The Bealls “Your Look, Own It (YLOI)” Sweepstakes! (“Promotion”) 2008 Official Rules

NO PURCHASE NECESSARY. VOID WHERE PROHIBITED. PURCHASE OR TEXT DOES NOT INCREASE YOUR CHANCES OF WINNING. OPEN ONLY TO LEGAL RESIDENTS OF FLORIDA WHO ARE 13 YEARS OF AGE OR OLDER AND LOCATED IN THE UNITED STATES AT THE TIME OF ENTRY. VOID OUTSIDE OF FLORIDA AND WHERE PROHIBITED BY LAW.

1. ELIGIBILITY: Open to legal residents of Florida who are 13 years of age or older and located in the United States at the time of entry. An eligible minor should have his/her parent’s or legal guardian’s permission to enter. By participating, entrants (and, if eligible minors, their parents or legal guardians) agree to be bound by these Official Rules and the decisions of the judges and/or Sponsor, which are binding and final on matters relating to this sweepstakes. Sweepstakes is subject to all applicable federal, state and local laws. Proof of age and residency required to claim prize. Employees, contractors, directors and officers of Bealls Department Stores, Inc. (“Sponsor) and the immediate family members (spouse, parent, child, sibling, grandparent, and spouse or “step” of each) and those living in their same households (those persons whether related or not who live in the same residence for at least three months during the twelve-month period preceding the start date of the Promotion) of such employees are not eligible to win.

2. TO ENTER: Sweepstakes begins 12:01:00 am Eastern Time (“ET”) on 7/27/08 and ends 11:59:00 pm ET 8/16/08. There are three methods of entry. Enter via Text-Message: send one Sweepstakes Keyword TRENDY, ROCKER, CASUAL or NEO using the text messaging feature on your cellular telephone to 99134 (a “Text Entry”). Text-Message entries may be subject to fees under the terms of the entrant’s cell-phone/text messaging subscription plan (contact your carrier for pricing plans and details). Online: log on to www.BeallsFlorida.com/YLOI and click on the “entry” link. Complete the Official Online Entry Form, entering your name, address, phone number and email address. Multiple entries or multiple entries submitted by means of software-generated or other automated processes will be disqualified. By entering, all entrants further agree to be bound by the terms relating to the use of Sponsor’s Web Site and its Privacy Policy. In-Store: Pick up a free official entry form between 7/27/08 and 8/16/08 on special displays at participating Bealls Department Stores, Inc. (“Store”). Legibly hand-print your name, complete home address (no P.O. boxes please), date of birth, and daytime phone number on the entry form. To locate a Store and to find applicable business hours, go to www.BeallsFlorida.com (“Web Site”). Legibly complete all information requested on the entry form and drop into the official entry box in Store by close of business on 8/16/08. No photocopies or mechanically reproduced entries allowed. Sponsor not responsible for entries that are late, lost, misdirected, mutilated, incomplete or illegible. Limit 1 entry per day per person, household and/or unique 10-digit cell phone throughout the Promotion Period.

3. SELECTION OF WINNER, PRIZE AND APPROXIMATE RETAIL VALUE: The Web Site, which will be considered an “online Store”, will have their own drawing (“Drawing”) from all eligible Web Site entries received and one (1) Prize winner will be selected for the Web Site. The Text Message Entries, which will be considered a “Mobile Store”, will have their own drawing (“Drawing”) from all eligible Text Message entries received and one (1) Prize winner will be selected for the Text Message Entries. Each of Bealls 80 Stores will have their own drawing (“Drawing”) from among all eligible entries received for such stores on or about 8/17/08 to select one (1) finalist (“Finalist”) each. On or about 8/25/08, a random Drawing will be conducted among the 80 store finalists where two names will be drawn to award two of the Prizes from among all In-store Finalists. Drawing will be conducted by an independent judging organization (“Judges”), whose decisions shall be final and binding on all matters relating to the Promotion. Odds of being deemed a Finalist depend on the number of eligible entries received corresponding to each of the eighty Stores, Website or Mobile entries. Odds of a store Finalist winning the Prize are 2 in 80. Winners will be notified by phone and/or mail. If any potential winner is a minor, Sponsor reserves the right to award the Prize in the name of his/her parent or legal guardian who will be responsible for fulfilling all requirements imposed on winner set forth herein.

