L'ORÉAL PARIS 100th ANNIVERSARY SWEEPSTAKES

NO PURCHASE NECESSARY TO ENTER OR WIN. Must be legal resident of 50 United States or D.C., 18 years or older to enter. Void in Puerto Rico, outside the U.S. and where prohibited. INTERNET ACCESS REQUIRED TO ENTER. Free Internet Access is available at many public libraries. You may only enter online. No other method of entry will be accepted.

SWEEPSTAKES PERIOD: Sweepstakes begins June 1, 2009 at 12:01 AM Eastern Time (“ET”) and ends September 8, 2009 at 11:59 PM ET (“Sweepstakes Period”).

ELIGIBILITY: Sweepstakes is open only to legal residents of the 50 United States or D.C., 18 years or older, except employees of L'Oréal USA, Inc. (“Sponsor”), Octagon, Inc. (“Administrator”), and each of their respective parents, affiliates, subsidiaries, distributors, sales representatives, and advertising and promotion agencies, and the immediate families (spouse, parent, child, or sibling) or household members of any such employee, whether or not related. Sponsor reserves the right to verify the eligibility of winners. Void in Puerto Rico, outside the U.S. and where prohibited.

HOW TO ENTER: To enter, go to www.lorealparisusa.com/100years and complete and submit the electronic official entry form by September 8, 2009 at 11:59 PM ET. Form must be completed in its entirety; no fields may be left empty. Incomplete entries are void. There is a limit of one (1) entry per person and per email address per day for the duration of the Sweepstakes Period. A day is defined as a 24-hour period between 12:00 AM ET and 11:59:59 PM ET. Entries received in excess of the stated limitations will be void. All entries become the property of Sponsor. Timing of entries will be determined by the official timestamp.

WINNERS SELECTION/NOTIFICATION: First Prize Drawings: Random drawings will be conducted daily beginning June 2, 2009 and ending September 9, 2009 to choose one (1) winner from among all eligible entries received from the prior day for a total of one hundred (100) potential first prize winners. The odds of being selected depend on the number of eligible entries received on the applicable day. Grand Prize Drawing: A random drawing will be conducted on or about September 18, 2009 to choose one (1) potential grand prize winner from among all eligible entries received for the duration of the Sweepstakes Period. The odds of being selected for the grand prize depend on the number of eligible entries received during the entire Sweepstakes Period.

Sweepstakes is open to over 50 million Internet users in the United States. Potential winners may be notified by postal mail, phone or email. Potential winners may be required to sign and return an affidavit of eligibility and liability and, unless prohibited, publicity release within 7 days of issuance. If the Grand Prize is won by a minor under the laws of his/her state of residence, it will be awarded in the name of the parent or legal guardian who will be required to fulfill all requirements imposed on winners set forth herein. Failure to return these documents within the specified time period, noncompliance with these Official Rules, or if any prize or prize notification is returned as undeliverable, or if any winner who cannot be contacted within a reasonable time period, or is unwilling or unable to accept any prize, may result in prize being forfeited and, at Sponsor’s discretion, awarded to an alternate winner in a random drawing from among all remaining eligible entries. Allow 6-8 weeks after validation for receipt or arrangement of receipt of prize.

PRIZES: First Prize: One Hundred (100) First Prizes will be awarded. The First Prize is a L’Oreal 100th Anniversary gift basket which includes L’Oreal products. Approximate Retail Value (“ARV”) of each First Prize: $100.00. Grand Prize: One (1) Grand Prize will be awarded. The Grand Prize is a 5 day/4 night trip for Grand Prize Winner and one (1) guest to Paris, France which includes: (i) round-trip coach-class air transportation for two (2) from a major U.S. gateway airport nearest Grand Prize Winner’s residence (as determined by Sponsor, in its sole discretion) to Paris, France, (ii) deluxe hotel accommodations (one (1) room; double occupancy) for 5 days/4 nights, (iii) a beauty makeover with a L’Oreal artist, and (iv) $3,000 cash. ARV of the Grand Prize is $12,600. Actual retail value may vary depending upon dates of travel and departure city. Grand Prize Winner and guest must travel together on the same itinerary and are responsible for obtaining all required travel documents. Travel companion (or travel companion’s parent or legal guardian if companion is a minor) must complete and return a liability release at least 30 days prior to departure. Minor travel companions must be accompanied by a parent or legal guardian. Travel arrangements must be made through Sponsor’s agent, on a carrier of Sponsor’s choice and trip must be completed by September 18, 2010 or it will be forfeited. Grand Prize Winner may extend their stay at their own expense. Travel must be taken on dates designated by Sponsor, in its sole discretion. Travel date subject to availability. Certain blackout dates and travel restrictions may apply. Taxes, meals, gratuities, travel upgrades, ground transportation or any other expenses not specifically listed herein are the sole responsibility of the Grand Prize Winner.

