NO PURCHASE NECESSARY.
A PURCHASE WILL NOT IMPROVE ONES CHANCES OF WINNING. VOID IN GUAM, PUERTO RICO, ALL OTHER U.S. TERRITORIES AND POSSESSIONS, THE PROVINCE OF QUEBEC, CANADA AND WHERE PROHIBITED BY LAW.

1. Description: "The $1,000 Maternity Wardrobe" Sweepstakes X begins on October 1, 2008 at 12:01 a.m. Eastern Time (“ET”) and ends on September 30, 2009 at 11:59 p.m. (ET) (“Sweepstakes Period"). The sweepstakes is composed of twelve (12) separate non-connective individual monthly sweepstakes; each monthly sweepstakes begins at 12:01 a.m. on the first day of the month and ends at 11:59 p.m. on the last day of the month. For purposes of this sweepstakes, all times refer to Eastern Time and sponsor’s computer shall be the official clock for purposes of the sweepstakes.

2. How to Enter: There are two (2) ways to enter: To enter on-line, access one of the following web sites: http://www.destinationmaternity.com, http://www.apeainthepod.com, http://www.motherhood.com or http://www.motherhoodcanada.ca ("Web Sites"). Click on the sweepstakes icon or text link, either of which will take you to the sweepstakes home page and entry form. Entrant must complete (and thereafter submit) the entry form with the following required information: first name, last name, complete home address (including state/province, zip code/postal code, no P.O. Boxes), telephone number (including area code), email address, and birth date ("Internet Entry"). To enter in-store, visit the participating Destination Maternity Superstores in either White Plains, NY or Charlotte, NC only, complete the entry form, and hand it to a store employee (“In-store Entry”). There is a limit of one (1) In-store Entry or one (1) Internet Entry (collectively “Entry”) per person per day. Entries for a given individual monthly sweepstakes must be received by 11:59 P.M. on the last day of that particular month. All required entry information must be completed in full. Proof of delivery or receipt of any kind of entry will not be deemed by Sponsor, as defined below as proof of entry. Any attempted form of entry into the sweepstakes other than as described herein is void. Entries by the same person in excess of the limits stated herein will be disqualified.

3. Eligibility: The sweepstakes is only open to permanent legal residents of the 50 states of the U.S., Washington D.C. (excluding Guam, Puerto Rico, and all other U.S. territories and possessions) and Canada (excluding the province of Quebec) who are physically located therein and who are 18 years of age or older as of the date of his/her entry. Entrants must have either a valid social security number, a valid U.S. personal tax identification number and/or a Social Insurance Number for Canadian residents. Employees of Destination Maternity Corporation, A Pea in the Pod, Motherhood Maternity, Destination Maternity, http://www.destinationmaternity.com, http://www.apeainthepod.com, http://www.motherhood.com or http://www.motherhoodcanada.ca. Sweepstakes administrator, advertising or promotion agencies, those involved in production, development, implementation or handling of sweepstakes, and any agents acting for the above entities, and their respective parent companies, officers, directors, subsidiaries, affiliates, service providers, prize suppliers, or any other person or entity associated with sweepstakes (collectively “Sweepstakes Entities”) and members of their immediate families (spouses, children, siblings, parents) and/or persons living in the same household as such persons, whether related or not are ineligible to enter sweepstakes.

4. PRIZES/ODDS OF WINNING: Twelve (12) Prizes (one (1) Prize for each individual monthly sweepstakes): Each monthly winner will receive one (1) one-thousand dollar ($1,000) gift certificate (Approximate Retail Value (“ARV”) $1,000 each USD). Odds of winning a prize depends on the number of eligible entries received for each particular individual monthly sweepstakes. Limit one (1) prize per person/family/household. If a winner is a resident of a jurisdiction that deems him/her to be a minor, prize(s) will be awarded in the name of his/her parent/legal guardian. Gift certificate prize is redeemable at the following stores and web sites only: A Pea in the Pod, Motherhood Maternity, Destination Maternity, http://www.destinationmaternity.com, http://www.apeainthepod.com, http://www.motherhood.com or http://www.motherhoodcanada.ca. Once a winner has received his/her gift certificate, Sponsor will not replace any lost or stolen gift certificates. Gift certificate cannot be exchanged/redeemed for cash or combined with any other offers and is subject to terms and conditions stated thereon. All expenses not specifically mentioned as being included are excluded and are the sole responsibility of each winner. No substitution, transfer, or cash equivalent for prizes, except that Sponsor may substitute a prize of comparable value at its sole discretion due to prize unavailability for any reason. Winners are solely responsible for all costs, incidentals, and any other expenses not specifically mentioned as being included. Prizes will be shipped to U.S. or Canadian addresses (excluding the province of Quebec) only. Customs and import fees are the sole responsibility of any Canadian prize winner. All federal, state, provincial or other taxes are sole responsibility of winner. If a winner cannot or does not accept his/her prize as stated in these Official Rules, prize will be forfeited in its entirety, and awarded to an alternate winner. Any depictions of prize(s) are for illustrative purposes only. Sweepstakes administrator is not the supplier or guarantor of any prize(s). Winners will receive a 1099 form from the Sponsor for the total ARV, as stated herein, of his/her prize that he/she won in the calendar year that he/she won.