4. FOUR (4) PRIZES: a prize package (the “Prize”) for a verified winner is One (1) Bealls Gift Card valued at $250 Fair Market Value (“FMV”) approximately: $250.00. Any difference between stated FMV and actual value of prize will not be awarded. After notification, winner has sixty (60) days to fulfill Prize within a local Bealls Department Store. If winner is unable to fulfill Prize during time period, winner forfeits the Prize. Any portion of the prize not accepted by winner shall be forfeited.

Prize is non-transferable and has no redeemable cash value. No substitution of prize is offered, and no transfer of prize to a third party is permitted except at Sponsor’s sole discretion. If prize cannot be awarded for any reason, Sponsor reserves the right to substitute another prize of equal or greater value.

5. GENERAL CONDITIONS: Void outside Florida and where prohibited. Prize winner is solely responsible for any taxes on the prize. By participating, entrants agree to these Official Rules and Sponsor’s Privacy Policy (available at www.BeallsFlorida.com) which are final and binding in all respects. Unclaimed prizes will not be awarded. Prize Winner will be notified by phone and will be required to complete, sign and return an Affidavit of Eligibility/Liability Release, and, where lawful, a Publicity Release within ten (10) days of attempted notification or prize may be forfeited. If for any reason the Promotion is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes which corrupt or affect the administration, security, fairness, integrity or proper conduct of the Promotion, Sponsor reserves the right, at its sole discretion, to disqualify any individual who is responsible or who tampers with the entry process, and to cancel, modify or terminate the Promotion if fraud, technical failures or other reasons beyond the control of Sponsor impair the proper play of this Promotion. This Promotion is offered only in the United States and is governed by the laws of the state of Florida without regard to conflicts of laws principles, with venue in Manatee County, Florida, and all claims must be resolved in the federal or state courts of Manatee County, Florida.

6. Limitations of Liability and Release: No more than the advertised number of prizes will be awarded. No liability or responsibility is assumed by Sponsor resulting from user’s participation in or attempt to participate in the Promotion or download any information in connection with participating in the Promotion. No responsibility or liability is assumed by the Sponsor for technical problems or technical malfunction arising in connection with any of the following occurrences which may affect the operation of the Promotion: hardware or software errors; faulty computer, telephone, cable, satellite, network, electronic, wireless or Internet connectivity or other online communication problems; errors or limitations of any Internet service providers, servers, hosts or providers; garbled, jumbled or faulty data transmissions; failure of any text message transmission to be sent to or received; inaccessibility of the Web Site in whole or in part for any reason; traffic congestions on the Internet or the Web Site; unauthorized human or non-human intervention of the operation of the Promotion, including without limitation, unauthorized tampering, hacking, theft, virus, bugs, worms; or destruction of any aspect of the Promotion, or loss, miscount, misdirection, inaccessibility or unavailability of an Account used in connection with the Promotion. Sponsor is not responsible for any typographical errors in the announcement of prize or these Official Rules, or any inaccurate or incorrect data contained on the Web Site. Use of Web Site is at user’s own risk. Sponsor is not responsible for any personal injury or property damage or losses of any kind which may be sustained to user’s or any other person’s cellular phone or computer equipment resulting from participation in the Promotion, use of the Web Site or the download of any information from the Web Site. By participating in the Promotion, the entrant thereby releases Sponsor and the Promotion Parties from any and all claims, damages or liabilities arising from or relating to such entrant’s participation in the Promotion. In the event of a dispute regarding entries received from multiple users having the same cellular phone number, the authorized subscriber of the cellular phone number at the time of entry will be deemed to be the entrant and must comply with these rules. Authorized account subscriber is the natural person who is assigned the cellular phone number by the wireless service provider responsible for assigning that cellular phone number.

7. WINNERS LIST/RULES REQUEST: For the winner’s name, or Official Rules, send a self-addressed, stamped envelope postmarked by 8/10/08 and received by 8/16/08 to: The Bealls “YLOI” Sweepstakes!! Winners List or Official Rules Request, 1806 38th Ave E, Bradenton, FL 34208.

8. SPONSOR: Bealls Department Stores, Inc., 1806 38th Ave E, Bradenton, FL 34208