The "Godsend Sweepstakes" (the “Promotion”) 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 Promotion if you are not a legal resident of the United States physically located in the United States at the time of entry.

“The Godsend Sweepstakes”
OFFICIAL RULES

NO PURCHASE OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR WIN THIS PROMOTION. A PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING.

1) DESCRIPTION OF THE PROMOTION. THE GODSEND SWEEPSTAKES, (the “Promotion”) is sponsored by LionsGateFilms, 2700 Colorado Blvd. Santa Monica, CA 90404 (“Lions Gate” or “Sponsor”). The Promotion begins at 12:00 a.m. Pacific time on April __, 2004 and ends at 11:59 p.m. Pacific time on May 2, 2004 (the “Promotion Period”). Three (3) winners will be selected in a random drawing on or about May 4, 2004 from all eligible entries submitted during the Promotion Period. Promotion judging will be performed by Buzztone, Inc.; 3272 Motor Ave., Suite F; Los Angeles, CA 90034 (“Buzztone” or “Judge”). One (1) first place winner will receive a $100 Footaction gift certificate and a Godsend Institute Jacket, like the one worn by Robert DeNiro in the film. One (1) second place winner will win a $75 Footaction gift certificate and a Godsend t-shirt. One (1) third place winner will win a $50 Footaction gift certificate and a Godsend Institute note pad. Approximate Retail Value for the First Prize: [$200]. Total Approximate Retail Value of All Prizes [$350]. By participating in the Promotion, each entrant unconditionally accepts and agrees to comply with and abide by these Official Rules and the decisions of Sponsor or Judge, which shall be final and binding in all respects.

2) WHO MAY ENTER. The Promotion is open only to those legal residents of the United States (excluding Guam, Puerto Rico and the U.S. Virgin Islands) who are 18 years of age or older at the time of entry. Directors, officers and employees, and their immediate family members, or those living in the same household as such directors, officers and employees, of Lions Gate Films, Buzztone or their respective parent companies, affiliates, subsidiaries, agents or representatives (collectively “Promotion Entities”) are not eligible to enter or win. The Promotion is void where restricted or prohibited by law.

3) HOW TO ENTER. Two Ways to Enter. 1) On-line Entry: Visit the website at www.footaction.com (the “Website”) and complete the registration form with a valid email address. 2) Mail Entry: Legibly hand-print your name, address, zip code, email address, age, and day and evening phone numbers on a 3" x 5" card and then mail the entry form or the card in a stamped envelope to: THE GODSEND SWEEPSTAKES; c/o Buzztone, Inc.; 3272 Motor Ave., Suite F; Los Angeles, CA 90034. Limit one entry per outer mailing envelope mailed separately. All On-line entries must be received by the end of the Promotion Period in order to participate. The Website's clock will be the official time keeper for this Promotion. Mail entries must be postmarked on or before May 2, 2004 and received on or behore May 4, 2004. Limit one (1) entry per person, regardless of method of entry. If multiple entries are received from the same person, regardless of method of entry, only the first entry will be considered and all subsequent entries will be disqualified. Proof of entering information at the Website is not considered proof of delivery to or receipt by Sponsor or Judge. Except as otherwise contemplated in these Official Rules, information collected in connection with the Sweepstakes will be used by third parties in accordance with the Website's privacy policy and by Sponsor in accordance with Sponsor's online privacy policy, which can be found at http://www.lionsgatefilms.com/CorpSite/privacy_policy.html.

4) WINNER NOTIFICATION. Each potential winner will be notified by email, which will be sent only to the e-mail address provided in the registration form submitted by that potential winner. Sponsor shall have no liability for any winner notification that is lost, intercepted or not received by the potential winner for any reason. If the potential winner does not respond to the notification efforts described above within five (5) days of the first notification attempt, or if the prize or prize notification is returned as declined, 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, such potential winner will be disqualified and an alternate winner may be selected.

5) ODDS/ GENERAL PRIZE CONDITIONS: Odds of winning depend on the number of eligible entries received. No prize substitutions will be allowed, except Sponsor reserves the right to substitute prize(s) of comparable value if a Prize is unavailable for any reason. Prizes are nonassignable and nontransferable. Prize winners shall be solely responsible for all federal, state and/or local taxes (and the reporting consequences thereof), and for any other fees or costs associated with the Prize not explicitly stated herein. Prize winners may 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 is a minor in his or her state of residence, then the parent or legal guardian of such minor also must execute the Prize Claim Documents. If a Prize winner is required and 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.

