2009 DIRECTV ULTIMATE DISPLACED FAN CONTEST - OFFICIAL RULES

1. NO PURCHASE OR PAYMENT OF ANY KIND NECESSARY TO ENTER OR WIN THIS CONTEST. PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING. VOID IN PUERTO RICO, U.S. VIRGIN ISLANDS, U.S. TERRITORIES AND POSSESSIONS AND WHERE PROHIBITED OR RESTRICTED BY LAW.

2. CONTEST PERIOD. The 2009 DIRECTV Ultimate Displaced Fan Contest (the "Contest") begins September 4, 2009 at 12:00:01 a.m. Eastern Time and ends December 15, 2009 at 11:59:59 p.m. Eastern Time (the "Contest Period").

3. ELIGIBILITY. The Contest is open only to legal residents of the 50 United States and The District of Columbia, and who are 18 years of age or older at time of entry. Employees of DIRECTV, Inc. ("Sponsor"), Leader Enterprises, Inc. ("Leader"), the NFL Entities (as defined below), and their respective affiliate companies, parents, subsidiaries, agents, advertising and promotional agencies, and their immediate families or persons residing in the same household of such employees, are not eligible to enter or win the Contest.

4. HOW TO ENTER. Sponsor is searching for the ultimate displaced NFL fan - a fan who lives away from their favorite NFL team's hometown and goes to great lengths to evidence commitment and dedication to their team. To enter the Contest, visit www.theultimatedisplacedfan.com (the "Website") during the Contest Period, (i) complete the on-line Entry Form with the information requested (including name, complete address, city, state, ZIP code, email address, daytime telephone number, date of birth, favorite NFL team, and favorite NFL player), and (ii) input an essay, written in English, up to a total of 1000 words or less, describing why you should be the 2009 DIRECTV Ultimate Displaced Fan. Contestants are encouraged, but are not required, to upload up a photograph and/or one (1) video (in English, up to a maximum of 5 minutes in length and no more than 25MB in size) (Photographs must be in one of the following formats: .gif, .jpg or .png. Videos should be in one of the following formats: .wmv, .mov, .flv, .mpg, .mpeg, .mp4, .mp4v, .mpv2, .wm) on the Website as part of their Entry. (For purposes of these Official Rules, an "Entry" shall be deemed to include the information and materials submitted by a Contestant in order to enter the Contest, including, but not limited to, the information disclosed through the Entry Form, the essay, and any and all photos and videos submitted.) Without limitation, Entries submitted for consideration may NOT contain, depict or show: (i) any third party commercial content, company names or logos, copyrighted material (including music copyrights), or trademarks (other than officially licensed NFL materials); (ii) any unsafe behavior or situations; (iii) any profanity, nudity, lewd, obscene, immoral or pornographic material or images; (iv) any disparagement of any product or person, or the NFL or any NFL team; or (v) any racist innuendo, other offensive conduct or material, or otherwise inappropriate content, as determined in sole discretion of Sponsor and the NFL. Entries that contain any of the above listed items will be disqualified and will not be judged. Uploaded photographs and videos should not contain the names or likenesses of third parties and should not show, depict or record the voice of any person or persons other than the Contestant unless, upon the immediate request of Sponsor, Contestant can provide a signed release and assignment of rights from each person shown, heard or otherwise depicted in the Entry. Contestants must state the total number of words of their essay (including "I," "a," "and," etc.) in the area labeled "Word Count" on the online Entry Form. Entries that do not include all required entry information, or that contain the names, voices or likenesses of third parties (other than the Contestant) may be disqualified. All Entries must be the sole, original work of the Contestant and must be the exclusive property of the Contestant. Judges may disqualify previously published essays, photos and videos that have won previous awards or competitions.

Entries must be received by 11:59:59 p.m. Eastern Time on December 15, 2009. Limit one Entry per person.

