SWEEPSTAKES BEGINS MAY 11, 2006 AT 12:01 AM EASTERN STANDARD TIME AND ENDS JULY 3, 2006 AT 11:59 PM EASTERN STANDARD TIME. NO PURCHASE NECESSARY TO ENTER OR WIN. A PURCHASE DOES NOT IMPROVE YOUR CHANCES OF WINNING. OPEN TO LEGAL RESIDENTS BETWEEN 13 AND 25 YEARS OF AGE. VOID IN PUERTO RICO, GUAM, THE U.S. VIRGIN ISLANDS, AND VOID WHERE PROHIBITED BY LAW.

Sponsor: Bloomsbury Publishing (“Sponsor”) is the sponsor and Alloy Entertainment is the administrator of the Sweepstakes and is responsible for the fulfillment of the prizes. Sponsor is not responsible for the collection, submission and processing of entries and the overall administration of the Sweepstakes. Entrants should look solely to Alloy at 151 West 26^th Street, New York, NY 10001 (“Sweepstakes Address”) with any questions, comments or problems related to the Sweepstakes.

1. Entry: You can enter the Sweepstakes one of two ways:

a. Online Entry – You must be a registered member to enter the Sweepstakes. Enter the Sweepstakes online at http://www.theinsidersnetwork.com (“Sweepstakes Site”). To enter, complete the official registration form located at the splash page on the Sweepstakes Site. Through on-screen instructions you will be asked to provide information, including your first and last name, address, date of birth and telephone number.

b. Mail Entry – To enter Sweepstakes by mail, send a handwritten postage paid postcard no larger than 4 ½ inches by 6 inches (no envelopes accepted) to Insiders Sweepstakes at the Sweepstakes Address and include your first and last name, date of birth, complete mailing address, city, state and zip code, phone number (with area code) and email address. All mail-in entries must be postmarked on or after May 11, 2006 and received no later than July 3, 2006.

Automated or robotic entries submitted by individuals or organizations (either by mail or online) will be disqualified. Limitation: You can enter only once, regardless of entry method. Multiple entries will be disregarded.

2. Eligibility: Only legal residents of the United States and D.C. (excluding Rhode Island, Puerto Rico, Guam, and the U.S. Virgin Islands) are eligible to enter the Sweepstakes. Employees of Sponsor, Alloy and their respective employee’s officers, directors, representatives, agents, affiliates, parents, subsidiaries, suppliers, printers, distributors, advertising and promotional agencies and prize suppliers and immediate family members of those employees (“immediate family” is defined as spouse, mother, father, in-laws, grandmother, grandfather, brother, sister, children and grandchildren) or household members of same whether related or not are not eligible to enter or to participate in the Sweepstakes.

3. Privacy: By entering into the Sweepstakes, you agree to Alloy’s use of your personal information as described in its Privacy Statement at http://www.theinsidersnetwork.com.

4. Winner Selection: The winner of the Sweepstakes will be selected in a random drawing from all entries on or about July 3, 2006, to be conducted by Alloy’s designated representative, whose decisions are final on all matters related to the drawing and cannot be appealed. Odds of winning depend on the number of eligible entries received. Winners will be notified by phone, email or mail. Potential winner must accept a prize within three (3) business days of notification by either email or telephone. Any winner notification not responded to or returned as undeliverable may result in prize forfeiture and an alternate winner shall be selected. The potential prize winner (or if potential prize winner is a minor, then parent of such potential prize winner) may be required to sign and return an affidavit of eligibility and release of liability within five (5) days of notification. In the event of non-compliance within this time period or if the Prize is returned, refused, or returned as undeliverable, then prize will be forfeited. No substitution or transfer of a prize is permitted except by Alloy.

5. Prizes: One (1) prize winner will receive one (1) digital camera (ARV $250) and one (1) $250 Alloy gift certificate. Terms and conditions of issuer apply. Alloy gift certificates are redeemable online for future purchases at www.alloy.com or through Alloy catalogs. No refunds will be given for any unused portion of any certificates. Alloy gift certificates may not be redeemed for cash. Sizes and styles are to be selected from then-current available inventory on line or through the catalog and are subject to availability.

TOTAL APPROXIMATE RETAIL VALUE OF ALL PRIZES: $500

Sponsor reserves the right to substitute the prize for another prize of equal or greater value. No other substitutions allowed. The prize is not redeemable for cash. The ARV of the Prizes or any portion thereof represents Alloy’s good faith determination. That determination is final and binding and cannot be appealed. If the actual value of a Prize turns out to be less than the stated ARV, the difference will not be awarded in cash.

