PROMOTION DESCRIPTION: "The North Face & Powder Magazine Video Awards" Online Sweepstakes (the "Sweepstakes") is intended for participation only in the United States and shall be construed according to, and governed exclusively by, United States law. Do not participate in the Sweepstakes if you are not physically located in the United States at the time of entry. The Sweepstakes begins on October 1st, 2004 at 12:01 a.m. Eastern Standard Time ("EST") and ends on December 30th, 2004 at 11:59 p.m. EST (the "Promotion Period"). At the end of the Promotion Period, a random drawing will be conducted to select one (1) Grand Prize winner from among all eligible entries received, as more fully set forth below. Entry in the Sweepstakes does not constitute entry into any other promotion, contest or sweepstakes. By participating in the Sweepstakes, each entrant unconditionally accepts and agrees to comply with and abide by these Official Rules and the decisions of The North Face. ("Sponsor"), 2013 Farallon Drive, San Leandro, California 94577, which shall be final and binding in all respects.

ELIGIBILITY: Only legal residents of the fifty (50) United States (other than New York and Florida) and the District of Columbia located in the United States at the time of entry who are eighteen (18) years of age or older are eligible to enter. Sorry, residents of New York and Florida are not eligible to enter or win. Officers, directors, and employees of Powder Magazine and The North Face and their immediate family members (including, without limitation, those persons living in the same household of each), and each of Sponsor's subsidiaries, affiliates, distributors, retailers, sales representatives, and advertising and promotion agencies (collectively, the "Promotion Entities") are ineligible to enter the Sweepstakes or win a prize.

WINNER NOTIFICATION: The winner will be randomly selected from all eligible entries received during the Promotion Period. The random drawing is currently scheduled to be conducted on or about December 31, 2004 by Primedia-Online, whose decisions are final and binding in all matters relating to the Sweepstakes. The potential winners will be notified by telephone and/or mail and/or email. Sponsor shall have no liability for any winner notification that is lost, intercepted or not received by the potential winner for any reason. If, despite reasonable efforts, a potential winner does not respond within five (5) days of the first notification attempt, or if the prize or prize notification is returned as unclaimed or undeliverable to such potential winner, such potential winner will forfeit his or her prize and an alternate winner may be selected. If any potential winner is found to be ineligible, or if he or she has not complied with these Official Rules or declines a prize for any reason prior to award, such potential winner will be disqualified and an alternate winner may be selected.

PRIZES/ODDS: Grand Prize: "The North Face & Powder Magazine Video Awards" Online Sweepstakes package will include: two round trip economy air tickets to Denver, CO from the major U.S. gateway city closest to winner's home, 2 nights double-occupancy accommodations at a hotel or condo (based on availability) at or near the base of the Aspen mountain, 2 day lift tickets to Aspen Mountain, VIP tickets to the Powder Reader Poll & Video Awards, and two free Gore-Tex Snow sports gear set-ups from The North Face (type will be determined by T.N.F.). The approximate retail value of the trip is $5000. Actual value of the trip varies based on the point of departure. In the event the closest airport to the winner's home is in the Aspen, CO area, prize will not include air transportation and no other substitution or compensation will be provided in lieu thereof. All meals, gratuities, transfers and other expenses not specified herein are the sole responsibility of the winner and his/her travel companion. Some black out dates will apply; package is based on availability, and is good only during January 28-29, 2005. In the event the closest airport to the winner's home is in the Denver, Aspen, or Eagle metropolitan areas, prize will not include air transportation from winner's residence to Aspen and no other substitution or compensation will be provided in lieu thereof. All meals, gratuities, transfers and other expenses not specified herein are the sole responsibility of the winner and his/her travel companion. No stopovers are permitted enroute. Travel period is restricted to commencement no earlier than January 1, 2005 and completion no later than April 30, 2005. If winner is unable to travel by date indicated, prize will be forfeited. Airfare does not include U.S./ foreign government taxes of approximately $55 per passenger, Passenger Facility Charge of $3.00 or September 11th Security Fee of up to $10. Changes not permitted after ticket issue. Air tickets are non-refundable/non-transferable and are not valid for upgrades and/or frequent flyer miles. All tickets are subject to the vagaries of flight variation, work stoppages, and schedule or route changes. Eligible flights do not include service operated by alliance partners of Air New Zealand under codeshare agreement. Prize conditions may be subject to change without notice. Travel dates are subject to availability and deadlines. The winner's travel companion must be 18 years of age or older, or if the companion is a minor, the winner must be such minor's parent or legal guardian. Winner and his or her travel companion must travel on the same itinerary. Prize is nonassignable and nontransferable. No prize substitutions will be allowed, except Sponsor reserves the right to substitute prize(s) of comparable value if the prizes are unavailable for any reason. Odds of winning depend on the number of eligible entries received.

GENERAL PRIZE CONDITIONS: Each prize winner shall be solely responsible for all federal, state and/or local taxes, and for any other fees or costs associated with the applicable prize. Each prize winner will be required to execute an Affidavit of Eligibility, a Liability Release, and (where legal) a Publicity Release (collectively, "Prize Claim Documents"). If a prize winner fails or refuses to sign and return all Prize Claim Documents within seven (7) days of prize notification, the winner may be disqualified and an alternate winner may be selected. Grand Prize winner's traveling companion will also be required to sign a Liability and Publicity Release prior to travel.