Any prize details not specified above will be determined by the Sponsor in its sole discretion. Total ARV of all prizes $22,600. Prizes may not be substituted, transferred or redeemed for cash, except by Sponsor who reserves the right to substitute a prize (or portion thereof) of comparable or greater value, at its sole discretion, if advertised prize becomes unavailable. Prizes will be awarded “as is” with no warranty or guarantee, either express or implied by Sponsor. All federal, state and local taxes, if any, and any other costs or expenses associated with the acceptance and use of the prize not listed as part of the prize are the sole responsibility of the winners. All prize details are at the discretion of the Sponsor.

GENERAL TERMS & CONDITIONS: By entering into this sweepstakes, you (or, if you are a minor in your state of residence, your parent or legal guardian on your behalf) agree (i) to be bound by these Official Rules and the decisions of the Sponsor and judges which are final and binding and (ii) to consent to the use by Sponsor and its designees of your name, city and state of residence and photograph or likeness for advertising and promotional purposes online and off-line in any and all media now or hereafter known throughout the world in perpetuity without additional compensation, notification or permission, unless prohibited by law. No responsibility is assumed for incorrect or inaccurate transcription of entry information, or for any human error, technical malfunctions, lost/delayed data transmissions, omission, interruption, deletion, defect, line failures of any telephone network, computer equipment, software, inability to access any website or online service, or any other technical, network, printing, typographical, human or other error or malfunction relating to or in connection with this sweepstakes, including, without limitation, errors which may occur in connection with the administration of the sweepstakes, the processing or acceptance of entries, the announcement of prizes or in any sweepstakes-related materials or lost, late, illegible, garbled, inaccurate, stolen, damaged, delayed, undelivered, incomplete or misdirected mail or entries. Entry materials that have been tampered with or altered are void. Proof of email transmission does not constitute proof of delivery. In the event of a dispute concerning the identity of an entrant, entry will be declared made by the authorized account holder of the email address from which the entry was submitted. “Authorized account holder” is defined as the person assigned to an email address by an Internet access provider, on-line service provider or other organization responsible for assigning email addresses at the time the entry was submitted. If the judges determine, in their sole discretion, that there is any suspected or actual electronic tampering with the sweepstakes or if technical difficulties compromise the integrity of the sweepstakes, the judges reserve the right to void the entries at issue and/or terminate or modify the sweepstakes and, if terminated, conduct a random drawing to award the prizes using all eligible, non-suspect entries received up to time of termination. If the sweepstakes is terminated due to tampering or technical difficulties prior to its expiration date, notice will be posted at www.lorealparisusa.com/100years. Any attempt deliberately to damage the sweepstakes or operation of this sweepstakes is unlawful and subject to legal action by the Sponsor or its agents. Entrants (or, if minors, their parents or legal guardians on their behalf) release and hold harmless L'Oréal USA, Inc., Octagon, Inc., and each of their respective parents, affiliates, subsidiaries, distributors, sales representatives, and advertising and promotion agencies, and each of their respective directors, officers, employees and agents from and against any and all claims or liability that may arise in connection with their participation in this sweepstakes or the acceptance, use or misuse of any prize awarded (including any travel or activity related thereto). Sweepstakes materials are void if incomplete, not legible or if they contain errors. All applicable Federal, State and Local laws and regulations apply. Except where prohibited, all issues and questions concerning the 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 law 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 Promotion (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 (or, if minors, their parents or legal guardians) 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.

WINNERS LIST: For names of winners, send a self-addressed, stamped envelope to: Winners List L’Oréal 100th Anniversary Sweepstakes, c/o Octagon, 800 Connecticut Avenue, Norwalk, CT 06854 by December 15, 2009. VT residents omit postage.

SPONSOR: L'Oréal USA, Inc., 575 Fifth Avenue, New York, NY 10017.