OFFICIAL RULES

NO PURCHASE OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR WIN.

A PURCHASE WILL NOT IMPROVE YOUR CHANCES OF WINNING. WINNERS WILL BE CHOSEN AT RANDOM.

By entering the LOFT "My Perfect Summer Get-Away" Sweepstakes (the “Sweepstakes”), you agree to comply with and be bound by the following official Sweepstakes rules. If you do not agree with the rules in their entirety, you are not permitted to enter the Sweepstakes.

ELIGIBILITY: THE SWEEPSTAKES IS OPEN ONLY TO LEGAL RESIDENTS OF THE CONTIGUOUS 48 UNITED STATES AND THE DISTRICT OF COLUMBIA WHO ARE 21 OR OLDER AT TIME OF ENTRY. Employees of AnnTaylor, Inc. (“Sponsor”), The US Sweepstakes & Fulfillment Company (“Administrator”), any parent company, subsidiaries, affiliates, advertising and promotion agencies and their immediate family members (defined as spouse, siblings, parents and children) and/or those living in the same household (whether related or not) of each are not eligible to enter. Sweepstakes is subject to all applicable federal, state and local laws and regulations. Void outside the United States, in AK, HI, Puerto Rico and where prohibited by law. This Sweepstakes is in no way sponsored, endorsed or administered by, or associated with, Facebook. Entrants understand that they are providing their information to Sponsor and not to Facebook. The information provided will only be used for the purposes of this Sweepstakes and as otherwise permitted by Sponsor’s privacy policy.

HOW TO ENTER: There are two (2) methods of entry.

Method 1: Online Entry. To enter online, visit www.facebook.com/LOFT online, click "Like" to become a fan of the LOFT page, click the Getaway Sweeps tab, and complete the online entry form in its entirety (“online entry”). After registering, online entrants will be prompted to a Thank You page and provided the option to play a Pack Your Bags online game (“Game”) in order to receive one (1) bonus entry to the sweepstakes. Entries must be received between 12:01 AM Eastern Time (“ET”) Monday, May 9, 2011 and 11:59 PM ET Monday, May 30, 2011. Online entrants are subject to all notices posted online including but not limited to privacy policies of the Sponsor. Limit: One (1) online or mobile entry and one (1) bonus entry per person per day regardless of whether entrant has more than one email address or wireless mobile telephone number. Although subsequent attempts to enter on a given day may be received, only the first complete entry received from a particular entrant will be eligible; subsequent attempts by the same person to enter, including entries submitted with an alternate email address, will be disqualified. All entries and requests become Sponsor’s property and will not be returned or acknowledged.

Method 2: Mobile Entry. To enter via mobile phone (“wireless phone”) visit http://apps.facebook.com/loftsummergetaway/ by mobile phone, click "Like" and become a fan of the LOFT page, click the Getaway Sweeps tab and complete the entry form in its entirety (“mobile entry”). Mobile entrants will be advised to go online via computer to www.facebook.com/LOFT and if they entered that day by mobile phone, they will be able to play the Game and receive a bonus entry. Entries must be received between 12:01 AM ET Monday, May 9, 2011 and 11:59 PM ET Monday, May 30, 2011. Limit: One (1) online or mobile entry and one (1) bonus entry per person per day regardless of whether entrant has more than one email address or wireless mobile telephone number. Although subsequent attempts to enter on a given day may be received, only the first complete entry received from a particular entrant will be eligible; subsequent attempts by the same person to enter, including entries submitted with an alternate wireless telephone number, will be disqualified. All entries and requests become Sponsor’s property and will not be returned or acknowledged. In the event of any dispute regarding the identity of a person submitting an entry via wireless phone, the mobile entry will be deemed submitted by the person whose name is on the account associated with the cell phone number submitting the entry.

All mobile entries must be received no later than 11:59:59 PM ET, Monday, May 30, 2011.

Important Notice for Mobile means of entry. Incomplete or inaccurate entries shall be deemed void. Entrant's wireless service provider may charge Entrant for data usage, and Entrant shall be responsible for any and all costs associated with this form of entry. Please consult your wireless service provider regarding their pricing plans. Entrant must be a wireless service subscriber with data usage and text messaging service, using a participating service provider in order to enter via this method. Not all wireless phone providers carry the necessary service to participate. Check your phone and service capabilities for specific mobile internet instructions.