GENERAL RELEASE: Acceptance of a prize constitutes winner's permission for Sponsor to use winner's name, photograph, likeness, voice, biographical information, statements and address (city and state) for advertising and/or publicity purposes worldwide and in all forms of media now known or hereafter developed, in perpetuity, without further compensation. Entrants agree that the Promotion Entities (A) shall not be responsible or liable for any losses, damages or injuries of any kind resulting from participation in the Sweepstakes, or from Entrants' acceptance, receipt, possession and/or use or misuse of any prize, and (B) have not made any warranty, representation or guarantee express or implied, in fact or in law, with respect to any prize, including, without limitation, to such prize's quality or fitness for a particular purpose. Sponsor assumes no responsibility for any damage to an entrant's computer system which is occasioned by accessing the Website or participating in the Sweepstakes, or for any computer system, phone line, hardware, software or program malfunctions, or other errors, failures, delayed computer transmissions or network connections that are human or technical in nature. Sponsor reserves the right in its sole discretion to disqualify any individual who is found to be tampering with the entry process or the operation of the Sweepstakes or the Website, to be acting in violation of these Official Rules, or to be acting in an unsportsman-like or disruptive manner, or with the intent to disrupt or undermine the legitimate operation of the Sweepstakes, or to annoy, abuse, threaten or harass any other person, and Sponsor reserves the right to seek damages and other remedies from any such person to the fullest extent permitted by law. No mechanically reproduced, illegible, incomplete, forged, software generated or other automated multiple entries will be accepted. In the event of a dispute as to the identity of the entrant, any on-line entry will be deemed submitted by the authorized account holder of the e-mail account from which it was sent. The authorized account holder shall be the natural person to whom the applicable email address has been assigned by the Internet access provider, service provider, or other online organization responsible for assigning e-mail addresses for the domain associated with the submitted e-mail address. A potential winner may be requested to provide the Sponsor with proof that the potential winner is the authorized account holder of the e-mail address associated with the winning entry. Sponsor reserves the right to modify, suspend, or terminate the Sweepstakes if it determines, in its sole discretion, that the Sweepstakes is technically impaired or corrupted or that fraud or technical problems, failures or malfunctions or other causes beyond Sponsor's control have destroyed or severely undermined or impaired the integrity, administration, security, proper play and/or feasibility of the Sweepstakes as contemplated herein. The invalidity or unenforceability of any provision of these rules shall not affect the validity or enforceability of any other provision. In the event that any provision is determined to be invalid or otherwise unenforceable or illegal, these rules shall otherwise remain in effect and shall be construed in accordance with their terms as if the invalid or illegal provision were not contained herein.

MISCELLANEOUS: All entries become the sole property of Sponsor(s) and none will be returned. In the event of a dispute, entries made by Internet will be deemed made by the authorized account holder of the e-mail address submitted at the time of entry. The "authorized account holder" is deemed the natural person who is assigned to an e-mail address by an Internet access provider, service provider or other online organization that is responsible for assigning e-mail addresses for the domain associated with the submitted e-mail address. A potential winner may be requested to provide Sponsor(s) with proof that the potential winner is the authorized account holder of the e-mail address associated with the winning entry. If for any reason the Sweepstakes is not capable of running as planned, including due to infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failure, human error or any other causes beyond the control of Sponsor that corrupt or affect the administration, security, fairness, integrity, or proper conduct of the Sweepstakes, Sponsor(s) reserve(s) the right in their sole discretion, to disqualify any individual who tampers with the entry process, and to cancel, terminate, modify or suspend the Sweepstakes. Sponsor assumes no responsibility for 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. The Sponsor(s) are 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 any e-mail or entry to be received by Sponsor(s) on account of technical problems or traffic congestion on the Internet or at any web site, any combination thereof, or otherwise, including any injury or damage to entrant's or any other person's computer related to or resulting from participation or downloading any materials in the Sweepstakes. Sponsor(s) are not responsible for late, lost, illegible, incomplete, stolen, or misdirected entries. CAUTION: ANY ATTEMPT BY AN ENTRANT TO DELIBERATELY DAMAGE ANY WEB SITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE SWEEPSTAKES MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR(S) RESERVE(S) THE RIGHT TO SEEK DAMAGES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW.

ARBITRATION PROVISION. By participating in this Sweepstakes, each entrant agrees that any and all disputes the entrant may have with, or claims you may have against, the Promotion Entities relating to, arising out of or connected in any way with (i) the Sweepstakes, and/or (ii) the awarding or redemption of any prize will be resolved individually and exclusively by final and binding arbitration. The arbitration will be conducted in accordance with the American Arbitration Association's ("AAA") Commercial Arbitration Rules as modified by the terms of this Agreement. If an entrant has any questions about the AAA, such entrant may visit the AAA's website at www.adr.org. The arbitration shall take place in Los Angeles, California before a single arbitrator and shall be conducted in strict confidence. The arbitrator selected shall be well acquainted with the entertainment industry, and shall not have the power to impose punitive damages. Each party hereby waives any and all rights and benefits which it might otherwise have or be entitled to under federal law or the laws of California or any other state to litigate any such dispute in court, it being the intention of the parties to arbitrate all such disputes. EACH PARTY EXPRESSLY WAIVES ANY RIGHT TO A JURY. The arbitrator's decision shall be controlled by the terms and conditions of these Official Rules, and any other agreements the applicable entrant may have entered into with Sponsor in connection with the Sweepstakes, and shall be final and binding, and shall provide for each party to bear its own costs of arbitration and attorneys' fees. Judgment upon the award of the arbitrator may be entered or enforced in any court of competent jurisdiction. If either party fails to appear at the hearing on the date designated in accordance with the rules of the AAA, or shall otherwise fail to participate in the arbitration proceeding, the arbitrator is hereby empowered to proceed ex parte. If you do not agree to these requirements, do not participate in the Sweepstakes. If any part of this Arbitration Provision is deemed to be invalid or otherwise unenforceable or illegal, the balance of this Arbitration Provision shall remain in effect and shall be construed in accordance with its terms as if the invalid or illegal provision were not contained herein.