Entries become the property of Sponsor and will not be acknowledged or returned. Contestant acknowledges and agrees that their Entry becomes the property of the Sponsor, which thereby has the right to edit, adapt, modify, reproduce, promote and otherwise use the Entry in any way it sees fit, including, without limitation, the right to post the Entry on the Sponsor's website or for any commercial and/or advertising purposes. Contestant agrees that Contestant will not use the Entry for any other purpose, including, without limitation, posting the Entry to any online social networks or other websites, without the express consent of Sponsor in each instance. Whether a submitted Entry is posted on the Sponsor's website or otherwise presented for viewing by the public is in the sole and absolute discretion of Sponsor.

Except as otherwise stated in these Official Rules, personal information collected in connection with this Contest will be used in accordance with the privacy notice found on the Website (www.directv.com/privacy) and with the consent given by a Contestant at the time of entry. Any communication or information transmitted to Sponsor and/or the Website by electronic mail or otherwise is and will be treated as non-confidential and nonproprietary.

For purposes of these Official Rules, "receipt" of an Entry occurs when Sponsor's servers record the Entry information resulting from Contestant clicking the "Submit Entry" button. (Please note that Contestant will not be sent confirmation of receipt of an Entry.) Any automated computer receipt (such as one confirming delivery of email) does not constitute proof of actual receipt by Sponsor for purposes of these Official Rules. Any illegible, unintelligible, incomplete, or garbled Entries are not permitted and will be disqualified. The submission of an Entry is solely the responsibility of the Contestant, and all internet access and usage charges are the responsibility of the Contestant. Any Entries not in conformance with these Official Rules will be disqualified. Neither Sponsor, Leader, nor any of their respective parents, subsidiaries, affiliated companies, employees, representatives or agencies, is responsible for: (i) lost, late, damaged, delayed, destroyed, misdirected, incomplete, or illegible Entries; (ii) any error, omission, interruption, deletion, defect, delay in operation or transmission, theft or destruction or unauthorized access to, or alternation of, Entries; or (iii) any problems or technical malfunctions of the Website or of any telephone or communications network or lines, computer on-line systems, servers or providers, computer equipment, software, or failure of any e-mail or Entry to be received by Sponsor on account of technical problems or traffic congestion on the internet or at any website, or any combination thereof, including any injury or damage to Contestant's or any other person's computer related to or resulting from participation or downloading any materials related to this Contest.

Because of the unique nature and scope of the Contest, Sponsor cannot accurately predict the number of Contestants who will participate in the Contest.

5. JUDGING AND DETERMINATION OF WINNERS. A panel of independent, qualified judges appointed by Leader, Inc. will review all eligible Entries and will select one (1) Grand Prize winner and five (5) Honorable Mention Prize winners. Up to a total of 100 points will be awarded by each judge for each valid Entry based on the following criteria: (i) Fan Dedication and Loyalty, as evidenced through the Contestant's Entry (up to 50 points) and (ii) the Creativity of the Contestant's Entry (up to 50 points). The Contestant with the most total points will be named the Ultimate Displaced Fan and will win the Grand Prize. The Contestants with the second, third, fourth, fifth and sixth most total points will each win Honorable Mention Prizes. In the event of a tie among Contestants for the Grand Prize or for any of the Honorable Mention Prizes, the standings and prize winners will be determined by reviewing the tied Contestants' point standings in the following categories, in the following order, until the winner(s) are determined: (a) Fan Dedication and Loyalty and (b) Creativity. In the event that after such review, a tie remains for the Grand Prize and/or any of the five Honorable Mention Prizes, the judges will re-judge the remaining tied Contestants' Entries using the judging criteria and point award method described above, until such time as the prize winners are determined. Decisions of the judges are final in all matters relating to this Contest. Contest determinations are in the sole and absolute discretion of the judges, and such decisions and determinations are not subject to further review or appeal by Contestants.

