NO PURCHASE NECESSARY TO ENTER OR WIN.

A PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING, NOR WILL WATCHING NATIONAL BODY CHALLENGE IMPROVE YOUR CHANCES OF WINNING.

OFFERED ONLY IN THE 50 UNITED STATES AND THE DISTRICT OF COLUMBIA ("U.S.").

1. ELIGIBILITY: Open to legal U.S. residents who are 18 years of age and older and have Internet access as of January 18, 2005. Void in Puerto Rico and where prohibited by law. Employees, officers and directors of Discovery Communications, Inc. ("Sponsor"), Discovery Health Channel, L.L.C., Promotion Mechanics, Inc. ("Promotion Administrator"), their subsidiaries, affiliates, TV production partners, advertising agencies, promotional suppliers, and the immediate family members (spouses and parents, children and siblings and their spouses, regardless of where they live) or members of the same households (whether related or not) of such employees, officers and directors (collectively, "Sweepstakes Entities") are not eligible.

2. PROGRAM DESCRIPTION: Watch National Body Challenge on Discovery Health Channel on each of the Episode Dates listed below and watch for the clues that will be given during each show. These clues will help you answer questions that will be asked on the online entry form. Different clues will be given each week, and different questions will be asked each week.

3. TO ENTER: The Discovery Health National Body Challenge Sweepstakes (the "Sweepstakes") consists of seven separate entry periods:

Entry periods begin at 11:00 PM Eastern Time ("ET") on the first day of the entry period and end at 11:59 PM ET on the last day of the entry period. To enter, visit www.discovery.com/health and click on the National Body Challenge link. Once at the National Body Challenge page, click on the Sweepstakes link to access the online entry form and provide the information requested. As part of your entry you will be required to correctly answer a multiple-choice question related to that week's National Body Challenge episode. Watching National Body Challenge on Discovery Health Channel will give you information that will help you answer the questions. If you do not correctly answer the question, you will be allowed to try again. Completed entries must be received by 11:59 PM ET on the last day of the Entry Period, to be included in that Entry Period's random drawing. You must enter during each Entry Period to be considered in each Random Drawing, as entries do not carry over to subsequent Entry Periods. However, all entries from all Entry Periods will be entered into the Grand Prize drawing. Limit one entry per person per day. By entering, participants warrant and represent that they agree to be bound by these Official Rules and the final decision of the Sponsor and Promotion Administrator.

4. PRIZES/ODDS OF WINNING: On the Random Drawing dates listed above, the Promotion Administrator, an independent judging organization, will conduct random drawings from among all eligible entries received for the specified Entry Period to select one (1) First Prize winner per Entry Period. First Prizes will be awarded as follows:

Week 1 First Prize: A one-year non-renewable, Premier membership to Bally Total Fitness, along with six personal training sessions, for winner and a friend. Valid at any Bally Total Fitness location nationwide. Club rules and some restrictions apply. ARV $1,600.

Week 2 First Prize: A 3 day/2 night trip for winner and a guest to Philadelphia for a VIP experience with the Discovery Channel Pro Cycling team around the US Professional Championship Race. Prize includes hotel accommodations for two nights, an opportunity to participate in a training ride with team members, attend a cocktail party for the team and VIPs, ride in the team "chase" vehicle during the race, and enjoy the race with special VIP credentials. ARV $2,100.

Week 3 First Prize: A one-year non-renewable, Premier membership to Bally Total Fitness, along with six personal training sessions, for winner and a friend. Valid at any Bally Total Fitness location nationwide. Club rules and some restrictions apply. ARV $1,600.

Week 4 First Prize: A House Call from a FitTV's Housecalls personal trainer. Personal trainer Mark Lebos or Shaman DeArco will visit the winner's home and design a nutrition plan as well as a personal exercise regime for the winner using items from around the winner's house. Home visit is subject to talent availability and must be redeemed by December 31, 2005.

Week 5 First Prize: A SmartSpot from Pepsico Experience in New York for winner and a guest. Prize includes hotel accommodations for two nights, $1,000 spending money, a gourmet but nutritious meal and a fun, get moving or get relaxed Smart Spot activity (activity at the discretion of Sponsor). Travel must be completed by December 31, 2005. ARV $3,500.

Week 6 First Prize: A 3 day/2 night trip for winner and a guest to San Francisco to attend healthy cooking classes, sponsored by Discovery Health Channel. Prize includes hotel accommodations for two nights, $1,000 spending money, and enrollment in one day of cooking classes. Travel must be completed by December 31, 2005. ARV $3,000.

Week 7 First Prize: $1,500 Discovery Channel Stores Gift Card. Gift Card may be used for purchases online, at Discovery Channel Stores or from the Discovery Channel Store catalog. Gift Card may not be redeemed or exchanged for cash. No cash redemption will be given for any unused portion of Gift Card. Subject to terms and conditions printed on Gift Card.

After the Weekly Drawing on March 7, 2005, the Promotion Administrator will conduct a random drawing from among all eligible entries received from all Entry Periods to award one (1) Grand Prize: winner's choice of one of the following Grand Prize trips for two:

- Mind, Body and Soul Retreat in Tuscany,

- Hike and Bike in New Zealand,

- Luxury Resort Retreat at the Boulders Resort in Arizona or at Canyon Ranch Resort in Arizona;

- Adventure in Alaska

ARV of Grand Prize options ranges from $9,000 to $14,000, depending on trip chosen. Winner will be advised of details of each trip prior to having to make a selection. Services of a professional travel specialist who will coordinate and book all travel components are included. Trip must be taken by June 30, 2006 or prize will be forfeited in its entirety.

