NO PURCHASE NECESSARY TO ENTER OR WIN. A PURCHASE DOES NOT IMPROVE YOUR CHANCES OF WINNING OPEN TO LEGAL RESIDENTS OF THE FIFTY UNITED STATES AND THE DISTRICT OF COLUMBIA WHO ARE 13 YEARS OF AGE OR OLDER. ENTRANTS UNDER THE AGE OF MAJORITY IN THEIR STATE OF RESIDENCE SHOULD GET PERMISSION FROM THEIR PARENT OR LEGAL GUARDIAN TO ENTER THE CONTEST. VOID WHERE PROHIBITED OR RESTRICTED BY LAW.

Simon: Simon Property Group L.P. ("Simon") is the sponsor of the Contest. Alloy Marketing and Promotions ("AMP") is the administrator of the Contest and is responsible for the collection, submission or processing of entries and the overall administration of the Contest. Simon is responsible for fulfillment of the prizes. Entrants should contact AMP with any questions, comments or problems related to the Contest.

Entry Locations / Entry Methods: The Contest will be conducted at the participating Simon Malls and on the dates and times as set forth in the chart at the end of these Official Rules.

You may enter the Contest at one of the participating malls as follows:

• Enter the Contest kiosk and follow the touch screen instructions.
• You must include complete and accurate personal information, including your email address.
• If requested, submit at least one (1) and up to five (5) email addresses of friends and family.
• Select one (1) of the songs featured on the Kiosk display to sing to.
• Using the Kiosk functions, create a :60 second video of yourself singing your selected song.

You may enter the Contest only once. Additional entries will be disregarded.

Any entry which in Simon or AMP's sole opinion is inappropriate, contains inappropriate language, is lewd or obscene, contains illegal material, infringes on the rights of third parties or that violates the Terms of Use applicable to and available at the "Site" (as defined below) or these Official Rules will be removed and the entrant disqualified.

Your entry may be viewed online at the Contest voting site at http://www.simondtour.com (the "Site"). The public will be invited to vote for its favorite videos online at the Site. By participating in the Contest you agree that Simon and its subsidiaries and affiliates and each of their representatives, employees, agents and contractors have the right, in perpetuity, to: (a) display and perform your video online at the Site (and related websites including but not limited to www.simon.com) and (b) permit public voting and comment in connection with your video.

The duration of the Contest will be from June 13 to September 7th, 2008 at 11:59:59 pm ET ("Contest Period"), comprising, collectively, the Respective Mall Voting Periods applicable to video entries submitted at each respective participating mall, as described below.

Additional Eligibility Requirements: In addition to the other eligibility requirements set forth in these Official Rules, the Contest is restricted to individuals: (a) who are amateurs and have never signed a commercial recording contract; and (b) are not (nor are their immediate family members and those living in the same households) employees, officers, directors and representatives of Simon, AMP, or their respective parent, subsidiaries, affiliates, advertising and promotion agencies.

Privacy: By entering the Contest, you agree to Simon's use of your personal information as described in the Simon's Privacy Policy applicable to and available at the Site (and www.simon.com).

Voting and Winner Selection: All persons visiting the voting site at the Site may vote for their favorite video. Entrants are encouraged to promote their entries and solicit votes in a sportsmanlike manner and in compliance with these Official Rules. Entries will be grouped and available for viewing and voting based upon the respective participating mall at which the entry was made (collectively the "Respective Mall Entries" at each respective participating mall). For all Respective Mall Entries for each respective participating mall, voting will commence at 12:00 A.M. Eastern Time on the day following the day of entry and continue until 11:59 P.M. Eastern Time on the 14th day following such start date (each such period a "Respective Mall Voting Period"). Simon and AMP have the right in their sole discretion to maintain the integrity and fairness of the Contest and, accordingly, shall have the right to void votes that are fraudulently or inappropriately cast or solicited including, without limitation created by mechanical or automated vote generating applications or improperly solicited by means of spam, harassment or unsportsmanlike conduct.

The entrant whose eligible video entry receives the highest number of eligible online votes during the Respective Mall Voting Period will be declared a potential winner of the prize related to that Respective Mall Voting Period, subject to verification (including verification of eligibility, compliance with the Official Rules, and completion of documentation specified herein) and satisfaction of any prize-related condition or specifications. In the event of a tie, multiple winners will be declared. The potential winner will be notified by email. The potential winner must accept the Prize within three (3) business days of notification. Any winner notification not responded to or returned as undeliverable may result in prize forfeiture. As a condition to being awarded a prize the potential prize winner (or if the potential prize winner is a minor, then the parent or guardian of such potential prize winner) will be required to sign and return an affidavit of eligibility and release of liability within five (5) business days of receipt. Such affidavit will provide, among other things, that the winner transfers to Simon all right, title and interest, including the worldwide copyright therein, to the potential winner's video as well as to the unrestricted right to utilize the potential winner's voice, image and likeness in connection with the video. In addition, except where prohibited by law, each winner grants (and agrees to confirm that grant in writing) permission for Simon and its designees to use such winner's name, photograph, voice and/or likeness, and winning entry (including the display, reproduction and distribution of the entry), for advertising and/or publicity purposes related to the Contest in all media and formats now known or hereafter discovered, worldwide and on the world wide web, without notice, review, approval, or additional compensation. If a prize is returned, refused, or returned as undeliverable, then the prize will be forfeited. No substitution or transfer of a prize is permitted except as permitted by Simon.

