FAO SCHWARZ $1,000 SHOPPING SPREE SWEEPSTAKES

OFFICIAL RULES

NO PURCHASE NECESSARY

1. TWO WAYS TO ENTER:

1. ONLINE: Beginning 12:00:01 a.m. Eastern Time (ET) on 10/1/08, visit www.FAO.com and follow the on-screen instructions to complete the entry form and submit an entry into the sweepstakes. Entries must be received during the entry period listed in the chart below to be eligible for the indicated monthly drawing only. Each entry will be included only in the drawing applicable to the entry period during which the entry is received and will not be rolled over to subsequent monthly drawings. To be eligible for additional drawing(s) you must enter again during the listed entry period(s). Online entries must be received by 11:59:59 p.m. (ET) on 1/15/09 to be eligible for the final monthly drawing.



2. AT PARTICIPATING RETAIL STORES: Beginning 10/1/08, Official Entry Forms will be available while supplies last at the FAO Schwarz store located at 767 Fifth Avenue, New York, New York 10153. On an Official Entry Form, hand print your first and last name, street address (no P.O. boxes), city, state, zip code, telephone number including area code, email address (optional), and complete all required information. Submit your entry to a cashier at the above FAO Schwarz store by close of business during the entry period listed in the chart below to be eligible for the indicated monthly drawing only. Each entry will be included only in the drawing applicable to the entry period during which the entry is received and will not be rolled over to subsequent monthly drawings. To be eligible for additional drawing(s) you must enter again during the listed entry period(s). Not responsible for lost, late, illegible, mutilated, misdirected entries or entries not received in time for the random drawing.

2. ELIGIBILITY: This promotion is open only to residents of the 50 United States or the District of Columbia who are 18 years of age or older as of time of entry. Employees of FAO Schwarz, their affiliates, subsidiaries, advertising, promotion and internet agencies and their immediate family members and/or those living in the same household of each are not eligible. All federal, state, municipal, and local laws and regulations apply. Void where prohibited by law.

3. RANDOM DRAWINGS: Random monthly drawings will be conducted approximately 7 days following the entry deadline date for each monthly entry period from among all eligible entries received for that month's drawing. Random drawings will be conducted by D.L. Blair, Inc., an independent judging organization, whose decisions are final on all matters relating to this offer. Odds of winning a prize in a drawing depend upon the number of eligible entries received during the applicable entry period. Winners will be notified by mail.

4. PRIZES & APPROXIMATE RETAIL VALUES: 4 monthly prizes (1 prize per month) with a total retail value of $4000 will be awarded as follows: Each winner will receive a $1000 FAO Schwarz gift card. Terms and conditions on gift card apply. No substitution or transfer of prize by winner permitted. Prize or any portion of prize is not redeemable for cash. Any FAO Schwarz purchase in excess of the $1000 gift card value will be the sole responsibility of the winner. Prize consists of only the items specifically listed as the prize. Limit one prize per person per household.

5. GENERAL RULES: All federal, state and local income taxes are sole responsibility of winners. All federal, state and local laws and regulations apply. All entries become the sole property of Sponsor. Potential prize winners (or parent/legal guardian if potential winner is deemed a minor in his/her state of residence) must sign and return an Affidavit of Eligibility/Release of Liability within 7 days of attempted notification. Noncompliance within this time period will result in disqualification and an alternate will be selected. Return of any prize/prize notification as undeliverable will result in disqualification in which case an alternate winner would be selected. By accepting prize, winners (or parent/legal guardian if winner is a minor) agree to hold Sponsor, their respective directors, officers, employees and assigns, harmless against any and all claims and liability arising out of use of prize. Winners (or parent/legal guardian if winner is a minor) assume all liability for any injury or damage caused, or claimed to be caused, by participation in this promotion or use or redemption of any prize. Acceptance of prize constitutes permission for the Sponsor and its agencies to use winners' names and/or likenesses for purposes of advertising and trade without further compensation, including a winners' list, unless prohibited by law. Entrants agree to release, discharge and hold harmless Sponsor, their respective directors, officers, employees and assigns, harmless from and against any and all liability and damages, including but not limited to any claims based on rights of privacy, rights of publicity. By participating in this promotion, entrants agree to be bound by the Official Rules and the judges' decisions which are final. In the event there is a discrepancy or inconsistency between disclosures or other statements contained in any sweepstakes materials and the terms and conditions of the Official Rules, the Official Rules shall prevail, govern and control. All material submitted becomes the sole property of Sponsor and will not be returned. Sponsor not responsible for any typographical or other error in the printing of the offer, administration of the sweepstakes or in the announcement of the prizes. In no event will more than the stated number of prizes be awarded. Purchase or acceptance of a product offer does not improve your chances of winning.

6. WINNERS: For the names of the winners, send a separate, stamped, self-addressed #10 envelope to: Shopping Spree Sweepstakes Winners, 875 Avenue of the Americas, 20th Floor, New York, NY 10001, to be received by 1/30/09.

7. SPONSOR: FAO Schwarz, 875 Avenue of the Americas, 20th Floor, New York, NY 10001.

NOTICE TO ONLINE ENTRANTS: ANY ATTEMPT BY AN INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEB SITE OR UNDERMINE THE LEGITIMATE OPERATION OF THIS PROMOTION IS A VIOLATION OF CRIMINAL AND CIVIL LAWS, AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW. Not responsible for faulty, incorrect or mistranscribed e-mail transmissions, incorrect announcements of any kind, technical hardware or software failures of any kind including any injury or damage to any person's computer related to or resulting from participating in or experiencing any materials in connection with the promotion, lost or unavailable network connections, or failed, incomplete, garbled or delayed computer transmission that may limit a user's ability to participate in the promotion. Sponsor reserves the right to cancel or modify the promotion if fraud, misconduct or technical failures destroy the integrity of the program; or if a computer virus, bug, or other technical problem corrupts the administration or security of the program as determined by Sponsor/judging agency/administrator, in their sole discretion. In the event of termination, a notice will be posted online and the drawing will be conducted from among all eligible entries received prior to termination. Any damage made to the Web Site will be the responsibility of the authorized e-mail account holder of the e-mail address submitted at the time of entry. Proof of submitting entries will not be deemed to be proof of receipt by Sponsor. Any use of robotic, automatic, programmed or the like methods of participation will void all such submissions by such methods. Sponsor reserves the right to prohibit the participation of an individual if fraud or tampering is suspected or if the individual fails to comply with any requirement of participation as stated herein or with any provision in these Official Rules.