NO PURCHASE NECESSARY
OPEN ONLY TO LEGAL RESIDENTS OF THE 50 UNITED STATES & D.C., AGE 18 OR OLDER.
VOID WHERE PROHIBITED. NEW YORK LAW GOVERNS THIS SWEEPSTAKES
1. HOW TO ENTER: Lifetime’s MAX Factor/Blush Sweepstakes
(the “Sweepstakes”) begins at 12:00 p.m. Eastern Time (ET) on November 7, 2008 and ends at 11:59 p.m.
ET on December 17, 2008. To enter, access www.maxfactor.com/index.jsp#MAX_latestPromotionsBlushSweeps or any
participating partner website designated by Sponsor, register, and follow the on-screen entry instructions to receive
one (1) entry into the Sweepstakes. Limit one entry per person and per e-mail address at
www.maxfactor.com/index.jsp#MAX_latestPromotionsBlushSweeps or any participating partner website. Normal time rates,
if any, charged by Internet service provider will apply. All entries must be submitted by 11:59 p.m. ET on December 17,
2008. No purchase necessary.
2. ELIGIBILITY: The Sweepstakes is open only to legal residents of
the fifty United States and the District of Columbia, 18 years of age or older as of the date of entry. Employees of
Lifetime Entertainment Services ("Sponsor") or Procter & Gamble Distributing LLC, and their respective subsidiaries,
affiliates, and advertising, promotion and Internet agencies, and immediate family and household members, are not eligible.
Void where prohibited by law. In the event of a dispute regarding any entry, the entry will be deemed made by the
authorized account holder of the e-mail address submitted at the time of entry (i.e., the natural person who is
assigned to an e-mail address by an Internet access provider, on-line service provider or other organization responsible for
assigning e-mail addresses for the domain associated with the submitted e-mail address).
3. RANDOM DRAWING: One (1) potential Grand Prize winner and ten (10)
potential Second Prize winners will be selected in a random drawing conducted by Sponsor, whose decisions are final
with respect to all matters relating to this Sweepstakes, on or about December 18, 2008 from among all eligible entries
received. Odds of winning depend on the number of eligible entries received. Potential winners may be notified by mail,
telephone and/or e-mail, at Sponsor's discretion. If any potential winner cannot be reached within forty-eight (48) hours
of initial notification attempt, he or she may be disqualified and the prize awarded to an alternate winner. Winners are
subject to verification. Potential winners may be required to complete and return to Sponsor an Affidavit of Eligibility/Release
of Liability, and, if legally permissible, a Publicity Release within ten (10) days of attempted delivery of same. If a
potential winner is a minor under the laws of his or her state of residency, prize may be awarded in the name of the
winner's parent or legal guardian, who will be required to complete the Affidavit of Eligibility/Release of Liability
and Publicity Release. If any potential winner fails to respond to any notification attempt within the time period specified
by Sponsor, or if any attempted notification or prize delivery is returned as undeliverable, or if the potential winner fails
to complete and return any required affidavit or release within the specified time period, the potential winner may be
disqualified and an alternate winner selected.
4. PRIZE: The Grand Prize consists of a Louis Vuitton bag
(approximate retail value (“ARV”) of $2,216.27 and an assortment of MAX Factor products
(total of approximately fifty (50) items) selected by Sponsor (ARV of $500 total). Each Second Prize consists of a
Lifetime/MAX Factor makeup bag, an assortment of MAX Factor products (total of approximately fifteen (15) items)
selected by Sponsor, and a one-year subscription to In Style magazine. The ARV of each Second Prize is $65. All federal,
state, local taxes on prize value, if applicable, are the sole responsibility of the winner. An IRS form 1099 will be issued
in the winner’s name if required by law. All prizes will be awarded if properly claimed. No substitution, cash redemption
or transfer of right to receive prize permitted, except in the discretion of Sponsor, which reserves the right to substitute
a prize of equal or greater value. Prizes consist only of items expressly specified in these Official Rules. All expenses
or costs associated with the acceptance or use of any prize or any component thereof that are not expressly listed in these
Official Rules are the responsibility of the winner.
5. GENERAL RULES: Sponsor is not responsible for incomplete, lost,
late, damaged, illegible, delayed, corrupted, non-delivered or misdirected entries or e-mail, or for any technical problems,
malfunctions of any telephone lines, computer systems, servers, providers, hardware or software, lost or unavailable network
connections, incorrect or inaccurate capture of entry information or loss of entry information, failed, incomplete, garbled
or delayed computer transmissions, or any other human or technical errors of any kind, or any combination of any of the foregoing.
Sponsor assumes no responsibility for undeliverable e-mails resulting from any form of active or passive e-mail filtering by a
user's Internet service provider and/or e-mail client or for insufficient space in user's e-mail account to receive e-mail.
Sponsor is not responsible for any liability for damage to any computer system resulting from participation in or accessing or
downloading information in connection with this promotion. CAUTION: ANY ATTEMPT BY AN ENTRANT TO DELIBERATELY DAMAGE ANY WEB
SITE OR UNDERMINE THE LEGITIMATE OPERATION OF THIS SWEEPSTAKES IS A VIOLATION OF CRIMINAL AND CIVIL LAW. SHOULD SUCH AN ATTEMPT
BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW. Sponsor
reserves the right at its sole discretion to disqualify any individual who tampers with the entry process. Sponsor reserves the
right, in its sole discretion, to cancel, modify or suspend this Sweepstakes should a virus, bugs, entrant fraud or misconduct,
or other causes beyond the control of the Sponsor corrupt the administration, integrity, security or proper operation of the
Sweepstakes. In the event of termination of the Sweepstakes, a notice will be posted on-line and a random drawing to award the
prize will be conducted from among all eligible entries received prior to the time of termination. Entry times will be
determined using Sponsor&rquo;s computer, which will be the official clock for the Sweepstakes. All federal, state and local
laws and regulations apply. By accepting prize, winner agrees to release and hold Sponsor, The Procter & Gamble Distributing
LLC, each of their affiliates, subsidiaries, distributors and agents, and each of their directors, officers, employees and
assigns, harmless from and against any and all claims and liability arising out of participation in the Sweepstakes or use
of prize. Winners assume all liability for any injury or damage caused, or claimed to be caused, by participation in this
Sweepstakes or use or redemption of any prize, including without limitation all claims for personal injury, property damage
or death. Acceptance of prize constitutes permission for the Sponsor, The Procter & Gamble Distributing LLC, and each of
their parent companies, affiliates, subsidiaries, agents and licensees to use winner's name and/or likeness for purposes of
advertising and trade without further compensation, unless prohibited by law. All entries become the sole property of Sponsor
and will not be returned. By participating in this promotion, entrants agree to be bound by the Official Rules and the
decisions of Sponsor and the judges, which are final and binding in all respects. Sponsor is not responsible for any
typographical or other error in the printing of the offer, administration of the Sweepstakes or in the announcement of the prize.
6. For the name of the winner, available after January 1, 2009, send
a self-addressed, stamped envelope to: Lifetime's Max Factor/Blush Sweepstakes, Lifetime Entertainment Services, 309 West
49th Street, New York, NY 10019, Attn: New Media Department. Requests must be received by no later than February 1, 2009.
7. Sponsor: Lifetime Entertainment Services,
309 West 49th Street, New York,
NY 10019.