Prizes:

Twenty-four (24) mall prizes - The winner of each Respective Mall Voting Period will be awarded one (1) $50 Simon Giftcard®. Each such winner will also win a chance to (a) have their video transmitted and displayed on the OnSpot Digital Network™ transmitted to one or more Simon Malls throughout the country and (b) be awarded the opportunity to win the Contest Grand Prize (There is no monetary value for these portions of the prize.)

Grand Prize - The Respective Mall Voting Period winner who receives the highest number of votes as compared to the other Respective Mall Voting Period winners will be awarded one (1) $500 Simon Giftcard.

Simon Giftcards awarded are subject to all standard terms and conditions applicable to Simon Giftcards. Simon reserves the right to substitute a dollar valued prize for another prize of equal or greater value.

General Conditions: Only one Prize per household will be awarded. By entering the Contest, each entrant acknowledges and agrees that:

A. The Contest is governed by the laws of the United States and New York. All federal, state and local laws and regulations apply, however any claim made in connection with this Contest shall be governed and interpreted in accordance with the laws of the state of New York, without regard to its conflict-of-law rules. Each entrant hereby consents to the exclusive jurisdiction of courts situated in the state of New York for resolutions of all claims, differences and disputes related to this Contest. The Contest is not to be used in connection with any form of gambling. Prize will only be awarded and/or delivered to addresses within the United States. All taxes, fees, and surcharges are the sole responsibility of the prize winner. Failure to comply with the Official Rules will result in forfeiture of the Prize. If the Prize is forfeited, the eligible entrant garnering the next highest number of votes in the applicable Respective Mall Voting Period will be selected as a potential winner. Other than in the case of ties, no more than the advertised number of prizes will be awarded. Simon will not replace any lost or stolen prizes.

B. Entrants further agree that Simon, AMP, and its and their respective parents, subsidiaries and affiliated companies, advertising and promotion agencies, suppliers, printers, distributors, and the respective officers, directors, employees, representatives and agents of each and any other person or entity related in any way to this Contest (together the "Contest Entities") will have no liability whatsoever for, and shall be held harmless by entrants (and parent/legal guardian if entrant is a minor) against, any and all liability for any injuries, loss or damage of any kind to persons, including death, or property damage resulting in whole or in part, directly or indirectly, from acceptance, possession, misuse or use of any prize, participation in this promotion, or while traveling to, preparing for or participating in any prize-related activity. The Contest Entities expressly disclaim any responsibility or liability for injury or loss to any person or property in connection with the delivery and/or subsequent use of the prizes awarded.

Conduct: The Official Rules will be posted at the Contest kiosk and the Contest Site throughout the Contest Period. Entrants further agree to be bound by the decisions of the Contest officials, which are final and binding in all respects. Simon and AMP reserve the right at their sole discretion to disqualify any individual it finds to be tampering with the entry process or the operation of any of the Contest or any website; to be acting in violation of the Official Rules; or to be acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. CAUTION: ANY DELIBERATE ATTEMPT BY AN ENTRANT OR ANY OTHER INDIVIDUAL TO DAMAGE ANY WEBSITE, APPLICATION, CONTEST EQUIPMENT OR UNDERMINE THE LEGITIMATE OPERATION OF THE CONTEST IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, SIMON AND AMP RESERVE THE RIGHT TO SEEK DAMAGES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW.

Limitations of Liability: Neither Simon nor AMP are responsible for any incorrect or inaccurate information, whether caused by website users or by any of the equipment or programming associated with or utilized in the Contest or by any technical or human error, which may occur in the processing of submissions in the Contest. Simon and AMP assume no responsibility for any misdirected or lost mail, or any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, entries. Neither Simon nor AMP are responsible for any problems or technical malfunction of any telephone network or lines, computer on-line systems, servers or providers, computer equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any website or combination thereof, including injury or damage to entrants' or to any other person's computer related to or resulting from participating in or downloading materials from the Contest. If, for any reason, the Contest is not capable of running as planned due to mall event rescheduling or cancellations or unforseen causes, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes beyond the control of Simon and/or AMP which corrupt or affect the administration, security, fairness, integrity or proper conduct of the Contest, then Simon reserves the right at its sole discretion to cancel, terminate, modify or suspend the Contest. In the event of a dispute concerning who registered online to participate in the Contest, the registration will be declared to have been made by the authorized account holder or the email address submitted at the time of registration. The authorized account holder is defined as the natural person who is assigned to an email address by an internet provider, online service provider, or other organization (e.g., business, education institution, etc.) that is responsible for assigning email addresses for the domain associated with the submitted email address. A potential winner may be requested to provide Simon with proof that the potential winner is the authorized account holder of the email address. If a dispute cannot be resolved to Simon's satisfaction, the entry will be deemed ineligible.

Winners List and Rules: To obtain a copy of the name of the winners of each Respective Mall Voting Period and the Grand Prize winner or a copy of the Official Rules by mail, send the applicable request and a self-addressed, stamped, #10 envelope to: 2008 Simon dTOUR Singing Competition , c/o Alloy Marketing and Promotions, LLC, 54 Canal St., 6th Floor, Boston, MA 02114.

Sponsor: Simon Property Group, L.P., 225 West Washington Street, Indianapolis, IN 46204.

Administrator: Alloy Marketing and Promotions, 54 Canal Street, 6th Floor, Boston, MA 022114

Participating Malls: