Contest begins August 15, 2007, and ends November 29, 2007. Online entries must be received by 11:59 p.m., EST, on November 29, 2007. Mail entries must be postmarked on or before November 29, 2007. Open Call Entry Materials must be received by time designated below. Entries and photos become property of Wilhelmina Models and Meredith Corporation, ("Sponsors") and will not be returned.

ENTRY: (1) By mail: Complete the Official Entry Form, include a $25 non-refundable processing fee (make checks payable to: MORE/Wilhelmina Model Search), which includes a one-year subscription to MORE (r) compliments of Wilhelmina Models, and one current color or black-and-white photo (no slides, transparencies or photocopies) depicting entrant's appearance, personality, photogenic quality and vitality, at least 3 x 4 inches but no larger than 8 x 10 inches, labeled on the back with entrant's name ("Entry Materials"). Mail Entry Materials to MORE/Wilhelmina Model Search, P.O. Box 9151, Garden City, NY 11530-9151.

(2) In person: Bring the Entry Materials listed above to an Open Call event held at the following locations: Wilhelmina Modeling Agency, New York, NY (9/15/07; 10 a.m.-3 p.m. EST); Wilhelmina Dan Agency, Nashville, TN (9/15/07; 10 a.m.-3 p.m. CST); Wilhelmina Urban, Salt Lake City, UT (9/15/07; 10 a.m.-3 p.m. MST); Wilhelmina/S2 Management Group, Columbus, OH (9/15/07; 10 a.m.-3 p.m. EST); Talbots at South Coast Plaza, Costa Mesa, CA (9/29/07; 10 a.m.-4 p.m. PST); Wilhelmina Kansas City, Overland Park, KS (10/13/07; 10 a.m.-3 p.m. CST); Wilhelmina Evolution, Charlotte, NC (10/13/07; 10 a.m.-3 p.m. EST); Talbots at The Natick Collection, Natick, MA (10/13/07; 10 a.m.-4 p.m. EST); Talbots at The Mall at Millenia, Orlando, FL (10/27/07; 10 a.m.-4 p.m. EST); Talbots at Fashion Show, Las Vegas, NV (11/10/07; 12 noon-6 p.m. PST); and at any other locations designated and promoted by Sponsors.

(3) Online: Go to www.wilhelmina.com or www.MORE.com and submit a completed Online Entry Form, payment information and current photo.

Entry forms may be photocopied. Entrants may submit multiple entries; however, a separate entry form, photo, and payment are required. Only one subscription per addressee, regardless of number of entries submitted. Your one-year subscription to MORE is compliments of Wilhelmina Models and will start with our April 2008 issue. Current subscriptions will be extended for one year upon expiration of existing subscriptions. Please write MOECUSTSERV@CDSFULFILLMENT.COM with any questions regarding your subscription. Entrants will receive an Official Entry Certificate and an additional copy of Official Rules for each entry received.

ELIGIBILITY: Open to women who are legal residents of the 50 United States or the District of Columbia (except residents of CT, CO, VT, MD, ND and PR) and are 40 years of age or older as ofNovember 15, 2007 EXTENDED! November 29, 2007. Employees of Wilhelmina Artist Management LLC, 300 Park Avenue South, New York, NY 10010 and Meredith Corporation d/b/a MORE Magazine, 125 Park Avenue, New York, NY 10017 and any other organizations affiliated with the sponsorship, fulfillment, administration, prize support, advertisement or promotion and/or their respective agents, affiliates, subsidiaries, and members of their immediate families or persons residing at the same address are not eligible.

There are NO height or size restrictions. Models who have previously performed services for other agencies, but are not currently under contract, are eligible to enter. Models under contract with a modeling agency or who have earned more than $25,000 in modeling fees in any one year during the last 10 years are ineligible.

JUDGING: There will be two (2) rounds of judging. Semifinalist Round (first round): on or about December 10, 2007, fifty (50) semifinalists will be selected from among all eligible entries based equally on appearance, personality, photogenic quality and vitality depicted by the photos in the Entry Materials. Semifinalists will be selected by a panel of qualified judges appointed by Sponsors. On or about December 14, 2007 Semifinalists will be requested upon notice to submit up to five (5) additional photos that meet entry guidelines, including a mandatory DVD of up to 3 minutes in length that answers the question "What Makes You Fabulous After 40?" DVD submissions should NOT include any background music. DVD submissions will be considered in the evaluation at the Semifinalist round and failure to submit a DVD will automatically disqualify the entrant from the Semifinalist round. Semifinalist submissions must be received no later than January 18, 2008. Semifinalists are required to complete and submit an affidavit and publicity release along with submissions materials. All submissions must be sent to Wilhelmina Models, 300 Park Avenue South, New York, NY 10010. All photos and DVDs will become property of Sponsors and will not be returned. Sponsors reserve the right to select less than fifty (50) semifinalists if, in their sole discretion, they do not receive a sufficient number of eligible and qualified entries. In the Finalist Round (second round), ten (10) Model Finalists will be selected from the fifty (50) Semifinalists on or about January 25, 2008, by qualified judges appointed by Sponsors, based on the above criteria. If a tie occurs in either round, the entry having the highest score in the criterion of photogenic quality will be deemed the winner. Decisions of judges are final and binding in all respects. The ten (10) Model Finalists will be notified by mail and telephone. Model Finalists will be required to travel to the Finals and depart on dates specified by Wilhelmina. Failure to attend Finals and/or travel on specified dates will result in disqualification, forfeiture of prizes, and participation in the Finals will be awarded to the next runner-up from among the Semifinalist pool.

