NO PURCHASE NECESSARY.
SWEEPSTAKES OFFERED ONLY IN THE 50 STATES OF THE UNITED STATES
(AND THE DISTRICT OF COLUMBIA).
VOID WHERE PROHIBITED BY LAW.

1. How to Enter: The Curtain Rises, Darkness Falls Sweepstakes ("Sweepstakes") begins on December 18, 2002 at 3:00 p.m. and ends on February 6, 2003 at 3:00 p.m. ("Sweepstakes Period"). For purposes of the Sweepstakes, all times stated herein refer to Pacific Time ("PT"). To enter, access the Sweepstakes Web site at www.sonypictures.com/movies/darknessfalls/sweepstakes.hmtl ("Web Site") and complete (and thereafter submit) the entry form ("Entry"). Information required on the entry form consists of your first name, last name, address (including zip code), telephone number (including area code), gender, date of birth, and email address (collectively "Entry Information"). All required Entry Information must be completed in full in order for Entry to be accepted. If a participant is from a jurisdiction that deems him/her to be a minor, he/she must obtain parental/legal guardian consent prior to entering or submitting any personally identifiable information. Any other attempted form of entry is void. Limit one (1) Entry per person per day. Entries by the same person in excess of the limits stated herein will be disqualified. Proof of delivery or receipt of Entry will not be deemed by Hilltop New Media, Inc. ("Sponsor") as proof of entry. Entries must be received by February 6, 2003 at 3:00 p.m. PT.

2. Eligibility: Only legal residents of the 50 states of the United States (and the District of Columbia) who reside and are physically located in the U.S. (or the District of Columbia), and who are 13 years of age or older as of December 18, 2002 are eligible to enter the Sweepstakes. Employees of Sponsor, Sony Pictures Entertainment Inc., Sony Pictures Digital Entertainment Inc., Dark Horse Comics, Inc., Skycastle Entertainment, Inc., Sullivan Compliance Company ("Sweepstakes Administrator"), their advertising or promotion agencies, those involved in the production, development, implementation or handling of the Sweepstakes, any agents acting for, or on behalf of the above entities, their respective parent companies, officers, directors, subsidiaries, affiliates, service providers, prize suppliers, any other person or entity associated with the Sweepstakes (collectively "Sweepstakes Entities"), members of their immediate families (spouses, children, siblings, parents), persons living in the same household as such persons, whether or not related, are ineligible to participate in the Sweepstakes.

3. Prizes/Odds of Winning: One (1) Grand Prize ("GP"): One (1) private screening of the movie Darkness Falls for GP winner and up to 50 guests in GP winners' hometown ("Screening") and one (1) Darkness Falls prize pack consisting of a Darkness Falls comic and a library of other Dark Horse books and products Comic Library (Approximate Retail Value ("ARV") of Darkness Falls prize pack: $250), one (1) Darkness Falls poster autographed by select cast and crew, and one (1) Darkness Falls T-shirt (GP ARV: $775). Location, venue, and date/time of Screening (near GP winner's hometown) will be selected by Sponsor at its sole discretion and is subject to availability. GP winner must accept Screening location, venue, and date/time designated by Sponsor or Screening portion of prize will be forfeited. Screening subject to usual MPAA ratings. GP does not include any expenses not specified in these Official Rules, including but not limited to transportation to and from screening and food/drink concessions. If the GP winner or a screening guest is a resident of a jurisdiction that deems him/her to be a minor, his/her parent/legal guardian must accompany him/her, and such person must pay his/her own expenses unless deemed to be the GP winner or one of the 50 guests. Five (5) First Prizes: One (1) Darkness Falls mini prize pack consisting of a Darkness Falls comic and a selection of other Dark Horse books and products (ARV of Darkness Falls mini prize pack: $50), one (1) Darkness Falls poster autographed by select cast and crew, and one (1) Darkness Falls T-shirt (First Prize ARV: $75 each). Total ARV of all prizes: $1,150. Odds of winning a prize depend upon the total number of eligible Entries received. Limit one (1) prize per person/family/household. Winners are solely responsible for all costs, incidentals, and any other expenses not specifically mentioned as being included. No substitution, transfer, or cash equivalent for any prize, or prize component, except that Sponsor, at its sole discretion, may substitute a prize of equal value due to prize unavailability for any reason. In the case of signed merchandise, no letter of authentication will be provided. Any depictions of prizes are for illustrative purposes only. Prizes will be sent/shipped to U.S. addresses only. All federal, state, or other taxes are the responsibility of winner.

4. Drawing and Notification: Potential winners will be randomly selected in a drawing held on or about February 20, 2003 from among all eligible Entries received by Sweepstakes Administrator. If a winner is a resident of a jurisdiction that deems him/her to be a minor, prize may be awarded in the name of his/her parent/legal guardian. Potential GP winner (if a resident of a jurisdiction that deems him/her to be a minor, his/her parent or legal guardian) will be notified by phone, mail and/or email within approximately two (2) weeks of the drawing date. All other prize winners will be notified by mail. If a potential winner cannot be reached after a reasonable effort has been exerted, if he/she is found to be ineligible, he/she cannot or does not comply with these Official Rules, or if his/her prize or prize notification is returned as undeliverable, such person will be disqualified and an alternate potential winner may be selected at Sponsor's sole discretion.