All Grand Prizes include round trip coach air travel for two people to appropriate destination from major commercial airport closest to winner's residence; standard double-occupancy hotel accommodations for duration of stay; ground transportation; and $1,000 spending money. Expenses not specified in trip details will be winner's responsibility. Actual value will be determined by trip selected, winner's residence and seasonal rates. Travel, accommodations and car rental (if any) are subject to availability and certain restrictions; black out dates may apply. Winners and guests must travel on the same itinerary, have valid passports (where required) and will be responsible for all necessary travel authorizations and for any travel insurance. Travel must be completed by date specified in prize description or prize will be forfeited in its entirety.

Taxes on prizes and all expenses related to acceptance and use of prize and not specified are sole responsibility of winners. No transfer or cash redemption of prizes. No prize substitution, in whole or in part, except by Sponsor due to prize unavailability or safety or security considerations as solely determined by Sponsor, in which case a prize of comparable or greater value will be awarded. Limit one prize per household.

Winners will be notified by phone, email, postal mail and/or express mail at Sponsor's sole discretion. Inability to contact a winner or the return of any prize notification as undeliverable will result in the prize being forfeited and awarded to an alternate winner. All taxes and expenses related to acceptance and use of prize not specified are the sole responsibility of the winners. Odds of winning will be determined by the number of eligible entries received for each drawing.

5. GENERAL: By participating, entrants agree [a] to these rules and decisions of Sponsor and judges, which shall be final in all respects relating to this sweepstakes; and [b] to release, discharge and hold harmless Sponsor, its subsidiaries, affiliates, advertising and promotion agencies, prize suppliers, agents and representatives and their respective directors, officers and employees from any and all injuries, liability, losses and damages of any kind resulting from their participation in the sweepstakes or their acceptance, use or misuse of prize including, without limitation, personal injury, death and property damage. Each winner agrees to the announcement of his/her name, city and state on air and within Sponsor's website, www.discovery.com, and to the use of his/her name and/or photograph for advertising, publicity and promotional purposes in all media, including but not limited to on air and within Sponsor's website, without compensation (unless prohibited by law) and agrees to execute specific consent to such use if asked to do so. Each winner will be required to complete an affidavit of eligibility, a liability release and (where legal) a publicity release, which must be returned within time period specified in notification letter or an alternate winner may be selected. If a winner is 18 or older, as is required for entry, but not of the age of majority in state of residence, prize will either be awarded in the name of parent or legal guardian, or parent or legal guardian must ratify and sign any and all documents required of winner. Guests of travel prize winners (or if a minor, a parent/legal guardian) must complete a liability/publicity release prior to issuance of travel documents. By accepting a travel prize, the winner and his/her guests represent that they understand that travel, whether by plane, automobile, or other conveyance, or by foot, and in the air, contains some inherent element of risk of accident, illness, injury, loss or death, which may be caused by negligence, forces of nature, or other agencies, known or unknown. Each travel prize winner and his/her travel companions represent that they recognize that such risks may be present at any time before, during and after the trip. In order to be considered s travel prize winner and partake of the enjoyment of this trip, each travel prize winner and his/her travel companions must be willing to accept the risk, and to confirm their acceptance to such risk in writing at Sponsor's request. Sponsor, its affiliates, subsidiaries, advertising and promotion agencies, agents and representatives and their respective officers, directors and employees are not responsible for and shall not be liable for [a] any telecast, cable or telephone malfunctions, human error, satellite transmission failures, or delayed telecasts or preemption of or the failure of a cable affiliate to televise Discovery Health Channel® or any affiliated Sponsor network in all or any parts of the United States; [b] electronic, hardware or software program, network, Internet or computer malfunctions, failures, or difficulties of any kind, including without limitation, server malfunction or by any human error which may occur in the processing of entries; [c] failed, incomplete, garbled or delayed computer transmissions; [d] late, lost, misdirected or incomplete entries or postage-due mail; or [e] any condition caused by events beyond the control of the Sponsor that may cause the promotion to be disrupted or corrupted. Sponsor reserves the right to cancel or suspend the sweepstakes or any portion thereof should virus, bugs or other causes beyond the control of Sponsor corrupt the administration, security or proper play of the promotion, in which case prize will be awarded via a random drawing from among all eligible entries received prior to cancellation. Entry information becomes property of Sponsor. All federal, state and local regulations apply. Internet entry must be made by the entrant only at the authorized web site address of www.discovery.com/health. Entries may not be made by any other individual or any entity, and/or originating at any other Internet website or e-mail address, including but not limited to commercial sweepstakes subscription notification and/or entering service sites. Any winner who enters by any of the methods described above will be disqualified and an alternate winner selected. Use of any device to automate entry is prohibited. Sponsor reserves the right in its sole discretion to disqualify any entry at any time in the event it is determined that the entrant has not complied with these Official Rules. This sweepstakes is governed by the laws of the State of Maryland, with jurisdiction and venue in Montgomery County, Maryland, and all claims must be resolved in the courts of Montgomery County, Maryland.

6. ENTRY INFORMATION: Please note that by entering this sweepstakes and by checking the "opt-in" boxes on the entry form for this promotion, you are [a] agreeing that the Sponsor may share your entry information (including your name, address, email address, etc.) with our promotional partners and other parties; and [b] granting us, our promotional partners and other third parties with which we choose to share your information, permission to contact you about our upcoming shows, promotions or for other reasons.

7. WINNER LIST: To receive a list of winners, mail a self-addressed, stamped envelope to be received by March 31, 2005, to: National Body Challenge Winners, PMI Station, PO Box 750, Southbury, CT 06488-0750.

SPONSOR: Discovery Communications, Inc., One Discovery Place, Silver Spring, MD 20910.

Sweepstakes administrator: Promotion Mechanics, Inc., 87 South Main Street, Newtown, CT 06470.

© 2005 Discovery Communications, Inc. All rights reserved.