RSL Communications/ SHARPER IMAGE SWEEPSTAKES
OFFICIAL RULES

U.S. RESIDENTS ONLY. NO PURCHASE NECESSARY.

1. ELIGIBILITY
This Sweepstakes (the "Promotion") is VOID WHERE PROHIBITED BY LAW. Entry is open to anyone who is at least 18 years old and a legal resident of the United States logging onto the Internet from the United States. Do not proceed in this Promotion if you are not at least 18 years old and a legal United States resident located in the United States at the time of entry. Employees, officers, directors, agents, representatives, and their immediate family (defined as parents, spouse, children, siblings, and grandparents) and household members, of RSL Communications. (collectively referred to herein with its parents, affiliates and subsidiaries as " RSL Communications"), COHEN-FRIEDBERG ASSOCIATES and their respective parents, affiliates, subsidiaries, and advertising and promotion agencies are NOT eligible to play. It is not necessary to purchase any products or to subscribe to any Internet services in order to participate in the Promotion.

2. TO ENTER
To enter online, during the period beginning on October 1, 2001, 12:01 E.T. A.M. and ending on December 15, 2001, 11:59 E.T. P.M. go to the Sweepstakes entry page located at http://promotionlink.com , complete the sweepstakes entry page, click submit and you will automatically be entered for a chance to win. LIMIT: One entry per person or e-mail address. All online entries must be submitted and received by RSL Communications on or before 11:59:00 E.T. P.M. on December 15, 2001. Each entrant will receive one chance to win per entry. More than one entry from any person or e-mail address will void all entries from that person or e-mail address. All entries become the exclusive property of RSL Communications and COHEN-FRIEDBERG ASSOCIATES. RSL Communications
reserves the right to limit the number of entries in the Promotion for any or no reason at any time.

3. SELECTION AND NOTIFICATION OF POTENTIAL WINNERS
All potential winners will be drawn at random by COHEN-FRIEDBERG ASSOCIATES, an independent judging organization whose decisions are final and binding as they pertain to the selection of the potential winner for this Sweepstakes on or about October XX, 2001 from among all eligible entries received. Odds of winning depend on the number of eligible entries received. In the event of a dispute regarding who submitted the online entry (email), the entry shall be deemed submitted by the Authorized Holder (as defined below) of the email account. Winners may be requested to provide RSL Communications with proof that such person is the Authorized Holder (as defined below) of the email address associated with the winning entry. "Authorized Holder" shall mean the natural person assigned to an email address by an Internet access provider, on-line service provider, or other organization that is responsible for assigning email addresses for the domain associated with the submitted email address (e.g., business, educational institution, etc.).

The potential winner will be notified by e-mail and/or telephone and/or express delivery (the "Notification") within ten (10) days after the determination. If a potential winner is unreachable via e-mail, telephone or express delivery within five (5) days after the Notification is sent, PromoLink will select an alternate winner.

Entrants grant RSL Communications the right to use and publish their proper name and state of residence, online and in print, or in any other media, in connection with the Promotion, or any promotions related thereto, unless prohibited by law. Acceptance of a prize constitutes permission for RSL Communications and its advertising and promotional agencies to use winners' names, voices, and likenesses for advertising and promotional purposes without additional compensation, unless prohibited by law.

4. PRIZES
Only one (1) Grand Prize will be awarded in this Promotion.

One (1) Grand Prize: $300 Gift Card valid at participating Sharper Image retail stores.
(Approximate retail value: $300).

Prizes are not transferable. Substitution or cash redemption of prizes is not permitted, except by RSL Communications, who reserves the right to substitute a prize of equal or greater value if the prize cannot be awarded for any reason. All taxes, fees and surcharges on prizes are the sole responsibility of winner.


5. CONDITIONS
The Promotion is governed by these Official Rules. By participating, entrants agree to these Official Rules, and understand that the Promotion's results are final in all respects. All decisions regarding the Promotion, including, but not limited to, selecting potential winners and awarding prizes, will be made by RSL Communications and COHEN-FRIEDBERG ASSOCIATES.

If any prize or prize notification is returned as non-deliverable, the potential winner will be disqualified and another potential winner will be selected in the original potential winner's place.

RSL Communications may prohibit any entrant from participating in this Promotion or any future promotion if, at the sole discretion of RSL Communications, such entrant (i) has tampered with the entry process or the operation of the Promotion/Contest or Website, (ii) repeatedly shows a disregard for the rules, or (iii) acts (a) in an unsportsmanlike manner, (b) with an intent to annoy, abuse, threaten, or harass RSL Communications or any other entrant, or (c) in any other disruptive manner.

The Promotion may be terminated at any time after its commencement without prior notice; however, any prizes due will still be awarded.

The Promotion, and all promotions relating thereto, are subject to all federal, state, and local laws and regulations. The Promotion, and any promotions relating thereto, including the interpretation of these Official Rules, are governed by the laws of the Commonwealth of Massachusetts, and, by submitting an entry form, each entrant submits to the personal jurisdiction of that state.

6. LIMITATIONS OF LIABILITY
RSL Communications and COHEN-FRIEDBERG ASSOCIATES are not responsible for any incorrect or inaccurate information or entry of information, whether caused by Website users or by any of the equipment or programming associated with or utilized in the Promotion or by any technical or human error which may occur in the processing of entries in the Promotion. RSL Communications and COHEN-FRIEDBERG ASSOCIATES assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or authorized access to, or alteration of, entries. RSL Communications and COHEN-FRIEDBERG ASSOCIATES are not responsible for any problems, errors or technical malfunction of any telephone network or lines, computer on-line-systems, servers or providers, computer equipment, or software, or any failure of email on account of technical problems or traffic congestion on the Internet or at any Website or combination thereof, including injury or damage to participants or to any other person's computer related to or resulting from participating or downloading materials in this Promotion. If, for any reason, the Promotion is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes beyond the control of RSL Communications which corrupt the administration, security, fairness, integrity or proper conduct of the Promotion, RSL Communications reserves the right at its sole discretion to cancel, terminate, modify or suspend the Promotion. RSL Communications is not responsible for late, lost, illegible, incomplete, stolen, misdirected, damaged or postage due entries.
ANY ATTEMPT BY AN ENTRANT OR ANY OTHER INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE PROMOTION IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, PROMOLINK RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH ENTRANT TO THE FULLEST EXTENT PERMITTED BY LAW.

7. INDEMNIFICATION AND RELEASE
By participating in the Promotion, and any promotions relating thereto, each entrant agrees to release and hold RSL Communications, and COHEN-FRIEDBERG ASSOCIATES and their respective parents, affiliates and subsidiaries, and their respective employees, officers, directors, agents, and representatives harmless from any and all losses, damages, rights, claims, and actions of any kind including, without limitation, personal injuries, death, and property damage, and claims based on publicity rights, defamation, or invasion of privacy, either directly or indirectly related to or arising from the Promotion or from acceptance, possession, misuse, or use of any prize. Each entrant further acknowledges that such parties have neither made nor are in any manner responsible or liable for any warranty, representation or guarantee expressed or implied, in fact or in law, relative to the Promotion or any prize, including but not limited to its quality or fitness for a particular purpose.

8. WINNER'S LIST
The Official Winner's List will be posted at www.promotionlink.com until [Feb 15 2002].

Sponsored by RSL Communications, Inc.
New York, NY

Sweepstakes Administration by:
COHEN-FRIEDBERG ASSOCIATES
Framingham, MA