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Sweepstakes

PEPSI® AND THE TAMPA BAY RAYS 2010 MLB® ALL-STAR® GAME SWEEPSTAKES AVAILABLE AT HESS EXPRESS

OFFICIAL RULES

NO PURCHASE IS NECESSARY TO ENTER OR WIN. VOID WHERE PROHIBITED. SWEEPSTAKES IS OPEN ONLY TO LEGAL U.S. RESIDENTS OF FLORIDA EXCLUDING MIAMI DADE, BROWARD AND PALM BEACH COUNTIES WHO ARE 18 YEARS OF AGE OR OLDER AT TIME OF ENTRY. SWEEPSTAKES BEGINS AT 12:01 A.M. EASTERN TIME, MAY 27, 2010 AND ENDS 11:59 P.M. EASTERN TIME JUNE 23, 2010.

1. HERE'S HOW TO ENTER: Beginning at 12:01 a.m. Eastern Time, 5/23/2010, call toll free 1-877-775-1588, and provide the requested information as prompted. Limit one (1) telephone entry per telephone number per day. Sponsor assumes no responsibility for technical, electronic, telephone congestion, hardware, software or network, computer or data transmission errors, malfunctions or difficulties of any kind. All phone-in entries must be completed by 11:59 p.m. Eastern Time, 6/23/2010, to be eligible for the drawing. All entries become the property of the Sponsor and will not be returned or acknowledged. To listen to the Official Rules, call toll-free 1-877-775-1588.

2. PRIZES: Grand Prizes: One (1) Grand Prize will be awarded, consisting of two (2) tickets to the 2010 MLB® All-Star Game® in Anaheim, California, on Tuesday, 7/13/2010; roundtrip air transportation for two (2) people from major airport nearest winner's home to Anaheim or Los Angeles, California (as determined by Sponsor); hotel accommodations (standard room, double occupancy) for two (2) nights, checking in on 7/12/2010 and checking out on 7/14/2010; $500 MasterCard Debit Card and two (2) gift bags. In addition, the Grand Prize, winner will be awarded two (2) tickets for a future 2010 Tampa Bay Rays®' home game with the opportunity to meet a Tampa Bay Rays®' player at that game. (game date, ticket locations and Tampa Bay Rays®' player as determined by Sponsor in its sole discretion). Approximate Retail Value of Grand Prize: $2,500. No alternate dates available and prize will be forfeited if potential winner is unable to attend on dates specified. Prize winner and guest must travel on the same itinerary and must have all necessary identification needed for air travel. All expenses not outlined herein, including but not limited to meals and tips are solely the responsibility of the winner and guest. Any minor guest must be accompanied by winner at all times who must be minor's parent or legal guardian. Sponsor assumes no responsibility for delayed, canceled or rescheduled event(s). Sponsor reserves the right to assign seating, airline, airport and hotel.

3. DRAWING: Prize winner will be selected in a random drawing from among all eligible entries received by 11:59 p.m. Eastern Time on 6/23/2010. Drawing will be held on or about 6/24/2010, and will be conducted by a representative of Promotion Security Group, LLC, an independent judging organization whose decisions shall be final. Odds of winning depend upon the number of eligible entries received. One prize will be awarded.

4. ELIGIBILITY and GENERAL TERMS: Sweepstakes open only to legal U.S. residents of the state of Florida (excluding residents of Miami Dade, Broward and Palm Beach Counties in FL) who are 18 years of age or older at the time of entry. Winner may be required to show proof of residency. Anyone who has won a prize valued at over $500 from The Pepsi Bottling Group or Pepsi Beverages Company within the last thirteen (13) months (from May 27, 2010) is ineligible to enter or win. Employees of Major League Baseball Properties, Inc., Major League Baseball Enterprises, Inc., MLB Advanced Media, L.P., MLB Holdings, Inc., MLB Media Holdings, L.P., MLB Online Services, Inc., the Office of the Commissioner of Baseball, and the Major League Baseball Clubs (including without limitation the Tampa Bay Rays®), and each of their respective shareholders, employees, parents, directors, officers, affiliates, representatives, agents, successors, and assigns (hereinafter, "MLB Entities"), PepsiCo, Inc., The Pepsi Beverages Company, Pepsi-Cola Company, Hess Express, and the Tampa Bay Rays and each of their respective parent companies, affiliates, subsidiaries, bottlers, divisions, distributors, suppliers and advertising, promotional or judging agencies and immediate family members and persons living in the same household of such employees are not eligible to win. No substitution of prize is offered; no transfer of prize to a third party is permitted; and non-cash prizes may not be redeemed for cash. Any portion of the prize not accepted by the winner will be forfeited. Sponsor reserves the right to award a prize of equal or greater value in the event the published prize is unavailable. Limit one (1) prize per name, address, phone number and/or household. Void outside of Florida and wherever prohibited or restricted by law. All federal, state and local laws and regulations apply. Prize recipient will be solely responsible for paying all applicable federal, state and local taxes on prizes and, if applicable, winner may receive an IRS Form 1099 for the retail value of the prize. No groups, clubs, newsletters or organizations may reproduce or distribute any portion of these rules to their members and anyone who enters this sweepstakes through means not permitted by these rules is disqualified. All entrants, as a condition of entry, agree to be bound by these rules and the decisions of the Sponsor, which shall be final and binding. Sponsor reserves the right, in its sole discretion, to disqualify any individual (and all of his/her sweepstakes entries) who tampers with the entry process.