PRIZE & APPROXIMATE RETAIL VALUE ("ARV")/ODDS: One (1) Grand Prize: Trip for two (2) for the winner and guest to the winner’s choice of one of the following: Tulum, Mexico; Bar Harbor, Maine; Lake Minnetonka, Minnesota; Santa Fe, New Mexico. Grand Prize trip consists of the following; three (3) days/two (2) nights first class hotel accommodations for two (2), round trip coach air for two (2) from major airport in the 48 contiguous states, breakfast daily, two (2) activities for both Winner and Guest (Spa, Golf, Tour, Fishing) in chosen destination, dinner for two (2) evenings and car rental for duration of stay. (Total ARV for trip: $5,000.00)

One (1) First Prize winner will receive a $1,000.00 LOFT gift card. (First Prize ARV $1,000.00)

One (1) Second Prize winner will receive a $500.00 LOFT gift card. (Second Prize ARV $500.00)

Six (6) Third Place winners will get one (1) $250.00 LOFT gift card. (Third Prize Total ARV $1,500.00)

TOTAL ARV of All Prizes is: $8,000.00

Odds of winning depend on number of eligible entries received.

Gift cards are not redeemable for cash and will not be replaced if lost or stolen. Gift card usage subject to the complete terms and conditions for LOFT gift cards.

RANDON DRAWING: Potential winners will be selected in a random drawing from all eligible entries on or about Monday, June 6, 2011, by Administrator, a representative of the Sponsor whose decision is final and binding. Winner will be notified by email.

WINNER NOTIFICATION: Winner will be confirmed via email and/or phone, and will be required to sign and return, within ten (10) days of notification, an Affidavit of Eligibility and a Liability Waiver and where allowable, a Publicity Release (collectively, "the Releases"). Travel companion of winner will also be required to sign a Liability/Publicity/Travel Release. Noncompliance will result in disqualification and an alternate winner being selected.

Winner is responsible for all federal, state, local and income taxes associated with winning prize. Winner will be required to furnish his/her social security number for the sole purpose of preparation of any tax forms as required by law.

PRIZE CONDITIONS: All travel related expenses for gratuities, incidentals, upgrades, insurance, service charges, hotel, resort or property fees, food & beverage and personal expenses such as but not limited to telephone/Internet charges and gift shop purchases are the sole responsibility of prize winner. Winner and travel companion must travel on same itinerary. Prize must be used on dates specified or prize will be forfeited. Dates are subject to change. Winner and travel companion must have valid photo ID or passport prior to departure. Airline regulations apply. Travel is subject to availability.

All travel arrangements must be made through Sponsor's agent on a carrier of Sponsor's choice and trip must be booked a minimum of forty-five (45) days in advance. Dates are subject to availability and certain black-out dates and other travel restrictions may apply. Sponsor reserves the right to approve any travel dates and TRIP MUST BE TAKEN BETWEEN 7/21/2011 and 5/31/2012 or such prize will be forfeited.

All hotel reservations are based on availability and all holidays are excluded. Accommodations are subject to availability at time of reservation. Blackout dates, advance booking requirements and travel restrictions may apply as noted above. Availability is subject to factors such as weather, seasonality and space availability. Reservations are subject to availability. If weather affects the ability for winner and his/her guest to redeem any portion of prize during the scheduled date and time, then the Sponsor shall have no further obligation to the winner and/or guest other than to supply the remaining elements of the prize package minus the unused portion of prize. If for any reason whatsoever, winner and/or guests are unable to travel after all travel arrangements have been made and paid, the Sponsor shall have no further obligation to the winner. If prize is forfeited prior to Sponsor finalizing and paying for travel, and there is sufficient time to notify an alternate winner, the prize will be awarded to an alternate winner in a separate random drawing from among all non-winning eligible entries. Winner and guest are responsible for obtaining the proper travel documentation (e.g., valid photo ID or passport) prior to travel. Winner’s guest must be legal U.S. resident, and of the Age of Majority in his/her State of Primary Residence, unless travel companion is a child of winner or minor that has parental permission to accompany winner. Travel companion and/or legal guardian of travel companion, must complete and return a Liability/Publicity/Travel Release prior to travel as noted above.