6. General Conditions: Only one (1) prize per person per household per email address awarded. Alloy reserves the right to substitute any prize for another prize of equal or greater value. The Sweepstakes is governed by the laws of the United States and the State of New York without giving effect to the conflict of laws rules thereof. In the event of a dispute, all actions shall be heard by the state or federal courts located in the State of New York without resort to any form of class action. Any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred including, without limitation, costs associated with entering this Sweepstakes, but in no event attorney’s fees. Entrants hereby waive all rights to have damages multiplied or otherwise increased. All federal, state and local laws and regulations apply. The Sweepstakes is not to be used in connection with any form of gambling. Prize will only be awarded and/or delivered to addresses within the United States (excluding Puerto Rico, Guam, and the U.S. Virgin Islands). Failure to comply with the Official Rules will result in forfeiture of the applicable prize. If a prize is forfeited, an additional drawing at random from eligible entries will be made to determine a winner. If, by reason of a typographical, human or other error, more prizes are claimed than the number set forth in these Official Rules, all persons making purportedly valid claims will be included in a random drawing to award the advertised number of prizes available. No more than the advertised number of prizes will be awarded.

Except where prohibited by law, each winner (and parent/legal guardian if winner is a minor) grant (and agrees to confirm that grant in writing) permission for Sponsor, Alloy, their advertising and promotional agencies, and those acting under the authority of each to use such winner’s name, photograph, voice and/or likeness, for advertising and/or publicity purposes in all media now known or hereafter discovered, worldwide and on the world wide web, without notice, review, approval, or additional compensation. Entrants further agree that Sponsor, Alloy and their parent, subsidiaries and affiliated companies, advertising and promotion agencies, suppliers, printers, distributors, and the respective officers, directors, employees, representatives and agents of each (together the “Sweepstakes Entities”) will have no liability whatsoever for, and shall be held harmless by entrants (and parent/legal guardian if entrant is a minor) against, any and all liability for any injuries, loss or damage of any prize participation in this promotion, or while traveling to, preparing for or participating in any prize-related activity. The Sweepstakes Entities expressly disclaim any responsibility or liability for injury or loss to any person or property in connection with the delivery and/or subsequent use of the prizes awarded. Alloy makes no representations or warranties concerning the appearance, safety or performance of any prize awarded. Restrictions, conditions, and limitations apply. Any lost or stolen prize items will not be construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of the entrant and Sponsor in connection with the Sweepstakes, shall be governed by, and construed in accordance with, the laws of the State of New York without giving effect to any choice of law or conflict of laws rules (whether of the State of New York, or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the State of New York. In addition, any dispute relating to the Sweepstakes (including these Official Rules) shall be brought in the appropriate state or federal court having jurisdiction over the subject matter located in the City and County of New York. Entrants hereby irrevocably consent to the personal jurisdiction of said courts and waive any claim of forum non conveniens or lack of personal jurisdiction they may have.

7. Conduct: By entering the Sweepstakes, entrants agree to be bound by these Official Rules. The Official Rules will be posted at the Sweepstakes Site throughout the Sweepstakes. Entrants further agree to be bound by the decisions of the judges, which are final and binding in all respects. Alloy reserves the right at its sole discretion to disqualify any individual it finds to be tampering with the entry process or the operation of any of the Sweepstakes or any website; to be acting violation of the Official Rules; or to be acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. CAUTION: ANY DELIBERATE ATTEMPT BY AN ENTRANT OR ANY OTHER INDIVIDUAL TO DAMAGE ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF ANY OF THE SWEEPSTAKES IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, ALLOY RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW.

8. Limitations of Liability: Alloy is not responsible for any incorrect or inaccurate information, whether caused by website users or by any of the equipment or programming associated with or utilized in the Sweepstakes or by any technical or human error which may occur in the processing of submissions in the Sweepstakes. Alloy assumes no responsibility for any misdirected or lost mail, or any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, entries. Alloy is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of email players on account of technical problems or traffic congestion on the Internet or at any website or combination thereof, including injury or damage to entrants’ or to any website or to any other person’s computer related to or resulting from participating or downloading materials in the Sweepstakes. If, for any reason, the Sweepstakes is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes beyond the control of Alloy which corrupt or affect the administration, security, fairness, integrity or proper conduct of the Sweepstakes, then Alloy reserves the right at their sole discretion to cancel, terminate, modify or suspend the Sweepstakes.

9. Winner’s List & Official Rules: To obtain a printed copy of the names of the winners or a copy of the Official Rules by mail, send the applicable request and a self-addressed, stamped #10 envelope to: Alloy, 151 West 26^th Street, New York, NY 10001. Request must be received no later than November 1. 2006.