PAYSON & CO, LLC

$1,000 GIFT CERTIFICATE PROMOTION

OFFICIAL PROMOTION RULES

The Payson & Co., LLC $1,000 Gift Certificate Promotion (the "Promotion") is sponsored by Payson & Co., LLC (the "Sponsor"). By entering the Promotion, you agree to comply with and be bound by the following official Promotion rules (the "Rules"). Please review the Rules carefully. If you do not agree to the Rules in their entirety, you are not permitted to enter the Promotion.

1. NO PURCHASE NECESSARY TO ENTER OR WIN. PURCHASE WILL NOT INCREASE THE ODDS OF WINNING.

2. Eligibility.

This Promotion is open to legal residents of the United States and the District of Columbia, living in the United States or the District of Columbia who are at least 18 years of age. The Promotion is void in Puerto Rico, Rhode Island and in any other jurisdiction where the Promotion is prohibited or otherwise restricted by law, rule or regulation. The Sponsor, employees and independent contractors of the Sponsor and their immediate families (and those living in the same households) are not eligible to enter the Promotion.

Entrants wishing to obtain a copy of these Rules may request a printed copy by writing to:

Payson & Co, LLC Promotion Rules

Gracie Station

PO Box 1435

New York, NY 10028

3. How To Enter.

Go to http://www.transformationaljewelry.com/ww. Enter on the site by providing your email, name and physical address.

Only one (1) entry is permitted per person. Submitting multiple entries will disqualify you from the Promotion.

4. How to Win.

The winner will be decided by a random computer generated selection.

The winner will be notified via e-mail within two (2) days after the winner is verified (Entrants should ensure that their contact information is accurate and up to date). Winners are subject to eligibility verification.

Return of any prize/prize notification as undeliverable may result in forfeiture. In no case shall the Sponsor be liable in any manner where a winner has not received notification sent from the Sponsor or where the Sponsor fails to receive a response from the winner within forty eight (48) hours. If a response is not received from the winner within forty eight (48) hours, the Winner will forfeit their prize and the Sponsor will randomly select another winner.

5. Prize Descriptions.

The winner will be awarded a $1,000 gift certificate to use toward a purchase of any piece or combination of pieces of jewelry found at either http://www.transformationaljewelry.com or http://www.paysonjewelry.com. The prize is not transferable and there is no alternate cash value for this prize.

6. Odds of Winning.

The odds of winning depend on the number of Entrants who have registered, as defined in Section 3 above.

7. Limited Time.

The Promotion period begins May 1, 2009 and ends July 31, 2009.

8. Winners List.

To receive a list of winners, send a self addressed stamped envelope to:

Payson & Co, LLC Winners List

Gracie Station

PO Box 1435

New York, NY 10028

9. Taxes.

Federal, state and local taxes, and all similar fees and assessments, are the responsibility of the winner.

10. No Substitution.

No substitution or transfer of prizes will be accommodated or permitted, other than in the sole discretion of the Sponsor.

12. Publication.

Promotion entry constitutes permission for Sponsor to use Entrants' names and likenesses for advertising and promotional purposes without further compensation, except where prohibited by law.

13. Release.

By entering the Promotion, each Entrant agrees to release and hold harmless The Sponsor, employees and independent contractors of the Sponsor, their legal representatives, their affiliates, subsidiaries, parents, agencies and their respective officers, directors, employees and agents from any and all liability for any injuries, loss or damage of any kind arising from, or in connection with, the Promotion including, but not limited to, liability arising from improper use of likeness, personal injury, death, damages or monetary loss. Restrictions, conditions and limitations apply.

By entering, each Entrant further agrees that, in the event that there is any conflict or other inconsistency between the Rules and any advertisements, promotional or marketing materials, e-mails or announcements relevant to the Promotion, these Rules will govern. Any disputes arising from the Promotion shall be governed by and construed in accordance with the laws of the State of New York (without regard to conflict of law principles). Should a dispute arise concerning the Promotion, the parties agree to submit their dispute for resolution in a court of competent jurisdiction in the State of New York. Should any part of these Rules be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect.

14. Disqualification.

The Sponsor, employees and independent contractors of the Sponsor, their legal representatives, their affiliates, subsidiaries, parents, agencies and their respective officers, directors, employees and agents, are not responsible for lost, interrupted or unavailable network server or other connections, miscommunications, failed telephone or computer transmissions or technical failure, lost online entries, jumbled, scrambled or misdirected transmissions, or other error of any kind, whether human, mechanical or electronic. Persons found tampering with or abusing any aspect of the Promotion, as solely determined by the Sponsor, will be disqualified.

If disqualified for any of the above reasons, we reserve the right to terminate Entrant's eligibility to participate in the Promotion. In the event that any portion of the Promotion is compromised by virus, bugs, non-authorized human intervention or other causes beyond the control of the Sponsor which, in the sole opinion of the Sponsor, corrupts, or impairs the administration, security, fairness or proper determination of the Promotion, Advertisers Clearinghouse reserves the right, in its sole discretion, to suspend or terminate the Promotion or any part of the Promotion, or any combination of the above. The Sponsor is not responsible for any problem with entries generated by computer hardware or software malfunction, error or failure, whatever the cause.

15. Legal Warning.

Any attempt by any individual, whether or not a Entrant, to damage, destroy, tamper with or vandalize the Promotion Website, or otherwise interfere with the operation of the Promotion, is a violation of criminal and civil law and the Sponsor will diligently pursue any and all remedies in this regard against any offending individual or entity to the fullest extent permissible by law and in equity.