6. WINNER NOTIFICATION. Winners will be notified by phone or mail on or about December 30, 2010. Winners will be required to sign and return an Affidavit of Eligibility/Ownership/Liability Release, Publicity Release and Copyright Assignment within 14 days of notification in order to receive prizes. Grand Prize winner will also be required to sign an agreement to appear at a reasonable number of media interviews and radio broadcasts (number determined by Sponsor) during the course of the Grand Prize trip. In the event that the names, likenesses or voices of any third parties appear in a winner's Entry, such winner will be required to provide a signed release and assignment of rights from each person named, shown, heard or otherwise depicted in the Entry (and in the case of minors, from the minor's parent or legal guardian) within 14 days of prize notification. Travel companion of Grand Prize winner will be required to sign and return a liability release not less than 14 days before departure date or will not be permitted to accompany winner on trip. (If travel companion is a minor, parent or legal guardian must sign and return release not less than 14 days before departure date and must accompany minor on trip.) In the event of non-compliance with any of these requirements, the prize will be forfeited and an alternate winner will be selected. If prize/prize notification is returned as undeliverable, prize will be forfeited and awarded to the Contestant with the next highest score in the competition. Unclaimed prizes may not be awarded.

7. PRIZES. Contest Prizes consist of one (1) Grand Prize, and five (5) Honorable Mention Prizes. The Grand Prize winner will receive: (i) a trip for 5 days/4 nights to Miami, FL including coach airfare on an airline selected by the Sponsor from the major airport closest to the Grand Prize winner's residence to Miami, FL (airport determined by Sponsor, or its agent in its sole discretion) departing on Feb. 4, 2010 and returning on Feb. 8, 2010 (ARV: $3,000); (ii) four (4) nights standard hotel accommodations at hotel of Sponsor's choice in the Miami, FL area on the nights of Feb. 4, 2010 - Feb. 7, 2010 (ARV: $2,600); (iii) use of a rental car (beginning Feb. 4, 2010 and ending Feb. 8, 2010) (ARV: $600) (Grand Prize winner must have a valid driver's license and will be required to provide proof of automobile insurance at the time of obtaining rental car); (iv) a per diem of $200 in spending money per day for 4 days (ARV: $800); (v) two (2) tickets to Super Bowl XLIV (the event) (ARV: $3,000) on Feb. 7, 2010; (vi) an opportunity for the Grand Prize winner to meet certain NFL players during the Grand Prize trip (Eli Manning, among others, is scheduled to appear; however, all players' appearances subject to change); (vii) an opportunity for Grand Prize winner to attend the DIRECTV Celebrity Beach Bowl flag football event on Feb. 6, 2010 (actual value will vary depending on departure cities, hotel costs, rental car costs and other factors). In the event that Super Bowl XLIV is postponed or canceled for any reason, Sponsor will not be responsible for awarding that portion of the Grand Prize and no substitution or compensation will be provided. The remainder of the Grand Prize package will be awarded. Grand Prize winner must be able to travel between Feb. 1, 2009 through Feb. 8, 2010. If Grand Prize winner cannot travel on such dates for any reason whatsoever after all travel arrangements are made, winner will forfeit prize and Sponsor may, at its sole discretion, award the Grand Prize to the Contestant with the next highest score in the competition. (viii) one (1) year subscription to the DIRECTV® CHOICE™ programming package (approximately $55.99/mo.) , HD Access for one (1) year (approximately $10 per month) and subscriptions to NFL SUNDAY TICKET™ and NFL SUNDAY TICKETTM SuperFan® for the 2010 season (approximately $299.95 and $100, respectively). Existing DIRECTV customers who do not currently have an HD receiver installed in their home will also receive one DIRECTV® HD Receiver and a DIRECTV Slimline Dish with professional installation, if required, to receive HD programming. Non-DIRECTV customers will also receive a DIRECTV® HD System for up to 4 rooms (including one HD receiver and up to 3 standard DIRECTV Receivers with remotes, and DIRECTV Slimline dish) with standard professional installation for a residential setting. Approximate Retail Value (ARV): $320 Note: Complimentary twelve (12) months of DIRECTV service may be provided by way of a bill credit in one lump sum. Winner is solely responsible for advanced equipment, sports subscriptions, premium services, pay per view purchases and any other programming upgrades or selections not provided for as part of the foregoing DIRECTV portion of the prize description. The DIRECTV System is intended to be a primary 4-room system for the Grand Prize Winner's receipt of DIRECTV programming. If the Grand Prize Winner has or adds additional DIRECTV Receivers, then DIRECTV Prize Winner is solely responsible for the $5.00/mo. mirroring fee charged by DIRECTV for separate programming on the fifth and each additional TV. Complimentary services described above will automatically discontinue once credit is exhausted, or at the end of twelve (12) consecutive months of service (whichever comes first), unless the Grand Prize Winner calls DIRECTV to continue service at the regular monthly price(s). Bill credits, if any, may not be redeemed for cash. To be eligible to win the DIRECTV Prize, each winner must have (at time of entry, and until prize is awarded in it's entirely) a land-based, residential phone line, because all DIRECTV Receivers must be continuously connected to the same land-based phone line. Receipt of DIRECTV programming is subject to the terms of the DIRECTV Customer Agreement; a copy of which is provided at directv.com/legal and in first bill. The DIRECTV System can only be installed in a residential dwelling with an area under the exclusive use and control of the Grand Prize Winner. DIRECTV System must have an unobstructed view of the southern sky. Certain other restrictions and conditions apply. If the Grand Prize Winner does not meet the requirements for installation of the DIRECTV System or receipt of the DIRECTV programming, that portion of the Grand Prize will be forfeited, and will not be rewarded.