FINALS: A live Judging Event will take place during Finals (February 19-21, 2008) at a specific time and place to be determined by Sponsors. Model Finalists will be judged by a qualified panel based on the following criteria: Personality (including Vitality, Poise, and Friendliness, 25%); Photogenic Appearance (50%) and Interaction with Judges (including Communication Skills, 25%). The Grand Prize winner, First Runner-up, and Second Runner-up with highest scores will become Model Contract Winners, subject to compliance with these Official Rules. In event of a tie, entries involved will be re-judged according to the criteria listed above by an additional judge who will serve as the tiebreaker.

MODEL CONTRACT PRIZES: One (1) Grand Prize: $15,000 five-year Wilhelmina modeling contract One (1) First Runner-Up Prize: $10,000 five-year Wilhelmina modeling contract One (1) Second Runner-Up Prize: $5,000 five-year Wilhelmina modeling contract. Contract values will be paid pro-rata over the five-year contract period. The three (3) Model Contract Winners must agree to standard contract terms, including Wilhelmina's standard commission on gross income and entitlement to a customer-service charge, and may be required to travel, for which expenses may not be reimbursed. Winners must agree to appear in the editorial pages of MORE magazine and may be featured in an upcoming 2008 issue or other promotional materials of Sponsors.

PRIZES: The ten (10) Model Finalists will receive a 3-day/2-night trip to New York City to participate in a hair and beauty session, photo shoot, formal Judging Event and Finals Party. Trip to Finals includes roundtrip coach air transportation between New York City and the major U.S. airport nearest Finalist's home; ground transportation; two (2)-night hotel (standard) accommodations and three (3) meals provided per day in New York City, approximate retail value $3,000. In addition, the ten (10) Finalists will receive branded Wilhelmina merchandise which may include tote bag, cosmetics case and mirror, ARV $125 and a MORE magazine advertiser gift bag, which may include selected products in the beauty, jewelry, housewares, fashion accessories and/or food categories, ARV $250.

The ten (10) Finalists will also receive a Garnier Nutrisse haircolor/haircare accessories package, ARV $340. The seven (7) Finalists not selected as contract prize winners each receive a shopping spree from Talbots, awarded as a $250 gift card, a Talbots limited edition laptop bag with a matching set of cosmetic cases and other branded items to be determined by Talbots, ARV $250. The two (2) Runner-ups will each receive a shopping spree from Talbots, awarded as a $500 gift card, a Talbots limited edition laptop bag with a matching set of cosmetic cases and other branded items to be determined by Talbots, ARV $500, as well as a fashionable watch from the Baume & Mercier Hampton Classic Collection, ARV $1,495. One (1) contest Grand Prize Winner will receive a shopping spree from Talbots, awarded as a $2,000 gift card, a Talbots limited edition laptop bag with a matching set of cosmetic cases and other branded items to be determined by Talbots, ARV $500, as well as a fashionable ladies wristwatch from the Baume & Mercier Diamant Collection, ARV $4,695, a personal fitting and couture dress from designer Heidi Weisel, ARV $2,200, and a vacation for two (2) (location to be determined by Sponsors). The trip includes roundtrip coach air transportation and accommodations for two (2), ARV $5,000. Restrictions and blackout periods may apply. Trip must be taken by March 2009. Winners responsible for taxes and any expenses not listed. Total ARV of each Finalist Prize: $4,215. Total ARV for Grand Prize: $33,110. Total ARV for First Runner-up Prize: $16,210. Total ARV for Second Runner-up Prize: $11,210. Total ARV of all prizes including contracts is $90,035. All gift cards are subject to issuer restrictions.