5. Drawings and Notification: For each individual monthly sweepstakes, one (1) potential prize winner will be randomly selected in a drawing held within approximately seven (7) days after the last day of that particular month from all eligible entries received during that month by the sweepstakes administrator, an independent compliance organization. Entries will not be retained for subsequent individual monthly sweepstakes drawings. Potential winners (his/her parent/legal guardian if he/she is a resident of a jurisdiction that deems him/her to be a minor) will be notified by phone and/or mail and/or email of his/her potential winner status using the information provided on his/her Entry. If a potential winner cannot be reached after a reasonable effort has been exerted during three (3) business days from the date of the sweepstakes drawing, or if he/she is found to be ineligible, or if he/she cannot or does not comply with these Official Rules, and/or if prize is returned undeliverable, such potential winner will be disqualified and an alternate potential winner may be selected. If a Canadian resident is selected as a potential winner, he/she must correctly answer a time based, mathematical skill-testing question administered by phone to be eligible for a prize.

6. General Conditions: Sweepstakes is subject to these Official Rules and all federal, state, provincial and local laws (collectively “Rules and Laws”) which will be posted at the Sweepstakes Home Page during the Sweepstakes Period. By entering the Sweepstakes, entrants agree to waive any right to claim any ambiguity or error in the Official Rules or the Sweepstakes itself, and agree to be bound by these Official Rules and by all decisions of the Sponsor and Sweepstakes administrator, whose decisions are binding and final. In case of a dispute over the identity of an Internet entrant who submitted a winning Entry, the owner of the email account will be deemed the entrant. Potential winners (his/her parent/legal guardian if he/she is 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, an IRS Form W-9 and any other documentation that Sponsor requires (collectively “Affidavit/Release”) within five (5) days after receipt by potential winner or such potential winner may be disqualified and an alternate potential winner may be selected. By returning a completed Affidavit/Release, such winner (or his/her parent/legal guardian, if a resident of a jurisdiction that deems him/her to be a minor) attests to the provisions stated therein including compliance with these Official Rules. Once submitted, entries become the sole property of Sponsor and will not be acknowledged or returned. Any personal information supplied by entrants to Sponsor or its affiliates will be subject to Sponsor’s Privacy Policy and terms of service posted at the Web Sites. Thus, except where prohibited by law and Sponsor’s Privacy Policy: (1) entry and/or winner’s (winner’s parent/legal guardian, if a winner is minor) acceptance of prize constitutes permission for the Sweepstakes Entities to use winner’s name, address (city and state), photo, likeness, biographical information, statement and voice for advertising/publicity purposes worldwide and in all forms of media (including posting on Web Site), in perpetuity, without further notice to or compensation in connection with said Sweepstakes or any prize awarded and (2) Sponsor has the right to modify, edit, adapt, electronically alter, use, assign and/or dispose of such Entries however it sees fit and for any purpose without any notice or compensation to entrant or any third parties. By submitting an Entry, entrant confirms accuracy and veracity of the statements and information contained therein. Any person attempting to defraud or tamper with sweepstakes will be prosecuted and is not eligible for prizes. If, for any reason, sweepstakes is not capable of running as originally planned, such as tampering or infection by computer virus, Sponsor at its sole discretion, reserves the right to cancel, suspend or modify any or all monthly sweepstakes or any portion(s) thereof and conduct any or all drawings from all salvageable eligible Entries for that particular monthly sweepstakes, if any.

7. Entrants Personal Information: By completing and submitting the entry form, Entrants expressly consent to the collection and use of personal identifying information disclosed in their entry as set forth in the Web Sites' Privacy Statements. In accordance with the privacy policy of Sponsor's Web Site, Sponsor reserves the right to sell entrants' information to third parties without prior consent, notice or compensation. For additional information on how Entrants' personal information is used and protected, and what procedures are available for Entrants to alter or request removal of such information, Entrants may click on the textual link "Privacy Statement" on any one of the Web Sites. Entrants acknowledge Web Sites owners' rights to change their Privacy Statements and the owners' commitment to post any such changes on the Privacy Statement web page so that Entrants are fully informed of how their personal information is used and under what circumstances it may be disclosed.

