OFFICIAL RULES

NO PURCHASE NECESSARY. A PURCHASE WILL NOT IMPROVE YOUR CHANCES OF WINNING. VOID IN QUEBEC AND WHERE PROHIBITED.

1. ELIGIBILITY: Game open to legal residents over 13 years of age of the fifty (50) United States, the District of Columbia and the following Canadian provinces: Alberta, British Columbia, Manitoba and Saskatchewan . Employees, officers and directors of Dr Pepper/Seven Up, Inc. ("Sponsor"), its licensed bottlers, Ticket Master, Eastbay, iTunes, their respective parent, affiliated and subsidiary companies (collectively, the "Promotion Parties"), and their promotional partners, advertising and promotional agencies, printers and suppliers of Promotion and packaging materials, redemption/recycling centers, owners/operators and those responsible for making purchasing decisions relative to marketing and promotions of retail establishments that sell Sponsor products, persons engaged in the development of promotional materials, judging or administration organizations or auditing or legal firms and members of any of the above's immediate family (parents, children, stepparents, stepchildren, siblings, stepsiblings or spouse) or house hold members (whether or not related) of such employees, officers, and directors are not eligible.

2. PROMOTIONAL PERIOD: Promotion begins April 15, 2006 and ends August 31, 2006, or when supplies of specially-marked cups have been exhausted, whichever comes first (the "Promotion Period"). All prizes must be redeemed by October 25, 2006 ("Redemption Deadline").

3. HOW TO PLAY: Receive one official game piece affixed to the cup when you purchase any Slush Puppie frozen drink at any participating retailers from April 15, 2006 through August 31, 2006, while supplies last. To find out if you are a winner, peel off the game piece to reveal the prize message. If you receive a prize message and a description of a prize, you are a winner of the prize indicated, subject to verification and compliance with these rules. If you reveal a message that says "Sorry, you are not a winner," or any other message, you are not a winner. Game pieces cannot be bartered, sold or transferred.

4. NO PURCHASE NECESSARY/FREE GAME PIECE REQUEST. To obtain a free game piece by mail (while supplies last), print your actual name and complete mailing address (no PO Boxes) on a 3 x 5 card and send along with a self-addressed stamped envelope to: Slush Puppie Coolest Tickets In Town Request, P.O. Box 6200 Dept L, Clear Lake, MN 55319-6200. (VT and CDN residents may omit return postage). Limit one (1) request per outer mailing envelope and per household per day. Each game piece request must be mailed in a separate envelope. Requests must be postmarked by August 31, 2006 and received by September 6, 2006. No mechanically reproduced or photocopied requests allowed.

5. PRIZES:

Grand Prize: Twenty Five (25) $1,000 TicketMaster Gift Certificates good for any non-restricted offerings from TicketMaster. ARV: $1,000.00 US/$1,190.70CA each. Odds: 1:267,604 Gift Certificates must be redeemed at a TicketMaster Outlet or via phone only. Not valid on internet transactions.

First Prize: One hundred and twenty-five (125) portable mp3 players. ARV: $100US/$119.07CA each. Odds: 1:53,521.

Second Prize: One hundred and seventy-five (175) $50 Eastbay Gift Certificates. ARV: $50.00 US/$59.54 CA each. Odds: 1:38,229.

Third Prize: Fourteen hundred (1400) $10 iTunes Gift Certificates. ARV: $10.00 US/$11.91 CA each. Odds: 1: 1:4,779.

Fourth Prize: Thirteen hundred (1,300) t-shirts. ARV: $10.00 US/$11.91 CA each. Odds: 1:5,146.

Total ARV of all prizes: $73,250 U.S. $87227.75. CA. Any related expenses on prizes are the responsibility of the winner. Gift certificates subject to the terms and restrictions contained therein. There is no expiration date on the TicketMaster Gift Certificates. Sponsor will purchase Eastbay and iTunes Gift Certificates upon confirmation/receipt of prize claims. Eastbay and iTunes Gift Certificates expire one (1) year from date Sponsor purchases such gift certificates. Eastbay and iTunes gift certificates must be redeemed within one (1) year from purchase date printed on the certificates or prize will be forfeited.

