THE 39 CLUES CONTESTS OFFICIAL RULES FOR AUSTRALIA

THE 39 CLUES EPISODE #4 CONTEST

MANY WILL ENTER, BUT FEW WILL WIN.

1. Who Can Enter the Contest. THIS CONTEST IS ONLY OPEN TO PARTICIPANTS WHO AS OF 31 DECEMBER 2008, WILL BE NO YOUNGER THAN 6 AND NO OLDER THAN 14 YEARS OLD AND WHO ARE LEGAL RESIDENTS OF AUSTRALIA. Eligible individuals should obtain their parent's or guardian's consent to participate. Directors, officers, and employees of Scholastic Australia Pty. Ltd. (the "Sponsor"), its parent company, and any of their respective affiliate companies, subsidiaries, agents, professional advisors, advertising and promotional agencies, and immediate families and persons living with each of the foregoing are not eligible to enter or win any prizes. All applicable federal, state, provincial, territorial, and local laws and regulations apply. By entering, you agree to be bound by these Official Rules. Void where restricted or prohibited.

2. How to Enter and Participate in the Contest. To enter the Contest, go to www.the39clues.com, click on "Create an Account", and choose a username and password. If you are under the age of 13, you will be required to provide your parent's or legal guardian's e-mail address, and an e-mail will be sent to your parent/legal guardian notifying him/her that you have opted to participate in The 39 Clues and are enrolling in The 39 Clues contests. By entering, you hereby authorize the Sponsor to e-mail your parent or guardian in relation to your participation in the Contest. From there, you will discover which branch of the Cahill family you belong to. To participate in the Contest, you have to collect points by engaging in various activities. These activities may include completing the applicable Mission, using cards from both the Books and the Card Packs (but only those entrants who have at least twenty (20) Cards (any combination of Book Cards or Card Pack Cards) in his or her gallery at the end of the Contest Period (defined below) will be eligible to win), doing Mini-Missions and bonus activities, completing daily activities, and competing in skill-based contests in Arena 39, all as described below. One or more of these activities may be included as ways to earn points. Activities may vary from contest to contest and there may be other activities that will allow you to collect points. The activities will be described on the site, www.the39clues.com. Various points will be awarded for accurately completing or participating in each of such activities. Limit one entry per person.

(a) Completing the Mission: Points will be awarded for segments of the Mission completed.

(b) Mini-Missions and Bonus Activities: Above and beyond the main Mission of the Episode, there will be several Mini-Missions, the purpose of which will be to find secrets or talk to characters who will lead you around the world to more points. The activities required will include solving puzzles, playing mini-games that allow you to unlock access to information or secrets and finding the right people to approach for information.

(c) Daily Activities: There will be one or more activities available to be played on the site on a daily basis.

(d) Using Cards in-Game: Using Cards in the game will allow you to unlock secrets, earn points, and find Clues.

(e) Skill-Based Activities in Arena 39: There will be one or more skill-based activities available to for participation in the site in Arena 39.

3. Contest Period. The Contest starts on June 2, 2009 at 4:00 PM Australian Eastern Standard Time and ends on August 10, 2009 at 11:59pm Australian Eastern Standard Time (the "Contest Period").

4. Determination of Winner. At the end of the Contest Period, the 39 participants who have earned the most points will be the potential winners. The participant with the highest number of points will be the First Prize winner, and the remaining thirty-eight (38) top entrants will be the Runner-up winners. In the event of a tie such that more than 39 participants have earned the most points, Sponsor shall, in its sole discretion, determine a tie-breaking skill-based mechanism to determine the top 39 participants from among those who are tied. If any potential winner cannot be reached, is not appropriately qualified, or has otherwise failed to comply with these rules, an alternate potential winner will be chosen who has the next highest amount of points. The final winners will be announced after August 11, 2009, and before September 30, 2009.

5. Prizes.

(a) One (1) First Prize including the following: One (1) Nintendo DSi + Starter Kit valued at AUD$199.00 and one (1) The 39 Clues backpack valued at AUD$20.00. Total First Prize is valued at AUD $219.00.

(b) Thirty Eight (38) Runner-up Prizes, each including the following: One (1) Double Security Locker valued at AUD$19.99; and One (1) Pilot and Huxley book valued at AUD$12.99; and One (1) Voice Recorder Pen valued at AUD$6.99. Total Runner-up Prize is valued at AUD$39.97.

All prize values based on recommended retail prices.

ALL FEDERAL, STATE, PROVINCIAL, TERRITORIAL, AND LOCAL TAXES ASSOCIATED WITH THE RECEIPT OR USE OF ANY PRIZES ARE THE SOLE RESPONSIBILITY OF THE WINNER. Each winner's parent or legal guardian may be required to sign an affidavit or certificate of eligibility and liability/publicity release. Prizes are not transferable. If any prospective winner cannot be reached for any reason, or fails to respond or fails to return the appropriate documentation within four (4) days of notification, prize will be forfeited and awarded to an alternate winner if there is sufficient time to do so. No substitutions or exchanges (including for cash) of any prizes will be permitted, except that Sponsor reserves the right to substitute a prize of equal or greater value for any prize in its sole discretion. Limit one prize per person. All prizes will be awarded to the winner.s parent or legal guardian, and the parent or legal guardian will be required to execute all required documents hereunder on behalf of the winner.