After the 12 months of FREE programming, pending winners are responsible for maintaining a minimum of 12 months of DIRECTV service with minimum programming, DVR service and/or HD Access fee based on equipment selected. Certain other restrictions and conditions apply. Total Approximate Retail Value of the Grand Prize is $11,607 (without DIRECTV System) or $11, 927 with 4-room DIRECTV HD System (actual value will vary depending on departure cities, hotel costs, rental car costs and other factors).

The Honorable Mention Prize winners will each receive: one (1) year subscription to the DIRECTV® CHOICE™ programming package (approximately $55.99/mo.) , HD Access for one (1) year (approximately $10 per month) and subscriptions to NFL SUNDAY TICKET™ and NFL SUNDAY TICKETTM SuperFan® for the 2010 season (approximately $299.95 and $100, respectively). Existing DIRECTV customers who do not currently have an HD receiver installed in their home will also receive one DIRECTV® HD Receiver and a DIRECTV Slimline Dish with professional installation, if required, to receive HD programming. Non-DIRECTV customers will also receive a DIRECTV® HD System for up to 4 rooms (including one HD receiver and up to 3 standard DIRECTV Receivers with remotes, and DIRECTV Slimline dish) with standard professional installation for a residential setting. Approximate Retail Value (ARV): $320. Note: Complimentary twelve (12) months of DIRECTV service may be provided by way of a bill credit in one lump sum. Winner is solely responsible for advanced equipment, sports subscriptions, premium services, pay per view purchases and any other programming upgrades or selections not provided for as part of the foregoing DIRECTV portion of the prize description. The DIRECTV System is intended to be a primary 4-room system for the Honorable Mention Prize Winners' receipt of DIRECTV programming. If an Honorable Mention Prize Winner has or adds additional DIRECTV Receivers, then DIRECTV Prize Winner is solely responsible for the $5.00/mo. mirroring fee charged by DIRECTV for separate programming on the fifth and each additional TV. Complimentary services described above will automatically discontinue once credit is exhausted, or at the end of twelve (12) consecutive months of service (whichever comes first), unless the Honorable Mention Prize Winner calls DIRECTV to continue service at the regular monthly price(s). Bill credits, if any, may not be redeemed for cash. To be eligible to win the DIRECTV Prize, each winner must have (at time of entry, and until prize is awarded in it's entirely) a land-based, residential phone line, because all DIRECTV Receivers must be continuously connected to the same land-based phone line. Receipt of DIRECTV programming is subject to the terms of the DIRECTV Customer Agreement; a copy of which is provided at directv.com/legal and in first bill. The DIRECTV System can only be installed in a residential dwelling with an area under the exclusive use and control of each Honorable Mention Prize Winner. DIRECTV System must have an unobstructed view of the southern sky. Certain other restrictions and conditions apply. If any Honorable Mention Prize Winner does not meet the requirements for installation of the DIRECTV System or receipt of the DIRECTV programming, the Honorable Mention Prize for that winner will be forfeited, and will not be rewarded.