6. TO CLAIM PRIZE: Limit one (1) prize per person. All prize claims are subject to verification. If you receive a prize winning message on your game piece, hand-print your name, address, city, state or province, ZIP code/postal code, phone number and age on a 3" x 5" piece of paper, and enclose with original winning game piece in an envelope and mail to: Coolest Tickets In Town, P.O. Box 6214, Clear Lake, MN 55319-6214. You may wish to retain a photocopy of your game piece for your records. Do not give your winning game piece to an employee at the participating retailer. Employees are not authorized to collect winning game pieces. Canadian residents will be required to complete a prize claim form and correctly answer a timed mathematical skill-testing question in order to receive a prize. Prize claim forms completed by participants under the age of majority (Canada) (under the age of 18 in the USA) will be awarded in the name of the parents or legal guardians. Grand Prize Winners (or winner's parent/legal guardian if winner is a minor) will be required to sign and return an affidavit of eligibility and liability/publicity release ("Affidavit") (where lawful) within 21 days of prize notification or prize may be forfeited. Judges decisions are final. All prize claims must be received by October 25, 2006. Unclaimed prizes will not be awarded. If more legitimate prize claims are received than the number of advertised prizes at any prize level, a random drawing will be conducted from among all eligible prize claims to award the advertised number of prizes at that level. Any game piece that is tampered with, illegible, incomplete or blank (in whole or in part), forged, or mutilated, contains printing, production, typographical, mechanical or other errors, or is not obtained through authorized legitimate channels will be deemed void. All prize claims and game materials become the property of Sponsor and will not be returned. Sponsor and its agents not responsible for, and you assume all risk of errors in the printing, production, delivery, receipt or processing of submissions, including, but not limited to: their being lost, delayed, misdirected or with postage-due, damaged, destroyed, defaced, mutilated, illegible, or incomplete, malfunction of electronics, phone lines, networks, computers, hardware, software or other equipment, failure, loss, delay, corruption or other error in data or data entry or transmissions, or any technical, mechanical, electronic or human failures, errors or difficulties of any kind, including injury or damage to participants or property, including computers, arising from participating in this promotion. Liability for game pieces containing printing or other errors is limited to replacement with another game piece while supplies last. Allow approximately 6-8 weeks following verification of eligibility for shipment of prizes.

7. GENERAL CONDITIONS: In the U.S., promotion is governed by the laws of the State of Texas. In Canada, the Promotion is governed by and construed in accordance with the laws of the Province of Ontario. By participating, you agree to abide by these Official Rules and all decisions of Sponsor and its independent judging and administration organization, which are final and binding in all respects. No substitution of prize is offered, no transfer of all or any part of prize to third parties permitted. If a prize cannot be awarded for any reason or winner is not capable of redeeming Prize for any reason, then neither Sponsor nor any of the Promotion Parties shall be obligated to award any prize; and Sponsor reserves the right, in its sole discretion, whether or not to substitute the prize (or portion of prize) with a prize of comparable or greater value or cash value. If, for any reason, more than the stated number of prizes are available or claimed, Sponsor reserves the right to award the prizes in such category by random drawing from among eligible prize claimants in such prize category. Prize recipients are responsible for all applicable taxes (federal, state, and local) if any, on prize. Non-compliance with these Official Rules may result in disqualification. You are not a winner until your game piece has been submitted and verified in accordance with these Official Rules, and you have fully complied with these Official Rules. Acceptance of any prize constitutes permission for Sponsor and its designees to use winner's name and/or likeness for purposes of advertising and trade in any medium, without further compensation, unless prohibited by law. Limit of one prize per family, household, or organization.

8. LIMITATIONS OF LIABILITY: The Promotion Parties and each of their agencies and partners are not responsible for lost, late, incomplete, stolen, misdirected, or illegible mail or human error that may occur in the receipt or processing of mail, shipping, or email (whether to or from them). Sponsor reserves the right, at its sole discretion, to disqualify any individual found, at its sole discretion, to be tampering with the redemption process or the operation of the promotion, or to be acting in violation of the Official Rules; or to be acting in a non-sportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. If, for any reason, the promotion is not capable of running as planned by reason of, but not limited to, tampering, unauthorized intervention, fraud, technical failures, or any other causes which Sponsor, in its sole opinion deems could corrupt or affect the administration, security, fairness, integrity or proper conduct of this promotion, Sponsor reserves the right at its sole discretion to cancel, terminate, modify or suspend the Promotion. IN NO EVENT WILL THE PROMOTION PARTIES, THEIR RESPECTIVE PARENTS, AFFILIATES, SUBSIDIARIES AND RELATED COMPANIES, THEIR ADVERTISING OR PROMOTION AGENCIES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS, BE RESPONSIBLE OR LIABLE FOR ANY INJURIES, CLAIMS, ACTIONS, DAMAGES, LOSSES OR LIABILITY OF ANY KIND, INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RESULTING FROM OR ARISING FROM YOUR PARTICIPATION IN, OR THE PRODUCTION, PROMOTION OR ADMINISTRATION OF, THE PROMOTION, OR ACCEPTANCE, POSSESSION, USE, MISUSE, OR NONUSE OF THE PRIZE THAT MAY BE AWARDED, WITHOUT LIMITING THE FOREGOING, EVERYTHING IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SOME JURISDICTIONS MAY NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OR EXCLUSION OF IMPLIED WARRANTIES SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. CHECK YOUR LOCAL LAWS FOR ANY RESTRICTIONS OR LIMITATIONS REGARDING THESE LIMITATIONS OR EXCLUSIONS.

9. WINNERS LIST: For the names of the major prize winners, send a self-addressed, stamped envelope to Coolest Tickets In Town Winners List, P.O. Box 6198 Dept T, Clear Lake, MN 55319-6198. CDN residents may omit return postage. Requests must be received by October 31, 2006.

10. Sponsor: Dr Pepper/Seven Up, Inc. 5301 Legacy Drive, Plano, Texas 75024.