6. Decisions of Sponsor. The decision of the Sponsor is final with respect to all matters involving this Contest. Winners will be notified by e-mail (or any other appropriate method) promptly after determination by Sponsor.

7. Sponsor's Limitation of Responsibility. Except in the event of wilful or grossly negligent conduct, or death or personal injury caused by their negligence, and to the maximum extent permitted by law, neither Sponsor nor any of its parent companies, subsidiaries, affiliates, directors, officers, professional advisors, employees, and agencies will be responsible for: (a) any late, lost, misrouted, garbled or distorted or damaged transmissions or entries; (c) telephone, electronic, hardware, software, network, Internet, or other computer- or communications-related malfunctions or failures; (d) any Contest disruptions, injuries, losses, or damages caused by events beyond the reasonable control of Sponsor; (e) any printing or typographical errors in any materials associated with the Contest, for reasons beyond Sponsor's reasonable control; or (f) any variation in the value of the prizes.

8. General Release. By entering the Contest, to the maximum extent permitted by law, you hereby give up and waive any right you might otherwise have, other than a right to claim liability in respect of death or personal injury caused by negligence, to make any claim whatsoever in respect of any aspect of this Contest or any prize or any participation in the Media Events as described in Rule 10, against Sponsor and its parent companies, subsidiaries, affiliates, directors, officers, employees, and agencies (collectively, the "Released Parties"). To the maximum extent permitted by law, you also waive any and all rights you might otherwise have to make claims ("Claims") against the Released Parties, other than Claims in respect of death or personal injury caused by negligence, related to any claims, costs, injuries, losses, or damages of any kind arising out of or in connection with the Contest or delivery, misdelivery, acceptance, possession, use of or inability to use any prize or participation as winner in Media Events as described in Rule 10. Without limiting the meaning of "Claims" as defined above, Claims include any claims, costs, injuries, losses, and damages related to personal injuries, death (other than death or personal injury caused by negligence), damage to or destruction of property, rights of publicity or privacy, defamation or portrayal in a false light, whether under a theory of contract, tort (including negligence), warranty or other theory, to the extent permitted by law.

9. Winners List; Rules Request. For the name and State, as applicable, of the winners, send a self-addressed, postage-stamped business-size envelope with sufficient postage after September 30, 2009 and before October 31, 2009 to Sponsor at the following address: The 39 Clues Episode #4 Winner's List, PO Box 579 Lindfield, NSW 2070. To obtain a copy of these rules, send a self-addressed, postage-stamped business-size envelope with sufficient postage to Sponsor at the following address: The 39 Clues Episode #4 Rules Request, PO Box 579 Lindfield, NSW 2070. The winners' details and rules will also be available on www.the39clues.com during such time.

10. Use of Winners Names and Photographs. Entry constitutes permission to use winners' names, likenesses, and biographical information for publicity purposes regarding this Contest and The 39 Clues Series without further notice or compensation (except where prohibited by law). One or more winners may also be asked to attend and participate in media and/or public relations events (the "Media Events") designated by Sponsor and/or requested by various media outlets. Upon Sponsor's request, and subject to availability, each finalist agrees to participate in such Media Events without any further compensation although Sponsor will cover all of winner's reasonable and relevant expenses.

11. Miscellaneous. The Contest and these Official Rules will be governed, construed, and interpreted under the laws of the State of New South Wales. Entrants agree to be bound by these Official Rules. Sponsor reserves the right in the event of unforeseen circumstances beyond its reasonable control to change these Official Rules at any time (in which event Sponsor will give participants as much notice of such change as practicable), and to suspend or cancel the Contest or your participation in the Contest should viruses, bugs, unauthorized human intervention, or other causes beyond Sponsor's reasonable control affect the administration, security, or proper play of the Contest, or Sponsor otherwise becomes (as determined in its sole discretion) incapable of running the Contest as planned. If you violate these Official Rules, tamper with the operation of the Contest or engage in any conduct that is detrimental or unfair to Sponsor, the Contest or any other entrant (in each case as determined in Sponsor's sole discretion) you are subject to disqualification from entry into the Contest. Sponsor reserves the right to lock out persons whose eligibility is in question or who have been disqualified or are otherwise ineligible to enter the Contest. In case of dispute, entries will be declared made by the authorized account holder of the e-mail address submitted at the time of entry. "Authorized account holder" is defined as the natural person who is assigned to an e-mail address by an Internet Access Provider, on-line service provider, or other organization (e.g., business, educational institution, etc.) that is responsible for assigning e-mail addresses for the domain associated with the submitted e-mail address. Automated entries are prohibited, and any use of such automated devices will cause disqualification. If at any time any provision of these Official Rules is or becomes illegal, invalid, or unenforceable in any respect under the law of any jurisdiction, the legality, validity, or enforceability in that jurisdiction of any other provision of these Official Rules shall remain unaffected.

12. Contest Sponsor. The Sponsor of the Contest is Scholastic Australia Pty. Ltd., PO Box 579 Lindfield, NSW 2070.