8. Additional Terms and 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), in excess of the stated limits, or for Entries that are illegible, incorrect, inaccurate, destroyed, incomplete, lost, misdirected, deleted, forged, damaged, tampered with, or otherwise not in compliance with these Official Rules and all such Entries will be disqualified. By participating, participants (if a minor, his/her parent/legal guardian) agree to release, discharge and hold harmless Sweepstakes Entities from losses/injuries of any kind, including personal injury and/or death, resulting from participation in the Sweepstakes, including but not limited to disputes; acceptance/possession, use/misuse of any prize by winner; delivery delays of prize; human error; incorrect or inaccurate transcription of Entry information; any technical malfunctions of the telephone network, computer online system, computer dating mechanism, computer equipment, software, or internet service provider utilized by the sweepstakes or participant; interruption or inability to access the 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 the sweepstakes; any lost/delayed data transmissions, omissions, interruptions, defects, misdirected; and/or any other errors or malfunctions, including, but not limited to, in the case of a Canadian winner, disputes over answer to mathematical skill test question, even if caused by the negligence of one of the Sweepstakes Entities. Each Entrant further agrees to indemnify and hold harmless the Sweepstakes Entities from any and all liability resulting or arising from the sweepstakes and/or prize and to release all rights to bring any claim, action or proceeding against the Sweepstakes Entities. Sweepstakes Entities are also not responsible for any typographical or other error(s) contained in the Official Rules. Return of prize notification(s) as undeliverable may result in forfeiture of prize(s) and/or disqualification of winner at Sponsor’s sole discretion. The failure of Sponsor to comply with any provision of these Official Rules due to an act of God, hurricane, war, fire, riot, earthquake, terrorism, act of public enemies, actions of governmental authorities outside of the control of Sponsor (excepting compliance with applicable codes and regulations) or other force majeure event will not be considered a breach of these Official Rules. Sponsor is not responsible for any typographical, printing or other inadvertent errors in these Official Rules or in any other materials relating to the sweepstakes.

9. GOVERNING LAW, JURISDICTION, ARBITRATION: Any controversy or claim arising out of or relating to (i) the sweepstakes (including without limitation, its administration or technical functionality), (ii) the awarding or redemption of a prize and/or (iii) the determination of the scope or applicability of these Official Rules or their enforcement or interpretation, shall be governed by and construed in accordance with the substantive laws of the state of Pennsylvania without giving effect to any choice of law or conflict of law rules. Any controversy or claim arising out of or relating to this Agreement, its enforcement, arbitrability or interpretation shall be submitted to final and binding arbitration, to be held in the state of Pennsylvania. The arbitrator shall be selected by mutual agreement of the parties or, if the parties cannot agree, then by striking from a list of arbitrators supplied by the American Arbitration Association or JAMS/Endispute. The arbitration shall be a confidential proceeding, closed to the general public. The arbitrator shall issue a written opinion stating the essential findings and conclusions upon which the arbitrator's award is based. The parties will share equally in payment of the arbitrator's fees and arbitration expenses and any other costs unique to the arbitration hearing (recognizing that each side bears its own deposition, witness, expert and attorneys' fees and other expenses to the same extent as if the matter were being heard in court). Nothing in this paragraph shall affect the ability of Sponsor or any of its affiliates to seek from a court injunctive or equitable relief at any time. Entrant agrees that his/her claim will be resolved individually, exclusively by arbitration, without resort to any form of class action. Entrant further agrees that any claim/judgment/award in such arbitration shall be limited to actual out-of-pocket costs incurred, including costs associated with participating in the sweepstakes but in no event attorneys' fees; and, under no circumstances, will an entrant be entitled to awards for and entrant hereby waives all rights to claim punitive, incidental and consequential damages and any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or increased. Should any term of this Section be deemed void, unenforceable or contrary to law, such term shall, but only to the extent necessary to bring this Section within the requirements of law, be deemed to be severed from the other terms of these Official Rules, and the remainder of these Official Rules shall be given effect as if it had not included the severed term herein. THE PARTIES HEREBY WAIVE THEIR RIGHT TO JURY TRIAL WITH RESPECT TO ALL CLAIMS AND ISSUES ARISING OUT OF OR RELATING TO THIS AGREEMENT WHETHER SOUNDING IN CONTRACT OR TORT, AND INCLUDING ANY CLAIM FOR FRAUDULENT INDUCEMENT THEREOF.

10. Rules/Winners List: These Official Rules and the Winners’ List will be accessible from the sweepstakes home page located at http://www.destinationmaternity.com.

11. Sponsor: Destination Maternity Corporation, 456 North 5th Street, Philadelphia, PA 19123.

©2008 ESG. All rights reserved.