SWEEPSTAKES BEGINS MAY 16, 2008 AT 12:01 AM EASTERN TIME AND ENDS JUNE 12, 2008 AT 11:59 PM EASTERN TIME. NO PURCHASE NECESSARY TO ENTER OR WIN. A PURCHASE DOES NOT IMPROVE YOUR CHANCES OF WINNING. OPEN TO LEGAL U.S. RESIDENTS BETWEEN 13 AND 25 YEARS OF AGE. ENTRANTS UNDER THE AGE OF MAJORITY IN THEIR STATE MUST GET PERMISSION FROM THEIR PARENTS OR GUARDIANS TO ENTER THE SWEEPSTAKES. VOID IN RHODE ISLAND, PUERTO RICO, GUAM, THE U.S. VIRGIN ISLANDS, AND WHERE PROHIBITED BY LAW.

Sponsor: Universal Music Group Nashville ("Sponsor") is the Sponsor. Alloy Media + Marketing ("Alloy") is the administrator of the Promotion and is responsible for the fulfillment of the prizes. Entrants should look solely to Alloy at 151 West 26th Street New York, NY 10001 ("Sweepstakes Address") with any questions, comments or problems related to any Sweepstakes.

1. Online Entry - To enter the Sweepstakes complete the official registration page located at www.alloy.com (the "Sweepstakes Site"). There is no charge to become a member of Alloy. Through on-screen instructions you will be asked to provide your first and last name, mailing address, date of birth, telephone number and email address.

Automated or robotic entries submitted by individuals or organizations will be disqualified. Limitation: You can enter only once. Multiple entries will be disregarded.

2. Eligibility: Employees (and employees' immediate family or household members) of Alloy, Universal Music Group and their parents, affiliates, subsidiaries, suppliers, printers, distributors, advertising and promotional agencies, and prize suppliers are not eligible to participate.

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://store.alloy.com/content/help/jsp/privacy.jsp. Among other uses, Alloy may disclose any personal information it collects in connection with this Sweepstakes to third parties.

4. Winner Selection: The winner of the Sweepstakes will be selected in a random drawing from among all entries on or about June 12, 2008 to be conducted by Alloy designated representatives, whose decisions are final. Odds of winning will vary depending on the number of eligible entries received. Winner will be notified by email. 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 and, if the potential prize winner is under the age of the majority in their state, the potential prize winner's parent or guardian, 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, an alternate winner will be selected. No substitution or transfer of a prize is permitted except by Alloy. Alloy is not responsible, and may disqualify an entrant, if the entrant's email does not work or if entrant's email or street address, as applicable, is changed.

5. Prizes:
One (1) Grand Prize winner will receive - an autographed copy of Julianne Hough's self-titled debut CD Approximate Retail Value ("ARV") $13.98, one (1) iPod Touch ARV $299.00 Also, prize winner will receive a three (3) minute phone call with Julianne Hough. The winner must accept and take a scheduled phone call from Julianne Hough within ninety (90) days of the Sweepstakes drawing. This phone call and the autograph have no inherent monetary value. Total ARV $312.98.

Ten (10) Runners Up will receive - one (1) Julianne Hough self-titled debut CD. ARV $13.98. Total ARV $1398.00

TOTAL APPROXIMATE RETAIL VALUE OF ALL PRIZES: $1,710.98.

6. General Conditions: Only one 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. 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. All taxes, fees, and surcharges are the sole responsibility of the prize winner. Failure to comply with the Official Rules will result in forfeiture of the prize. If prize is forfeited, an additional drawing at random from eligible entries will be made to determine a winner. If, by reason of a typographical 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) grants (and agrees to confirm that grant in writing) permission for Alloy, Universal Music Group ("UMG") and 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 Alloy, UMG, their respective parents, subsidiaries and affiliated companies, advertising and promotion agencies, suppliers, printers, distributors, and the respective officers, directors, employees, representatives and agents of each and any other person or entity related in any way to this Sweepstakes (together the "Sweepstakes Entities") will have no liability whatsoever for, and entrants (and parent/legal guardian if entrant is a minor) shall defend, indemnify and hold harmless all Sweepstakes Entities against, any and all liability for any injuries, loss or damage of any kind to persons, including death, or property damage resulting in whole or in part, directly or indirectly, from acceptance, possession, misuse or use 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. The Sweepstakes Entities make no representation or warranty concerning the appearance, safety or performance of any prize awarded. Restrictions, conditions, and limitations apply. Alloy will not replace any lost or stolen prize items.

7. Conduct: By entering any of 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 processor the operations of any of the Sweepstakes or any website; to be acting in violation of the Official Rules; or to be acting in any 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: Neither Alloy nor UMG is 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 and UMG assume 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. Neither Alloy nor UMG is responsible for any incorrect o 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 and UMG assume 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. Neither Alloy nor UMG is responsible for any problems or technical malfunction of any telephone network or lines, computer on-line systems, servers or providers, computer equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any website or combination thereof, including injury or damage to entrant's or any other person's computer related to or resulting from participating 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 or the Sweepstakes, then Alloy reserves the right at its sole discretion to cancel, terminate, modify or suspend the Sweepstakes. In the event of a dispute concerning who registered online to participate in the Sweepstakes, the registration will be declared to have been made by an internet provider, online service provider, or other organization (e.g., business, education institution, etc.) that is responsible for assigning email addresses for the domain associated with the submitted email address. A potential winner may be requested to provide Alloy with proof that the potential winner is the authorized account holder of the email address. If a dispute cannot be resolved to Alloy's satisfaction, the entry will be deemed ineligible.

9. Winner's List: To obtain a mailed copy of the name of the winner or a copy of the Official Rules by mail, send the applicable request and self-addressed, stamped, #10 envelope to Alloy at the Sweepstakes Address. Request must be received no later than December 1, 2008 for name of winner and by the end of the promotion for the Official Rules.