MAKING A PURCHASE WILL NOT IMPROVE YOUR ODDS OF WINNING. 

1. TO ENTER: To enter, simply register online at www.avon.com by providing your name, address, city, state, zip code, home telephone, e-mail address, and your age. Entries must be received between 12:00 AM Eastern Standard Time (EST) June 6, 2002 and 11:59 PM EST October 20, 2002. Entries will only be accepted via the entry method prescribed above and any other attempts at entry are void.
2. SWEEPSTAKES ELIGIBILITY: This Sweepstakes is only open to legal residents of the Fifty United States or the District of Columbia and who are age 18 or older at the time of entry. Only those who have Internet access prior to 6/6/02 are eligible to enter the drawing online. By entering, you agree to these Official Rules of this Sweepstakes and the decisions of Avon Products, Inc. ("Sponsor"), which shall be final. Employees (and their immediate family and household members) of Sponsor, Avon Independent Sales Representatives, Unilever HPC-USA, CMI, Clear Channel Entertainment, and the respective affiliates, subsidiaries, retailers, distributors, advertising and promotion agencies are not eligible to enter. The Sweepstakes is governed by U.S. law. Void in Puerto Rico and wherever restricted or prohibited by law.
3. RANDOM DRAWINGS: Limit one entry per person. One (1) Grand Prize Winner and Fifty (50) qualifiers will be randomly selected. The drawing will take place on or about October 31, 2002 from among all the completed eligible entries received. Odds of winning depend upon the number of eligible entries received.
4. PRIZES: Fifty (50) qualifiers will win a gift bag with Avon products valuing Two Hundred and Fifty Dollars ($250) each. One (1) Grand Prize Winner will receive a trip for two (2) to New York City for one (1) weekend. Trip includes: Two (2) nights lodging at the Warwick Hotel, round trip coach airfare from major airport nearest winner’s residence to New York, NY (all travelers must leave and return to the same location), a day of beauty at the AVON Spa and Salon, two (2) tickets to a Broadway show, dinner at a local restaurant and private car service transportation to and from airport, Avon Salon & Spa, dinner and the Broadway show. The Estimated Retail Value ("ERV") of the Grand Prize is $3,150. Total ERV of all prizes is $15,650. 

   
   Travel must be completed within one year of prize being awarded. Travel is subject to availability, holiday/blackout, and other trip conditions and restrictions. No extension or substitution of trip dates is permitted, except at Sponsor’s sole discretion. Tickets are non-transferable. Reservations must be made at least eight (8) weeks in advance of travel dates. Once trip dates/times have been determined, no change or substitution of trip dates/times is permitted. Winner and guest must take trip on such dates/times or trip will be forfeited. Winner and guest must travel together. Winner and guest are responsible for all ground transportation with the exception of the limousine transportation as described above. Winner and guest are responsible for other costs and incidentals, including gratuities, phone calls, and all meals not provided by Sponsor. If any trip travel guest is a minor, he/she must be accompanied by a parent or legal guardian. By acceptance of Grand Prize, winner and guest agree to release Sponsor and its advertising, promotion and production agencies from any and all liability, claims or actions of any kind whatsoever for injuries, damages or losses to persons and property which may be sustained in connection with (i) their participation in the promotion, (ii) the receipt, ownership or use of the prize or (iii) the preparation for, participation in and/ or travel to or from any prize-related activity

   Certain restrictions may apply. All details of each prize shall be at Sponsor’s sole discretion. Sponsor and Merchants reserve the right to change or replace prize element with another item of equal or greater value should any featured prize become unavailable. One prize per person and per household. Any and all warranties and/or guarantees on a prize (if any) are subject to the manufacturer’s terms therefore, and entrants agree to look solely to such manufacturer for any such warranty and/or guarantee. Sponsor makes no warranty either expressed or implied regarding the use or enjoyment of the prize. No substitution, transfer, or cash substitution of prize is permitted (except by Sponsor due to prize availability). All local, state and federal taxes on prizes, and other expenses not explicitly stated herein, are the sole responsibility of the individual winners. 

5. NOTIFICATION: Winners will be notified by e-mail and/or telephone on or about October 31, 2002. It is each entrant’s sole responsibility to notify Sponsor if he/she changes his/her contact information. 
6. WINNER INSTRUCTIONS: Winner will be required to complete and sign an Affidavit of Eligibility and Liability and (where legal) Publicity Release and return it within 10 days of issuance. Failure to return all required documents properly completed and executed, and/or non-compliance with any portion of these Official Rules (including all eligibility requirements) may result in the selected winner being disqualified, the prize being forfeited, and an alternate winner being selected. By accepting a prize, each winner agrees to the use of his/her name, photo and/or likeness in any advertising and/or promotion activities related to this sweepstakes without further compensation, consideration, right of review or consent, except where prohibited by law. By entering, entrants agree to defend, release and hold harmless Sponsor, CMI, Clear Channel Entertainment and Unilever HPC-USA and their respective parents, affiliates, divisions, subsidiaries, and agents from and against any and all claims, actions, and/or liability for injuries and/or damages of any kind sustained in connection with the Sweepstakes, and/or acceptance, use, or misuse of any prize awarded, or any related travel or activities. In the event of any dispute regarding who submitted an on-line entry, entry will be deemed submitted by the eligible person who is the authorized account holder of the e-mail account in question. "Authorized account holder" will be deemed the person assigned to an e-mail account by the entity responsible for assigning accounts for the domain associated with a submitted entry.
7. GENERAL: Sponsor, CMI, Clear Channel Entertainment, and Unilever HPC-USA and their respective parents, affiliates, divisions, subsidiaries, and agencies (collectively ‘Sweepstakes Entities") are not responsible for phone, electrical, network, computer, transmission, server hardware or software program malfunctions, failures or difficulties, including, without limitation, delay in and/or inability to access the Web Site or any other web site associated with the Sweepstakes. Sponsor and each of the Sweepstakes Entities are not responsible for lost, delayed, illegible, misdirected, or corrupted entries. All entries become the property of the Sponsor and will not be returned. In the event any dispute arises regarding the Sweepstakes, each participant agrees that such dispute shall be resolved by applying the laws of New York and that it shall be resolved within and by the courts of that state. Sponsor not responsible for any damage to participant’s computer system or software that may be occasioned by participation in the sweepstakes. Sponsor reserves right to cancel or modify the sweepstakes in the event it becomes infected by a virus or otherwise technically corrupted. 
8. WINNERS LIST: For name of winner, available after November 21, 2002, write to: CMI, 220 West 42^nd Street, New York, NY 10036.

Unilever HPC-USA — 33 Benedict Place, Greenwich, CT 06836-5308.