Sponsors reserve the right to substitute prizes (or portions thereof) of equal or greater value if prizes (or portions thereof) cannot be awarded as described. Sponsors will determine all elements of prizing in their sole discretion. Prizes may not be assigned, transferred, changed or redeemed for cash, except at the sole discretion of Sponsors. Prizes are awarded "as is" with no warranty or guarantee express or implied. Sponsors disclaim all and any liability for the actual provision, quality or nature of any third party product or service accepted by the winners. The awarding of any prize is contingent upon full compliance with these Official Rules. Entrants agree to be bound by Official Rules and agree that if any winner fails to provide proof of identity, refuses to provide required affidavit, is found to have violated the Official Rules or otherwise does not meet eligibility criteria, prize will be forfeited and awarded to the next runner-up. Entrants understand that Sponsors are not liable for injuries, losses or damages of any kind arising from participation in this promotion and acceptance, possession and use of prize. Sponsors are not responsible for any typographical or other error in the printing of the offer, administration of the contest or in the announcement of the prize. Decisions of Sponsors are final and binding in all respects.

PRIVACY: By entering and providing the required entry information, you acknowledge that Sponsors may contact you regarding this Contest and they may also send you information, samples or special offers they think may be of interest to you about Meredith's publications, Wilhelmina's services, Talbots, Garnier Nutrisse and Baume & Mercier or other complementary goods or services offered by Sponsors. Information collected from online entrants is subject to Sponsors' privacy policies at www.meredith.com/privacy or www.wilhelmina.com. IF YOU DO NOT WISH TO SHARE YOUR INFORMATION, PLEASE DO NOT ENTER THIS PROMOTION.

DISPUTE RESOLUTION: Except where prohibited, by participating Contest entrants agree that: All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of participants and Sponsors and their agents shall be governed by and construed exclusively in accordance with the laws of the State of New York without giving effect to any principles of conflicts of law of any jurisdiction. Entrant agrees that any action at law or in equity arising out of or relating to this Contest, or awarding of the prizes, shall be filed only in the state or federal courts located in the State of New York and entrant hereby consents and submits to the personal jurisdiction of such courts for the purposes of litigating any such action. Except where prohibited, by participating in this Contest, entrant agrees that: (a) any and all disputes, claims, and causes of action arising out of or connected with this Contest, or awarding of the prizes, shall be resolved individually, without resort to any form of class action; and (b) 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 (c) under no circumstances will any participant be permitted to obtain awards for and 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 otherwise increased. Some jurisdictions do not allow the limitations or exclusion of liability for incidental or consequential damages, so the above may not apply to you.

OTHER: Sponsors reserve the right, at their sole discretion, to reject, disqualify, modify, edit, revise, and remove any nude, obscene, defamatory, profane, offensive, lewd, or pornographic entries, subjects, entries, or DVDs and photos, or any entry or part thereof which Sponsors, in their sole discretion, determines to be inconsistent with its editorial standards, audience expectations, or reputational interests, or that Sponsors believe may violate any applicable law or regulation or the rights of a third party. By entering this contest, entrants consent to a background check and Sponsors reserve the right, at their sole discretion, to disqualify any entrant whose participation may, for any reason or perceived reason, subject the Contest, Sponsors, or Sponsors' advertisers, clients, or customers to negative publicity, controversy, scorn, or ridicule. Sponsors assume no responsibility for entries they are unable to process due to network, hardware or other technical failures; or any other reason, or incomplete, damaged, misdirected, illegible, stolen or lost e-mail, mail, on-site or online entries. Sponsors reserve the right, in their sole discretion to disqualify any person tampering with the entry process, the operation of the web site or otherwise in violation of the rules. Sponsors further reserve the right, in their sole discretion, to cancel, terminate or modify this promotion if not capable of completion as planned, including infection by computer virus, technical corruption, non-authorized human intervention or force majeure. In the event of cancellation, Sponsors reserve the right to select winners from among all eligible entries received prior to date of cancellation. The use of automated entry systems or any other conduct that impedes the integrity of the contest is prohibited. In the event of a dispute regarding online entry, entry will be deemed made by the holder of an established e-mail account associated with the entry.

GENERAL: Except where prohibited by law: (i) entry constitutes permission to use winners' entry, name, hometown, voice, likeness, photograph and any statements regarding this contest for editorial, public relations, promotional and advertising purposes on behalf of Sponsors without compensation; (ii) potential winners will be required to complete and return an Affidavit of Eligibility/Liability Release and Publicity Release within seven (7) days of notification or the entry with the next highest score may become an alternate winner. If winner notification is returned as undeliverable, the entry with the next highest score may become an alternate winner. By participating and winning a prize, winners release Sponsors, and their parents, affiliates, subsidiaries and agencies and their respective directors, officers, employees and agents from any and all liability with respect to the prize won and participation in the contest. Subject to all U.S. federal, state and local laws and regulations. Void where prohibited. Taxes on prizes are the sole responsibility of winners. The Finalists names will be posted on www.MORE .com and www.wilhelmina.com after February 1, 2008. The three (3) top prize winners will be posted by March 1, 2008.