TEACHER MAKEOVER SWEEPSTAKES OFFICIAL RULES

Sponsor: Scholastic Inc., 557 Broadway, New York, NY 10012

1. NO PURCHASE NECESSARY. To enter, simply visit the Teacher Makeover Sweepstakes area of the Scholastic Web Site at http://teacher.scholastic.com/teachermakeoversweeps and submit your entry by fully completing one of the entry forms on the Site. Sweepstakes begins March 5, 2004, 12:00 a.m. EST and all entries must be received by April 2, 2004, 11:59 a.m. EST. One entry per person. No copies, facsimiles or reproductions of online entry form will be accepted. YOU MAY ONLY ENTER THIS SWEEPSTAKES ONLINE. NO OTHER METHOD OF ENTRY WILL BE ACCEPTED. In the event of a dispute over the identity of an online entrant, entry will be deemed submitted by the holder of the e-mail account submitted in the entry process.

2. Eligibility. Sweepstakes is open only to U.S. educators who are legal residents of the United States and 18 years of age or older at the time of entry. "Educators" are defined herein as all instructional personnel and administrators in Pre-K through 12th grade educational institutions and Pre-K through 12th grade home school teachers. Employees of Sponsor and its affiliates and their respective advertising, promotion and production agencies, their immediate families and those living in their households are not eligible to enter.

3. Winners. One (1) prizewinner will receive a Free Trip to New York City (3 nights, Airline ticket, Hotel (room rate only), City Tour and Theater Tickets), a Personal Makeover -- consisting of spa treatments, hair styling and a new outfit, and a Classroom Makeover with the following selected resources and decorations: Bulletin Board Trimmers, Bulletin Board Decorative Sets, Charts, Bulletin Board Professional Books, and a Classroom Set of Clifford Water Bottles (Approximate Retail Value: Four Thousand Dollars ($4,000) total). Two (2) runner-up winners will each receive a “Do-it-Yourself” Classroom Makeover featuring the following selected resources and decorations: Bulletin Board Trimmers, Bulletin Board Decorative Sets, Charts, Bulletin Board Professional Books, and a Classroom Set of Clifford Water Bottles (Approximate Retail Value per runner-up prize: Three Hundred and Fifty Dollars ($350)). Winners will be selected in a random drawing from among all eligible entries on or about April 9, 2004 by Sponsor, whose decisions on all matters relating to this Sweepstakes shall be final. Winners will be notified by e-mail. This message will be sent to the winner's e-mail address provided at the time of entry. Odds of winning will depend on the number of eligible entries received. Prizes are non-transferable, non-assignable and no cash alternative will be offered except by Sponsor in the event of prize unavailability, in which case a prize of equal or greater value will be awarded. Incomplete entries will be discarded. After Sponsor's reasonable attempt to award prizes, any unclaimed prizes will not be awarded.

4. General. By entering, entrants agree to abide by these rules. Winners will be required to sign and return an affidavit of eligibility and liability/publicity release within ten (10) business days of notification attempt or an alternate winner may be selected. By accepting prize, each winner grants to Sponsor the right to use his/her name, address, likeness, live and taped performances of interview(s), for any lawful purpose, including but not limited to on the Scholastic.com Web site, without further permission or compensation, except where prohibited by law. By accepting a prize, winners also agree to release Sponsor and its parent, subsidiaries, and affiliates, and their respective advertising, promotion or production agencies from any and all liability, claims or actions of any kind whatsoever for injuries, damages or losses to persons and property which may be sustained in connection with the receipt, ownership or use of the prize or while preparing for, participating in, and/or traveling to any prize-related activity. Taxes on prizes are the sole responsibility of the winners. Subject to all applicable laws. Void where prohibited by law.

5. Internet. Sponsor and its parent, subsidiaries, and affiliates, and their respective advertising, promotion or production agencies are not responsible for technical, hardware, software or telecommunications malfunctions of any kind, lost or unavailable network connections, or failed, incorrect, incomplete, inaccurate, garbled or delayed electronic communications caused by the sender, or by any of the equipment or programming associated with or utilized in this Sweepstakes which may limit the ability to play or participate, or by any human error which may occur in the processing of the entries in this Sweepstakes. If for any reason (including, but not limited to, infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other cause beyond the control of Sponsor, which corrupts or affects the administration, security, fairness, integrity, or proper conduct of this Sweepstakes) the online portion of the Sweepstakes is not capable of being conducted as described in these rules, Sponsor shall have the right, at its sole discretion, to cancel, terminate, modify or suspend the Sweepstakes.

6. Winners' List. The names of potential prizewinners will be notified by email on or about April 9, 2004. A list of the winners shall be posted no later than May 31, 2004 at http://teacher.scholastic.com/sweepswinners. After that date you may also request the names of the winners through September 30th, 2004 by sending a stamped, self-addressed envelope to: Scholastic.com Winners List, Scholastic Inc., 568 Broadway, 9th Floor, New York, NY 10012-3999, Attn: Kathleen Walsh.

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