Total Approximate Retail Value of each Honorable Mention Prize is $1,191.83 (without DIRECTV System) or $1,511.83 with 4-room DIRECTV HD System.

Prizes (and any portion(s) thereof) are non-transferable. Purchase will not increase your chances of winning. Unless otherwise specifically provided for herein, all taxes or expenses, including, without limitation, meals, gratuities, transportation costs, transportation to and from airport, sales tax, luxury tax and any other costs incurred in claiming or using any of the prizes, are the sole responsibility of the prize winner. No prize substitution or cash equivalent of prize, except at Sponsor's sole discretion, and then only for a prize of equal or greater value. Any difference between the actual value of any prize and the approximate retail value set forth in these Official Rules may not be claimed and will not be awarded.

8. GENERAL. By entering, Contestants agree to be bound by these Official Rules and the decisions of the judges, which are final and binding in all respects. Contest is subject to all applicable federal, state, and local laws and regulations. Failure to comply with these Official Rules may result in disqualification from the Contest. Sponsor reserves the right, in its sole discretion, to: (i) disqualify from this contest, any person it finds, in its sole discretion, has intentionally violated these Official Rules, tampered with the entry process, the operation of the Contest, or any other aspect of this Contest; and (ii) cancel or suspend part or all of this Contest in the event that errors, tampering, fraud, unauthorized intervention or other causes beyond Sponsor's control, corrupt or impair the administration, security, fairness or proper play of the Contest. In such event, Sponsor may judge and award prizes based on Contest information collected up to the time of Contest cancellation or suspension.

By entering this Contest, Contestant releases Sponsor, the NFL entities (as defined below), Leader, their respective affiliates, shareholders, officers, printers, distributors, and advertising agencies, and their employees, agents, and consultants, from any and all liability for any accident, loss, tax liability, damage of any kind, injury or death arising from Contestant's participation in this Contest, or resulting from acceptance, possession, use/misuse of any prize, or while traveling to and/or from a location to obtain or use a prize.

9. REPRESENTATIONS AND WARRANTIES/ INDEMNIFICATION. By entering this Contest, Contestant represents and warrants as follows: (i) the Entry is the Contestant's sole, original, previously unpublished work, and Contestant holds the sole and exclusive rights to the Entry; (ii) the Entry does not violate or infringe upon any third party copyright, trademark or other intellectual property rights; (iii) the Entry does not contain any computer virus, is otherwise uncorrupted, and is wholly original; and (iv) the Entry does not and will not violate any applicable laws, and is not and will not be defamatory or libelous, and as of the date of submission, is not the subject of any actual or threatened litigation or claim. Contestant hereby agrees to indemnify and hold Sponsor, the NFL entities (as defined below), Leader, their respective affiliates, shareholders, officers, printers, distributors, and advertising agencies, and their employees, agents, and consultants, harmless from and against any and all third party claims, actions or proceedings of any kind and from any and all damages, liabilities, costs and expenses relating, in whole or in part, directly or indirectly, to or arising out of any breach or alleged breach of any of the warranties, representations or agreements of Contestant hereunder.

