1) HOW TO ENTER: Sweepstakes begins 12:00 AM EST April 9, 1999 and ends 11:59 PM EST May 31, 1999 ("entry period"). There are two ways to enter: online or by mail. No other method of entry will be accepted. Online Method: You are automatically entered into the Juno 3.0 Preview Release Sweepstakes the first time you log on to the Juno Service (basic e-mail, Juno Gold or Juno Web) during the entry period using the Juno 3.0 Preview version of the Juno Software. Only the first use of the Juno 3.0 Preview Release software will qualify for entry so that each person may only be entered once into the sweepstakes. You may obtain the 3.0 Preview Version of the Juno Software by downloading it from the Juno website at http://dl.www.juno.com/dynoget/preview or by ordering a disc on CD-ROM through a Juno ad. Mail-In Method: You may enter the sweepstakes without installing and logging on to the Juno 3.0 Preview Version of the software by hand-printing your name, address, city, state, Zip, email address (if any), and the words, "Juno 3.0 Preview Release Sweepstakes" on a 3½"x5" piece of paper, inserting in an envelope, affixing postage and mailing to: Juno 3.0 Preview Release Sweepstakes, P.O. Box 4088, Grand Rapids, Minnesota 55730-4088. Mail-in entries must be postmarked by June 7, 1999 and received by June 14, 1999. Winner will be determined from among all eligible entries.

2) SELECTION OF WINNER: Prize winner will be selected in a random drawing on or after June 18, 1999 by Marden-Kane Inc., an independent judging organization whose decisions are final on matters relating to this sweepstakes. Odds of winning depend upon total number of eligible entries received. Winner may be required to sign an Affidavit of Eligibility/Liability and Publicity Release within 14 days of issuance of notification, where permitted by law. Failure to return the affidavit and release in the time noted will result in disqualification of the entry and an alternate winner will be selected. Prize will be awarded and winner will be notified by mail.

3) ENTRY LIMIT: Limit one entry per person regardless of method of entry. Subsequent attempts made by the same individual to enter electronically and via mail will be disqualified. If a person holds more than one Juno account, only their first use of the Juno 3.0 Preview Release software will qualify for entry. Incomplete entries are void. By entering, entrants acknowledge compliance with these official rules including all eligibility requirements. Neither Juno Online Services, Inc., any telephone network or service providers, nor Marden-Kane, Inc., are responsible for incorrect or inaccurate transcription of entry information, or for any human error, technical malfunctions, lost/delayed data transmission, omission, interruption, deletion, defect, line failures of any telephone network, computer equipment, software, inability to access any Web site or online service, or any other error or malfunction, or for late, lost, postage due, illegible or misdirected entries or mail. Entry materials that have been tampered with or altered are void. No copies, facsimiles or reproductions of entry form will be accepted. Proof of transaction or mailing does not constitute proof of delivery.

4) PRIZES: (1) Grand Prize: An IBM PC300PL PII/450MHz Computer with a 17" monitor. Approximate retail value: $2,500. Any applicable tax on prize is the sole responsibility of the winner. Certain restrictions may apply. No substitution, cash alternative or transfer of prize permitted except at the sole discretion of Sponsor. Sponsor reserves the right to substitute a prize of equal or greater value. If a prize winner cannot or will not accept prize, then prize will be forfeited and awarded to an alternate winner.

5) WHO CAN ENTER: Sweepstakes open only to legal residents of the U.S., 18 years of age or older. Void in Puerto Rico. Not eligible to enter are employees and the immediate families of Juno Online Services, Inc., its affiliates, subsidiaries, advertising, promotion & publicity agencies, & Marden-Kane, Inc. This sweepstakes is subject to all federal, state, and local laws. Void where prohibited. Winner agrees that the Sponsor, its affiliates, prize suppliers, and their respective agencies and employees shall not be liable for injury, loss or damage of any kind resulting from participating in this promotion or from the acceptance or use of the prize awarded. By entry into this sweepstakes, winner agrees to be bound by these official rules and consents to the use of his/her name, city and state of residence, likeness and/or photograph for promotional purposes online and off-line without additional compensation, unless prohibited by law. Sponsor reserves right to verify eligibility qualifications of winner.

Sponsor disclaims any liability resulting from problems to this sweepstakes caused by any failures with the hardware, software, transmission on-line failure or lost, delayed or corrupted data transmitted by participants. Sponsor accepts no liability for any damage caused to a user's computer or peripherals due to participation in this sweepstakes or to downloading any information or software necessary to participate. If the judges determine, in their sole discretion, that there is any suspected or actual electronic tampering with the sweepstakes or if technical difficulties compromise the integrity of the sweepstakes, the judges reserve the right to void the entries at issue and/or terminate the sweepstakes and conduct a random drawing to award the prize using all eligible entries received as of the termination date. If the sweepstakes is terminated due to tampering or technical difficulties prior to its expiration date, notice will be posted at http://home.juno.com/sweeps.html. Any attempt to deliberately damage the content or operation of this sweepstakes is unlawful and subject to legal action by the Sponsor and/or its agents. This sweepstakes is governed by U.S. laws and any claims will be resolved in the U.S.

6) WHO WON?: To receive the names of the winner, available after July 30, 1999, mail a self-addressed stamped envelope to: Juno 3.0 Preview Release Winner, P.O. Box 706, Sayreville, NJ 08871-0706.

7) SPONSOR AND PROMOTER: The Sponsor of this sweepstakes is Juno Online Services, Inc., 120 West 45th Street, New York, NY 10036. The Promoter of this sweepstakes is Marden-Kane, Inc., 36 Maple Place, Manhasset, NY 11030.

© 1999 Marden-Kane, Inc. All rights reserved. Sweepstakes entrants are hereby authorized to copy these official rules on the condition that it will be for the entrant's personal use and not for any commercial purpose whatsoever.