The prize package will be awarded within approximately 45 days after the winner is verified. If a prize notification or prize is returned as undeliverable, or if winner is found to be ineligible or not in compliance with these rules that winner will be disqualified, and the prize will be awarded to an alternate winner in a separate random drawing.

If a winner is otherwise eligible under these Official Rules, but is nevertheless deemed a minor in his or her state of primary residence, the prize will be awarded in the name of winner's parent or legal guardian who will be required to execute and return the Releases on minor’s behalf. If the Releases are returned as undeliverable or if the selected winner cannot accept or receive the prize for any reason, or he/she is not in compliance with these Official Rules, the prize will be forfeited and an alternate winner will be selected in a separate random drawing.

Prize is not redeemable for cash. Prize is non-assignable or transferable. No substitution is permitted except if prize is unavailable, in which case a prize of equal or greater value will be awarded. No cash in lieu of prize and no exchange or substitution of prize, except at the sole discretion of the Sponsor. Any other incidental expenses on prize not specified herein are the winner’s sole responsibility.

Except where prohibited by law, entry and acceptance of prize constitute permission to use winner's name, prize won, hometown, likeness, video tape, photographs, and statements for purposes of advertising, promotion and publicity (including online posting) in any and all media now or hereafter known throughout the world in perpetuity, without additional compensation, notification or permission. Subject to the terms and conditions provided herein, the prize is guaranteed to be awarded.

GENERAL: By participating, entrants fully and unconditionally agree to these Official Rules and the decisions of the Sponsor and Administrator, which are binding. Entrants agree that they release the Sponsor, Facebook, any parent company, affiliated companies, and all other businesses involved in this Sweepstakes, as well as the employees, officers, directors and agents of each such company, from all claims and liability relating to their participation, acceptance and use of the prize. Winners assume all liability for any injury or damage caused or claimed to be caused, by participation in this Sweepstakes or receipt or use of the prize. Sponsor and businesses affiliated with this Sweepstakes and their agents have not 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 the prize, including, without limitation, to the prize’s quality or fitness for a particular purpose. The Sponsor is not responsible for any typographical or other error in the advertising for the Sweepstakes, administration of the Sweepstakes or in the announcement of the prize. Sponsor is not responsible if Sweepstakes cannot take place or if the prize cannot be awarded due to cancellations, delays or interruptions due to acts of God, acts of war (declared or undeclared), natural disasters, weather, acts of terrorism, riot or civil disturbance, satellite or equipment failure, federal state or local government law, order or regulation, public health crisis, order of any court or jurisdiction, or other cause not reasonably within Sponsor’s control (each a “Force Majeure” event or occurrence).

In the event of a dispute over the identity of an online entrant or wireless phone entrant, entry will be deemed submitted by the "Authorized Account Holder" of the e-mail address submitted or wireless phone used at time of entry. Authorized Account Holder means the natural person 21 years of age or older who is assigned to an e-mail address by an Internet access provider, online service provider, wireless phone provider, or other organization that is responsible for assigning e-mail addresses for the domain associated with the submitted e-mail address or wireless phone numbers. Sponsor and/or Administrator may ask any entrant or potential winner to provide Sponsor and/or Administrator with proof that such party is the authorized account holder of the email account or wireless phone associated with the entry. Entry materials/data that have been tampered with or altered, or mass entries or entries generated by a script, macro or use of automated devices are void. The Sponsor is not responsible for: (i) error, omission, interruption, deletion, defect, delay in operations or transmission, theft or destruction or unauthorized access to or alterations of entry materials, or for technical, network, telephone equipment, telephone network, telephone line, electronic, computer, hardware or software malfunctions of any kind, or inaccurate transmission of or failure to receive entry or email information by Sponsor on account of technical problems or traffic congestion on the Internet or at any web site or any combination thereof; or (ii) any injury or damage to persons or property, including but not limited to death, which may be caused, directly or indirectly, in whole or in part, from entrant’s participation in the Sweepstakes or receipt or use of the prize. By participating in the Sweepstakes, you (i) agree to be bound by these Official Rules, including all eligibility requirements, and (ii) agree to be bound by the decisions of the Sponsor, which are final and binding in all matters relating to the Sweepstakes. Behavior which is intended to disrupt or undermine the legitimate operation of the Sweepstakes, or which is intended to annoy, abuse, threaten or harass any other person, or any failure to comply with these Official Rules, may result in disqualification from the Sweepstakes, and Sponsor reserves the right to seek damages and other remedies from any such person engaging in such behavior to the fullest extent permitted by law. The Sponsor reserves the right to: (i) permanently disqualify from the Sweepstakes any person it believes has intentionally violated these Official Rules; and (ii) cancel, suspend and/or modify the Sweepstakes without any liability if any fraud, virus, tampering, bugs, unauthorized intervention, fraud, technical failures or other factor beyond Sponsor’s reasonable control impairs the administration, functioning, fairness, integrity or proper play of the Sweepstakes, as determined by Sponsor and/or Administrator in their sole discretion, and withdraw the online and/or wireless method of entry if it becomes technically corrupted (including if a computer virus or system malfunction inalterably impairs its ability to conduct the Sweepstakes), and to select winner from among all eligible entries received prior to withdrawal. Inclusion in such random drawing shall be each entrant’s sole and exclusive remedy under such circumstances.

SPONSOR IS NOT RESPONSIBLE FOR INCOMPATIBILITY OF ENTRANT’S HARDWARE, SOFTWARE OR BROWSER TECHNOLOGY WITH SPONSOR’S HARDWARE, OR SOFTWARE OR BROWSER TECHNOLOGY.

LEGAL WARNING: ANY ATTEMPT BY AN INDIVIDUAL, WHETHER OR NOT AN ENTRANT, TO DELIBERATELY DAMAGE, DESTROY, TAMPER OR VANDALIZE THIS WEB SITE OR INTERFERE WITH THE OPERATION OF THE SWEEPSTAKES, IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND THE SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES AND DILIGENTLY PURSUE ALL REMEDIES AGAINST ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW.

APPLICABLE LAWS AND JURISDICTION: This Sweepstakes is subject to all applicable federal, state, and local laws and regulations. Issues concerning the construction, validity, interpretation and enforceability of these Official Rules shall be governed by and interpreted under the laws of the State of New York without regard to its conflicts of laws provisions. By participating, entrants agree that any and all disputes arising out of or relating in any way to this Sweepstakes shall be resolved individually, and without resort to class action, exclusively by a state or federal court located in New York, New York. Should there be a conflict between the laws of the State of New York and any other laws, the conflict will be resolved in favor of the laws of the State of New York. All judgments or awards shall be limited to actual out-of-pocket damages (excluding attorneys’ fees) associated with participation in this Sweepstakes and shall not include any indirect, punitive, incidental and/or consequential damages.

PRIVACY: By entering and providing the required entry information, Entrants acknowledge that the Sponsor may also send information, samples or special offers it believes may be of interest to Entrant, or other information or goods offered by its marketing partners. Personal information collected from online Entrants is subject to the Sponsor’s Privacy Policy, which can be found at www.LOFT.com.

WINNER LIST: For confirmation of the prizewinners’ name and city of residence, send a self-addressed stamped envelope, to be received by Monday, July 25, 2011 to: “Perfect Summer Get-Away” Sweepstakes Winners List Request, PO Box 25497, Rochester, NY 14625

INDEPENDENT SWEEPSTAKES ADMINISTRATOR: The US Sweepstakes & Fulfillment Company, 625 Panorama Trail Suite 2100, Rochester, NY 14625.

OFFICIAL SPONSOR: AnnTaylor, Inc. (7 Times Square, New York, NY 10036).

Any questions, comments or complaints regarding this Sweepstakes should be sent via e-mail or mail to: social_media@anntaylor.com, LOFT, 7 Times Square, New York, NY 10036.