (10) Finalists will be notified by mail and/or e-mail and/or telephone on or about 4/9/10. Becoming a Finalist is subject to validation and verification of eligibility and compliance with all terms and conditions set forth in these Official Rules.

All Contest Finalists will be required to complete and sign an Affidavit of Eligibility and Liability Release, Travel Release and, where legal, a Publicity Release, which must be returned within five (5) days of initial issuance of written Finalist notification. If such documents are not returned within the stated timeframe or are returned as undeliverable, the corresponding Finalist will be disqualified and an alternate Finalist will be determined based on the judging criteria and notified as per the procedures describe above, time permitting.

PUBLIC VOTING: From 12:00:00 Noon ET on 4/18/10 until 11:59:59 PM ET on 5/1/10 (the “Voting Period”), the essay and design Entries of ten (10) Finalists will be posted at www.jcp.com/olsenboyecontest. Visitors will be able to vote for the Entry that they feel should be part of the Olsenboye collection. The one (1) Entrant with the highest number of valid votes at the end of the Voting Period will be deemed the Grand Prize Winner (subject to verification). Voting is limited to one (1) vote per person. Entrants may vote for themselves. All online voting will be under the supervision of the Sponsor, whose decisions are final in all matters relating to this Contest. Any Finalist found to be encouraging fraudulent voting will be disqualified. The one (1) Grand Prize Winner and (9) First Prize Winners will be notified by mail and/or e-mail and/or telephone on or about 5/11/10.

PRIZES: (1) Grand Prize: A 3 day/ 2 night trip to New York City, NY for 3 people (winner, guest, and a parent or legal guardian of winner) to meet Mary-Kate Olsen and Ashley Olsen, a JCPenney gift card valued at $1,000 with a suggested use towards Olsenboye merchandise, and a chance to have their design included in a future Olsenboye collection. Approximate Retail Value (“ARV”) $6,000. (9) First Prizes: A $500 JCPenney gift card with a suggested use towards Olsenboye merchandise. Total ARV of First Prizes: $4,500. Gift cards may be used to purchase JCPenney retail store merchandise and are subject to terms and conditions printed thereon. Total ARV of all prizes: $10,500.

No substitutions, cash equivalents or transfers of prizes are permitted except by Sponsor, in which case a prize of equal or greater value will be awarded. Trip subject to availability, and blackout dates apply. All applicable taxes on prizes are the responsibility of the winner. Trip includes round-trip economy class air transportation from a major airport nearest to the winner’s home (the “airport of origin”) to an airport in or near New York City, NY, 3 days/2 nights’ standard accommodations in one hotel room (base room and tax only; winner must provide credit card to cover incidentals and any damages to the room), and ground transportation to and from the airport in New York and the hotel. Transportation to and from the airport of origin and meals are not provided. All travel itineraries, including selection of airports and hotel is at the sole discretion of Sponsor. Actual value of the Grand Prize may vary depending upon winner’s point of departure and dates of travel. Trip must be taken on date specified by Sponsor after Grand Prize winner has been confirmed. If a winner is a minor in his/her jurisdiction of residence, the prize may be awarded in the name of, or to, the winner's parent/legal guardian who must execute all documents and agree to all obligations and undertakings of the winner, both on behalf of himself/herself and the winner, or the prize may be forfeited and awarded to an alternate winner. For winners who are 18 years of age or older, his/her guests must be 18 years of age or older or members of his/hers immediate family. If the winner is under 18, one guest must be a parent or legal guardian. Travel companions will be required to sign a Travel/Liability Release and a Publicity Release, where legal, prior to issuance of travel documents. Grand Prize winner and guests must travel on the same itinerary from the same airport of origin; provide appropriate and valid travel documents to travel on specific dates. Winner and guests are responsible for obtaining all travel documents, including but not limited to any travel insurance (and all other forms of insurance) that they may wish to obtain (at their own expense) and hereby acknowledge that the Sponsor has not and will not obtain or provide travel insurance or any other form of insurance. In the event the Grand Prize winner cannot take the trip during the specified time frame the prize will be forfeited and the Finalist with the next highest score will be selected as an alternate winner, time permitting. Sponsor and Airline will not be responsible for any expense incurred as a result of flight cancellation or flight delay.