6) ENTRY OWNERSHIP/RELEASE: Once submitted, entries become the sole property of Sponsor and will not be returned. Acceptance of a Prize constitutes winner's permission for Promotion Entities to use winner's name, voice and likeness 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 Promotion Entities (A) shall not be responsible or liable for any losses, damages or injuries of any kind resulting from participation in the Promotion, or from entrants' acceptance, receipt, possession and/or use or misuse of any prize, or for any typographical or other error in the printing, offering or announcement of any prize, and (B) have neither made nor are in any manner responsible or liable for 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. Promotion Entities assume no responsibility for any damage to an entrant's computer system which is occasioned by accessing the Website or participating in the Promotion, 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. Without limiting the generality of the foregoing, Sponsor is not responsible for incomplete, illegible, misdirected, late, lost, damaged, stolen, or postage-due submissions; or for lost, interrupted, inaccessible or unavailable networks, servers, satellites, Internet Service Providers, websites, or other connections; or for miscommunications, failed, jumbled, scrambled, delayed, or misdirected computer, telephone or cable transmissions; or for any technical malfunctions, failures, or difficulties, printing errors, clerical, typographical or other error in the offering or announcement of any prize or in any prize notification documents, or other errors of any kind or nature; or for the incorrect or inaccurate capture of information, or the failure to capture any information. Sponsor reserves the right, in its sole discretion, to cancel or suspend the Promotion should computer viruses or bugs, or other causes beyond Sponsor's control corrupt the administration, security or proper play of this Promotion. Sponsor and Judge reserve the right in their sole discretion to disqualify any individual who is found to be tampering with the entry process or the operation of the Promotion or the Website, to be acting in violation of these Official Rules, or to be acting in an unsportsmanlike or disruptive manner, or with the intent to disrupt or undermine the legitimate operation of the Promotion, or to annoy, abuse, threaten or harass any other person, and Sponsor and Judge reserve 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 email 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. If a dispute cannot be resolved to Sponsor's satisfaction, the entry will be deemed ineligible. Sponsor reserves the right to modify, suspend, extend or terminate the Promotion if it determines, in its sole discretion, that the Promotion is technically impaired or corrupted or that fraud or technical problems, failures or malfunctions have destroyed or severely undermined or impaired the integrity and/or feasibility of the Promotion. If the Promotion is terminated before the designated end date, Sponsor will select winners in a random drawing from all eligible, non-suspect entries received as of the date of the event giving rise to the termination. 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.

7) GOVERNING LAW/JURISDICTION: ALL ISSUES AND QUESTIONS CONCERNING THE CONSTRUCTION, VALIDITY, INTERPRETATION AND ENFORCEABILITY OF THESE OFFICIAL RULES OR THE RIGHTS AND OBLIGATIONS OF ENTRANTS, SPONSOR OR JUDGE IN CONNECTION WITH THE PROMOTION SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF CALIFORNIA WITHOUT GIVING EFFECT TO ANY CHOICE OF LAW OF CONFLICT OF LAW RULES OR PROVISIONS THAT WOULD CAUSE THE APPLICATION OF ANY OTHER STATE'S LAWS. PROMOTION IS VOID IN THE STATE OF RHODE ISLAND.

8) DISPUTES: Each person who participates in the Promotion irrevocably agrees that: (1) the state and federal courts located in Los Angeles, California shall have exclusive jurisdiction over any suit or other proceeding arising out of or based upon this agreement, and each hereby waives any claim that it is not subject personally to the jurisdiction of said courts or that any such suit or other proceeding is brought in an inconvenient forum or improper venue; (2) any and all claims, judgments, and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with entering this Sweepstakes, but in no event attorneys fees and (3) under no circumstances will entrant be permitted to obtain awards for, and entrant hereby waives all rights to claim punitive, incidental, and consequential damages, and any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased.

9) WINNERS LIST: For the names of the winners, send a self-addressed stamped envelope to: THE GODSEND / FOOTACTION OFFICIAL MERCHANDISE PROMOTION, Lions Gate Films 2700 Colorado Blvd. Santa Monica, CA 90404

10) COPYRIGHT: The names, logos and icons of identifying products and services of Lions Gate Films and The Godsend / Footaction are proprietary marks of Lions Gate Films and Footaction All rights reserved © 2004.

[End of Official Rules]