Pure Play Media, Inc. (the "Company"), will conduct the Contest substantially as described in these rules, and by participating, each participant agrees as follows:

1. Description of Contest/Participation.

A. Dates of Contest: The Contest will begin September 1, 2008 and will conclude on September 30, 2008.

NO PURCHASE NECESSARY. PURCHASE DOES NOT INCREASE ODDS OF WINNING. Void where prohibited. Odds of winning depend upon the number of eligible qualifiers during the Contest.

B. How to Enter:

For the chance to win one of (8) 8GB iPod nanos or (2) 8GB iPhones in the Pure Play Media 2008 D2R iPod/iPhone giveaway, you must own or operate a retail or etail store in the United States and must either be an existing retail or etail customer (Existing Customer) of Pure Play Media or register with Pure Play Media by phoning our toll free line: 1 866 820 3000

For each new Registrant, Pure Play Media will send a free POP package. Each Existing Customer of Pure Play Media must either purchase something from Pure Play Media or request a free POP package. Each order or POP package will have a corresponding packing slip will be used as an entry for the Contest. One POP package will be eligible per Registrant or Existing Customer and each purchased order per Registrant or Existing Customer will be eligible for the Contest. Only packing slips resulting from POP or product shipped to each registrant during the month of September will be used to randomly draw the winner from.

The Winning entry will be randomly drawn on or before October 17th, 2008 and the Prize will be awarded prior to December 31, 2008, subject to availability.

2. Prize.

Eight (8) 8GB Apple iPod Nano and two (2) 8GB iPhone 3G will be given away.

The value retail value of each iPod Nano is approximately $199 AND EACH iPhone 3G is approximately $299.

The Prize awarded as described herein. Any modifications or “options” desired by the winner will result in an added expense to winner and are not the responsibility of Company.

The Prize is non-transferable, redeemable for cash or exchangeable for any other prize.

If the winner is disqualified or is found to be ineligible for the contest for any reason, Pure Play Media reserves the right to determine an alternate winner or not to award the Prize, at its sole discretion.

3. Eligibility and Limitations. Each Registrant or Existing Customer must be represented by an owner, officer of designated representative. Once a Registrant or Existing Customer is deemed the winner of the Contest, the Registrant or Existing Customer must prove to Pure Play Media the name of the owner, officer or designated representative that the Prize will be awarded to (Recipient) and must provide Pure Play Media with a Directors Resolution authorizing the Recipient as the Prize winner. The Recipient must be legal U.S. residents and at least 18 years old at the time of winning. Recipient must have an active social security number, and be able to present the original social security card to contest officials before Prize will be awarded. Employees of the Company, Apple Corporation, AT&T Inc, Studios and/or Producers represented by the Company and members of the immediate family of any such persons are not eligible to participate and win. The term “immediate family” includes spouses, siblings, parents, children, grandparents, and grandchildren, whether as “in-laws,” or by current or past marriage(s), remarriage(s), adoption, co-habitation or other family extension, and any other persons residing at the same household whether or not related.

4. Delivery Disclaimer. Participants using equipment not set up for toll free phone exchanges (800, 888, 877, 866, etc.) may experience call connection problems. The Company disclaims all liability for the inability of a participant to complete or continue a telephone call due to equipment malfunction, busy lines, inadvertent disconnections, acts beyond the Company’s control, or otherwise. For all contests the Company disclaims all liability for any delays, mis-delivery, loss, or failure in the delivery of any item sent by mail, courier, express, electronic transmission, or other delivery method. The Company is not responsible for mechanical, technical, electronic, communications, telephone, computer, hardware or software errors, malfunctions or failures of any kind, including: traffic congestion on telephone lines, which may limit an online entrant's ability to participate in the Contest. All contestants, not already a customer of Pure Play Media, must enter by phone.

5. Publicity; Use of Personal Information. By participating, where allowed by law, all participants and winner(s) grant the Company exclusive permission to use their names, characters, photographs, voices, video tapes and likenesses in connection with promotion of this and other contests and waive any claims to royalty, right, or remuneration for such use. By participating in the Contest, where allowed by law, participants agree that the Company may disclose personal information obtained from participants in the Contest to third parties and use such information for marketing and other purposes.

6. Release. By participating in the Contest, each participant and winner waives any and all claims of liability against the Company, its employees and agents, the Contest’s sponsors and their respective employees and agents, for any personal injury or loss which may occur from the conduct of, or participation in, the Contest, or from the use of any prize. In order to receive a prize, participants must sign an official waiver form provided by the Company.

7. Taxes. Any valuation of the prize(s) stated above is based on available information provided to the Company, and the value of any prize awarded to a winner may be reported for tax purposes as required by law. Each winner is solely responsible for reporting and paying any and all applicable taxes (excluding sales tax and licensing fees) related to the prize(s) and paying any expenses associated with any prize which are not specifically provided for in the official rules. Each winner must provide the Company with valid identification and a valid taxpayer identification number or social security number before any prize will be awarded. Any person winning a prize worth more than USD$600 from the Company will receive an IRS form 1099 at the end of the calendar year and a copy of such form will be filed with the IRS.

8. Conduct and Decisions. By participating in the Contest, participants agree to be bound by the decisions of Company personnel. Persons who violate any rule, gain unfair advantage in participating in the Contest, or obtain winner status using fraudulent means will be disqualified. Unsportsmanlike, disruptive, annoying, harassing or threatening behavior is prohibited. The Company will interpret these rules and resolve any disputes, conflicting claims or ambiguities concerning the rules or the Contest and the Company’s decisions concerning such disputes shall be final. If the conduct or outcome of the Contest is affected by human error, any mechanical malfunctions or failures of any kind, intentional interference or any event beyond the control of the Company, the Company reserves the right to terminate this Contest, or make such other decisions regarding the outcome as the Company deems appropriate. All decisions will be made by the Company and are final. The Company may waive any of these rules in its sole discretion. ANY ATTEMPT BY A CONTESTANT OR ANY OTHER INDIVIDUAL TO DELIBERATELY CIRCUMVENT, DISRUPT OR DAMAGE ORDINARY AND NORMAL OPERATION OF THIS CONTEST, TELEPHONE SYSTEMS OR WEBSITES, OR UNDERMINE THE LEGITIMATE OPERATION OF THE CONTEST IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, COMPANY RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH PARTICIPANT TO THE FULLEST EXTENT PERMITTED BY LAW.

9. Miscellaneous. Each winner must submit proof of eligibility and sign the Company’s release form to claim the prize. The Company may substitute prizes, amend the rules or discontinue the Contest at any time as announced on the Station(s). The Company disclaims any responsibility to notify participants of any aspect related to the conduct of the Contest. For a copy of the rules, or where required by law, a list of winners, visit the business office of the Company during normal business hours or mail a written request with a stamped, self-addressed return envelope to the Company’s address, listed below. All entries become the property of the Company and will not be returned. To be removed from our direct mail, email or fax lists, visit the main office of the Company during regular business hours, or send a self addressed stamped envelope with contest name to Pure Play Media 19860 Nordhoff Place, Chatsworth CA 91311.

10. Compliance with Law. The conduct of the Contest is governed by the applicable laws of the United States of America, which take precedence over any rule to the contrary herein. Company shall follow the applicable laws for conducting contests, including notice to the state attorney general or consumer affairs office, posting of a prize bond, furnishing lists of winners, providing specific written information about the Contest, etc. as required by local and state law.