ELIGIBILITY: Entrants must be legal residents of the 50 United States and District of Columbia (“D.C.”). Entrants must be between 13 and 21 years of age at time of entry. Sweepstakes is not open to residents of Maine who are under 18 years of age. Employees of JCPenney, its parent company, affiliates, subsidiaries and advertising and promotion agencies, including but not limited to Marden-Kane, Inc., and members of the immediate families (defined for these purposes as including spouse, parents, children, and siblings and each of their respective spouses) or households of any of the above are NOT eligible to enter or win. Void outside the 50 United States, D.C., and where prohibited by law. Contest subject to all applicable federal, state and local laws and regulations. By participating and/or accepting a prize, Entrants agree to be bound by these Official Rules and to accept decisions of the Sponsor as final and binding in all matters relating to this Contest.

CONDITIONS OF ENTRY: By entering and/or accepting a prize, all participants agree that JCPenney, its parent company, affiliates, subsidiaries and advertising and promotion agencies, including but not limited to Marden-Kane, Inc., and the officers, directors, and employees of each of the foregoing (“Releasees”) shall have no liability whatsoever for any injuries, losses, or damages of any kind resulting from or in connection with the acceptance, possession, use or misuse of a prize or participation in this Contest or in prize-related activities (including, without limitation, any travel related hereto). By entering the Contest, you grant the Releasees permission to use your personal information in accordance with Sponsor’s privacy policy, located at www.jcp.com/privacy. If there is a dispute over who submitted a particular entry, the entrant will be defined as the owner of the email address that was used in the registration phase. Participants further agree that the Releasees are not responsible for the following: (i) electronic transmissions, entries or submissions that are lost, late, stolen, incomplete, illegible, damaged, garbled, destroyed, misdirected or not received by Sponsor or its agents for any reason, (ii) any problems or technical malfunctions, errors, omissions, interruptions, deletions, defects, delays in operation or transmission, communication failures or human error that may occur in the transmission, receipt or processing of entries or related materials, or for destruction of or unauthorized access to, or alteration of, entries or related material, (iii) failed or unavailable hardware, network, software or telephone transmissions, damage to entrants’ or any person’s computer and/or its contents related to or resulting from participation in this Contest, or causes beyond Sponsor’s reasonable control that jeopardize the administration, security, fairness, integrity or proper conduct of this Contest; (iv) any entries submitted in a manner that is not expressly allowed under these rules (all such entries will be disqualified); (v) printing errors in these Official Rules or in any advertisements or correspondence in connection with this promotion: or (vi) late, lost or stolen mail. Sponsor reserves the right, in its sole discretion, to cancel or suspend this Contest should virus, bugs, fraud or other causes beyond the control of the Sponsor corrupt the administration, security or proper play of the Contest and in such case to award prizes based on the eligible, non-suspect votes received as of the date of cancellation/suspension. CAUTION: ANY ATTEMPT BY AN INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THIS CONTEST MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO DISQUALIFY AND SEEK DAMAGES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW.

GENERAL CONDITIONS: By accepting a prize, the winner consents to the use of their name, photograph, other likenesses and limited biographical information for advertising, promotional or trade purposes, including but not limited to online announcements, in commerce and in all media worldwide without limitation or additional compensation, except where prohibited by law.

WINNERS LIST: For the names of the winners, available after the conclusion of the Contest, please log on to www.jcp.com/olsenboyecontest. Winners’ names will be posted for 30 days following awarding of prize.

SPONSOR: JCP Media L.P., 6501 Legacy Drive Plano, TX 75024-MS 4312

CONTEST ADMINISTRATOR: Marden-Kane, Inc., 1055 Franklin Avenue, Suite 300, Garden City, NY 11530.

If you do not wish to receive information and promotional materials from JCPenney, please contact them at the address shown above.