10. GRANT OF RIGHTS AND PUBLICITY RELEASE. By entering this Contest, Contestant irrevocably grants, transfers, sells, assigns and conveys to the Sponsor, and its successors and assigns, all present and future right, title and interest of every kind and nature whatsoever, including, without limitation, all copyrights, and all rights incidental, subsidiary, ancillary or allied thereto (including, without limitation, all derivative rights) in and to the Entry for exploitation throughout the universe, in perpetuity, by means of any and all media and devices whether now known or hereafter devised. Sponsor shall have the right, in its sole discretion, to edit, composite, morph, scan, duplicate, or alter the Entry for any purpose which Sponsor deems necessary or desirable, and Contestant irrevocably waives any and all so-called moral rights Contestant may have therein. Contestant hereby acknowledges that Contestant does not reserve any rights in or to the Entry.

By entering in the Contest, in addition to any other grants which may be granted in any other agreement entered into between Sponsor and any Contestant or the winners of the Contest, Contestant irrevocably grants the Sponsor and its successors, assigns and licensees, the right to use Contestant's name, likeness, voice, biographical information, statements, prize information, and Entry, in any and all media for any purpose, including without limitation, any advertising and promotional purposes, and hereby releases the NFL Entities (as defined below), Sponsor, and Leader from any liability with respect thereto.

11. FURTHER DOCUMENTATION. Contestant agrees to sign, upon Sponsor's request, any additional assignments, licenses, releases or other documents related to the Entry or that Sponsor may otherwise reasonably require in order to effectuate the purposes and intents of these Official Rules.

12. DISPUTE RESOLUTION. Any and all disputes with respect to this Contest will be resolved in the appropriate courts in the State of California exclusively, and subject to the laws of the State of California, without regard to conflicts of law principles. Should there be a conflict between the laws of the State of California and any other laws, the conflict will be resolved in favor of the laws of the State of California. By entering, Contestants consent to the jurisdiction and venue of the federal, state and local courts located in Los Angeles, CA. If any provision of these Official Rules is determined by a court of competent jurisdiction to be invalid or unenforceable, such determination shall not affect the validity or enforceability of any other provision. Except where prohibited, by entering this Contest, Contestant agrees that: (i) any and all disputes, claims, and causes of action arising out of or connected with this Contest, or any prize awarded, or the determination of the winners, shall be resolved individually, without resort to any form of class action; (ii) any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with participating in this Contest, but in no event attorneys' fees; and (iii) under no circumstances will Contestant be permitted to obtain awards for, and Contestant hereby waives all rights to claim, punitive damages, incidental damages, consequential damages or any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased.

13. WARNING. Any attempt by a contestant, entrant or any other person to deliberately damage the website or undermine the legitimate operation of this contest may be a violation of criminal and civil laws, and should such an attempt be made, sponsor reserves the right to seek remedies and damages (including attorneys' fees) from any such contestant or other person to the fullest extent permitted by law, including seeking criminal prosecution.

14. CONTEST SPONSOR: DIRECTV, Inc., 2230 E. Imperial Highway, El Segundo, CA 90245.

15. CONTEST ADMINISTRATOR: Leader Enterprise, Inc., 1775 Woodstock Road, Suite 200, Roswell, GA.

16. WINNERS LIST. For name of prize winners, send a self-addressed, stamped, business-size envelope to: 2009 DIRECTV Ultimate Displaced Fan Contest Winners List, 1775 Woodstock Road, Suite 200, Roswell, GA 30075, by May 31, 2010. Residents of VT may omit return postage.

The National Football League, its member professional football clubs, NFL Ventures, Inc., NFL Ventures, L.P., NFL Properties LLC, NFL Enterprises LLC and each of their respective subsidiaries, affiliates, shareholders, officers, directors, agents, representatives and employees (collectively, the "NFL Entities") will have no liability or responsibility for any claim arising in connection with participation in this Contest or any prize awarded. The NFL Entities have not offered or sponsored this Contest in any way. © 2009 NFL Properties LLC. All NFL-related trademarks are trademarks of the National Football League.