5. General Conditions: Sweepstakes is subject to these Official Rules and all federal, state and local laws and regulations (collectively "Rules and Laws"). Potential GP winner (his/her parent/legal guardian, if a resident of a jurisdiction that deems him/her to be a minor), will be required to sign, execute, have notarized, and return an Affidavit of Eligibility, a Liability Release, (where legal) a Publicity Release, and any other documentation that Sweepstakes Administrator and/or Sponsor may require (collectively "Affidavit/Release"), within five (5) days after receipt or such potential GP winner may be disqualified and alternate potential GP winner may be selected at Sponsor's sole discretion. By returning the completed Affidavit/Release, GP winner attests to the authenticity of his/her winning Entry. Once submitted, Entries become the sole property of Sponsor and will not be returned. Notwithstanding anything to the contrary in Sponsor's privacy policy located at www.sonypictures.com/spe/privacy_index.html, except where prohibited by law, entry and/or winner's (winner's parent/legal guardian, if winner is minor) acceptance of a prize constitutes permission of winner or, if minor, his/her parent/legal guardian, for Sponsor to use, without notice or further compensation, worldwide, and in perpetuity, in any and all forms of media, now known and hereafter devised, including, without limitation, on the Web Site, winner's first name, last initial, city and state. Additionally, by opting-in to specific offers from any of the Sweepstakes Entities, your personal information will be subject to their respective privacy policies and terms of service and you agree to receive additional email communication from those companies. Sponsor reserves the right, at its sole discretion, to disqualify any individual it finds to be tampering with the entry process or the operation of the Sweepstakes or the Web Site or any Web site related to the Sweepstakes; to be acting in violation of the Official Rules; or to be acting in a non-sportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. Any person attempting to defraud Sweepstakes Entities or in any way tamper with this Sweepstakes or the Web Site will be ineligible for a prize and will be prosecuted to the full extent of the law. If, for any reason, the Sweepstakes is not capable of running as originally planned, Sponsor, in its sole discretion, reserves the right to suspend, modify or cancel the Sweepstakes or any portion(s) thereof and conduct the drawing from all salvageable eligible Entries received, if any. In the event of a dispute as to the identity of a particular entrant who submitted a winning Entry, the owner of the email account associated with that Entry may be deemed the entrant, at Sponsor's sole discretion, must comply with these Official Rules and may be required to provide proof of ownership of the email account

6. Disclaimers: Sweepstakes Entities are not responsible or liable for Entries that are entered by other than human means (such as by an automated computer program or any non-human mechanism, entity, or device), or for Entries that are illegible, late, destroyed, lost, misplaced, stolen, misdirected, tampered with, incomplete, deleted, damaged, or otherwise not in compliance with these Official Rules and all such Entries will be disqualified. By entering Sweepstakes, entrants agree and acknowledge to be bound by the Rules and Laws, as well as the decisions of Sweepstakes Administrator which are final and binding in all respects; to waive any rights to claim ambiguity with the Rules and Laws, and that Sweepstakes Entities shall have no responsibility or liability (including, but not limited to, liability for any property loss, damage, personal injury or death) in connection with: participation in this Sweepstakes; human error; incorrect or inaccurate transcription of Entry Information; acceptance/possession, use/misuse, and/or defects of the prizes awarded herein; any technical malfunctions of the telephone network, computer online system, computer dating mechanism, computer equipment, software, or internet service provider; interruption or inability to access Sweepstakes, Web Site, or any online service via the internet due to hardware or software compatibility problems; any damage to entrant's (or any third person's) computer and/or its contents related to or resulting from any part of this Sweepstakes; any lost/delayed data transmissions, omissions, interruptions, defects and/or any other errors or malfunctions, even if caused by the negligence of one of the Sweepstakes Entities. Entrants further agree to indemnify and hold harmless the Sweepstakes Entities from any and all liability resulting or arising from the Sweepstakes, to release all rights to bring any claim, action or proceeding against the Sweepstakes Entities, and hereby acknowledge that said Sweepstakes Entities 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, relative to any prize, including express warranties provided exclusively by a prize supplier that may be sent along with a prize.

7. Rules/Name of Winners: For the names of the winners or for an additional copy of these Official Rules, send a self-addressed stamped envelope to: Curtain Rises, Darkness Falls Sweepstakes "Rules"/"Name of Winner" (specify which), P.O. Box 11415, Burbank, CA 91510. All requests must be received by April 6, 2003. Official Rules will also be accessible from the Web Site. Names of winners may also be posted on the Web Site.

8. Sweepstakes Administrator: Sullivan Compliance Company, P.O. Box 7398, Burbank, CA 91510-7398.

9. Sponsor: Hilltop New Media, Inc., 3960 Ince Blvd, Culver City, CA 90232.

2002 Skycastle Entertainment. All rights reserved.