5. WINNER NOTIFICATION/RELEASES: Potential winner will be notified by mail and/or phone within two (2) days of the drawing. Prize winner may be required to claim the prize within five (5) days of notification by signing and returning an Affidavit of Eligibility and Liability/Publicity Release (where permitted by law). Travel guest of winner may be required to sign and return a release within the stated time frame. In order to claim prize, additional releases and/or waivers of liability required by any applicable sanctioning body may also be required as appropriate. In the event the Affidavit and Release is not returned within five (5) days, prize may be forfeited and an alternate winner may be selected from among all remaining eligible entries as time permits. Prize may also be forfeited if (i) the notification is sent to the address provided on the entry and is returned as undeliverable without a forwarding address; (ii) a telephone notification is not confirmed to Sponsor within forty-eight (48) hours; or (iii) the winner is unable to attend on the dates specified. Upon forfeiture for any reason, no compensation shall be given. Travel guest of winner may also be required to sign and return a travel release before prize is awarded. Allow (1) weeks for delivery of the prize following the notification process. Prize will only be delivered to addresses within the states of Florida. All participants, by participating in this sweepstakes, and winner, by acceptance of a prize, agree on behalf of themselves, their executors, assigns and heirs, to release the MLB Entities, PepsiCo, Inc., Pepsi Beverages Company, Pepsi-Cola Company, Hess Express, Inc., the Tampa Bay Rays and each of their respective parent companies, affiliates, subsidiaries, bottlers, divisions, distributors, suppliers and advertising, promotional or judging agencies, from any and all liability, claims or actions of any kind whatsoever for injuries, damages or losses to persons and property which may be sustained in connection with the receipt, ownership or use of the prize or while preparing for, participating in and/or traveling to any prize-related or sweepstakes-related activity or any typographical or other error in these Official Rules or in the announcement or offering of any prize. Winner acknowledges that the Sponsor has neither made nor is in any manner responsible or liable for any warranty, representation or guarantee, express or implied, in fact or in law, relative to the prize. Sponsors reserve the right to cancel or suspend the sweepstakes if it is tampered with or corrupted in any manner and, in the event of cancellation, prizes will be awarded via a random drawing to be conducted from all eligible entries received as of the date of cancellation. Except where prohibited by law, winner must consent to the use of his name, voice, picture or other likeness in all media without compensation for promotional purposes as determined by The Pepsi Bottling Group and the MLB Entities. Game or event dates and times determined in the sole discretion of the Office of the Commissioner of Baseball and/or Major League Baseball Properties, Inc., as applicable, and are subject to change. The terms and conditions of the tickets awarded as prizes will govern in the event a legal game, exhibition or event, as defined by Major League Baseball, is not played due to weather, an act of God, an act of terrorism, civil disturbance or any other reason. Grand Prize Winner agrees to comply with all applicable stadium regulations in connection with the Prize. Pepsi Beverage Company and the applicable MLB Entities reserve the right to remove or to deny entry to winner and/or guest who engages in a non-sportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person at the game, exhibition or event. Pepsi Beverages Company and the MLB Entities will not be responsible for Acts of God, acts of terrorism, civil disturbances, work stoppage or any other natural disaster outside their control that may cause the cancellation of Major League Baseball games, exhibitions or events. Prizes are nontransferable. All federal, state, and local taxes, if any, are the sole responsibility of the winners. Void where restricted or prohibited.

6. WINNERS LIST: For the name of the winner, send a self-addressed, stamped envelope before 07/23/2010 to: PEPSI AND THE TAMPA BAY RAYS 2010 MLB ALL-STAR GAME SWEEPSTAKES AT HESS EXPRESS c/o TracyLocke, 7380 Sand Lake Road, Suite 230, Orlando, FL 32819. Winners list will be sent when all prizes have been awarded.

7. SPONSOR: Bottling Group, LLC d/b/a Pepsi Beverages Company 7380 Sand Lake Road, Suite 230, Orlando, FL 32819.

PEPSI and the Pepsi Globe are registered trademarks of PepsiCo, Inc. ©2010. Sponsor is a promotional partner of Major League Baseball Properties, Inc. Major League Baseball trademarks and copyrights used with permission of Major League Baseball Properties, Inc. Contest not produced or executed by any MLB Entity.