ALOY Alloy (MM)

Alloy, Inc. ("Alloy") (Nasdaq: ALOY), a media and marketing services company primarily targeting the dynamic 10 - 24 year old population, announced today that it has filed a registration statement on Form S-4 seeking to register 2,068,657 shares of common stock that would be issuable on conversion of its outstanding 5.375% Convertible Senior Debentures due 2023 (the "Debentures") and an additional 500,000 shelf shares to be used in connection with the possible early retirement of the Debentures and other corporate business purposes. With respect to the scheduling of the offering, Alloy intends to take one or more actions in the near term that would cause the Debentures to become immediately convertible. As a result of the recently completed spinoff of dELiA*s, Inc. ("dELiA*s") to Alloy's shareholders and its recent one-for-four reverse stock split, each $1,000 in principal amount of the Debentures will, after such actions, become convertible into 29.85075 shares of Alloy common stock and 59.702 shares of dELiA*s common stock. A registration statement relating to the common stock has been filed with the Securities and Exchange Commission, but has not yet become effective. These shares of common stock may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. The registration statement (including a prospectus) may be obtained from Gina DiGioia, general counsel of Alloy, Inc. at 151 w. 26th Street, New York, NY 10001, or by visiting the "SEC Filings" link in the "Investor Relations" section of Alloy's corporate website: www.alloymarketing.com. No offer to acquire the securities can be accepted and no part of the conversion price can be received until the registration statement has become effective, and any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time prior to notice of its acceptance given after the effective date of the registration statement. About Alloy Alloy, Inc., under the banner of Alloy Media + Marketing (AM+M), is a widely recognized pioneer in nontraditional marketing. Working with AM+M, marketers reach consumers through a host of programs incorporating Alloy's diverse array of media and marketing assets and expertise in direct mail, college and high school media, interactive, display media, college guides, promotional and social network marketing. For further information regarding Alloy, please visit our corporate website at (www.alloymarketing.com). Forward-Looking Statements This announcement may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements regarding our expectations and beliefs regarding our future results or performance. Because these statements apply to future events, they are subject to risks and uncertainties. When used in this announcement, the words "anticipate", "believe", "estimate", "expect", "expectation", "project" and "intend" and similar expressions are intended to identify such forward-looking statements. Our actual results could differ materially from those projected in the forward-looking statements. Additionally, you should not consider past results to be an indication of our future performance. Factors that might cause or contribute to such differences include, among others, our ability to: increase revenues; generate high margin sponsorship and multiple revenue streams; increase visitors to our Web sites (www.alloy.com, www.delias.com, and www.ccs.com) and build customer loyalty; develop our sales and marketing teams and capitalize on these efforts; develop commercial relationships with advertisers and the continued resilience in advertising spending to reach the teen market; manage the risks and challenges associated with integrating newly acquired businesses; and identify and take advantage of strategic, synergistic acquisitions and other revenue opportunities. Other relevant factors include, without limitation: our competition; seasonal sales fluctuations; the uncertain economic and political climate in the United States and throughout the rest of the world, and the potential that such climate may deteriorate further; and general economic conditions. For a discussion of certain of the foregoing factors and other risk factors see the "Risk Factors That May Affect Future Results" section included in our annual report on Form 10-K for the year ended January 31, 2006, and in subsequent filings that we make with the Securities and Exchange Commission. We do not intend to update any of the forward-looking statements after the date of this announcement to conform these statements to actual results, to changes in management's expectations or otherwise, except as may be required by law.