PEPSI MAX FIELD OF DREAMS SWEEPSTAKES

Official Rules

NO PURCHASE NECESSARY.

SWEEPSTAKES SHALL BE CONSTRUED AND EVALUATED ACCORDING TO THE LAWS OF THE STATE OF NEW YORK. VOID WHERE PROHIBITED.

1. SWEEPSTAKES: The Pepsi Max Field of Dreams Sweepstakes (the "Sweepstakes") starts July 12, 2011 at 12:00:01 a.m. (Eastern Time "ET") and ends August 31, 2011 at 11:59:59 p.m. ET (the "Sweepstakes Period"). No Purchase Necessary, and no entry fee, payment or proof-of-purchase necessary to participate in the Sweepstakes. The computer clock of MLB.com is the official timekeeping device of the Sweepstakes.

2. ELIGIBILITY: TO BE ELIGIBLE TO WIN, YOU MUST BE 18 (19 in AL or NE) YEARS OF AGE OR OLDER AND A LEGAL RESIDENT OF THE U.S. RESIDING IN ONE OF THE FIFTY (50) UNITED STATES OR THE DISTRICT OF COLUMBIA THROUGHOUT THE SWEEPSTAKES PERIOD. Potential winner may be required to provide proof of legal U.S. residency if requested by Sponsor (defined below) to determine eligibility and as a condition of prize award. Employees of the MLB Entities (defined below) , Pepsi-Cola Company ("Sponsor") and its bottlers, their respective parents, subsidiaries, affiliates, divisions, suppliers, printers, distributors and advertising, promotional and judging agencies and the immediate family members of such employees (parent, child, sibling, spouse) and persons living in the same household as such employees (whether related or not) are not eligible to win. The "MLB Entities" shall mean the Office of the Commissioner of Baseball, its Bureaus, Committees, Subcommittees and Councils, MLB Advanced Media, L.P. ("MLBAM" or MLB.com), Major League Baseball Enterprises, Inc., Major League Baseball Properties, Inc. (doing business in its own name and as Major League Baseball Productions), SportsOnEarth, LLC, Tickets.com, Inc., The MLB Network, LLC, the Major League Baseball Clubs, and each of their respective subsidiaries or affiliated entities, any entity which, now or in the future, controls, is controlled by, or is under common control with the Major League Baseball Clubs or the Office of the Commissioner of Baseball, and the directors, officers, employees and agents of the above entities.

3. TO ENTER, PICK YOUR PEPSI MAX FIELD OF DREAMS PLAYERS: To enter the Sweepstakes, click on the Sweepstakes banners, buttons and/or links at www.MLB.com/PepsiMAX (the "Web Site"); and follow instructions to cast your vote and complete the Sweepstakes online entry form. By successfully transmitting a completed online entry form as directed, and casting your vote for the Pepsi Max Field of Dream Player/Position for at least one (1) of the eleven (11) positions, and you will automatically receive one (1) entry in the Sweepstakes (the "Entry") into the Semi-Finalist Drawing (see Rule 5 below).

All information submitted via the Web Site by entrants is subject to, and will be treated in a manner consistent with, MLB.com's Terms of Use accessible at: http://mlb.mlb.com/mlb/official_info/about_mlb_com/terms_of_use.jsp and Privacy Policy accessible at: www.mlb.com/privacy. Entrants must fully complete and submit all non-optional data requested on the online entry form to be eligible. Incomplete and/or inaccurate entries are void. All entries must include a valid e-mail address for the entrant. Entrants to the Sweepstakes may be given the option to receive (a) commercial e-mails from Sponsor and/or MLB.com, and/or (b) mobile text messages and updates from MLB.com; however, eligibility to participate in the Sweepstakes is not dependent upon entrant's consent to receive such e-mails and/or mobile text messages and updates and consenting to receive such e-mails and/or mobile text messages and updates will not impact any entrant's chances of winning. Standard messaging rates apply to mobile text messages and updates. Check with your mobile service provider for more information. Online entry only. No other method of entry will be accepted. Limit twenty- five (25) entries per email address and per person per day. Although multiple attempts to enter may be received, only the first twenty- five (25) entries received from a particular person/e-mail address per day will be considered. A day is understood to start at 12:00:01 a.m. ET and end at 11:59:59 p.m. ET the same day. At the end of the Sweepstakes Period, the Player/Position with the greatest number of votes will be part of the Pepsi Max Field of Dreams Team.

4. ADDITIONAL ENTRY INFORMATION: All online entries must include a valid e-mail address for the entrant. In the event of dispute over the identity of a potential winner, an online entry will be declared made by the "Authorized Account Holder" of the email address submitted at the time of entry, and potential winner may be required to provide identification sufficient to show that he/she is the "Authorized Account Holder" of such email address. The "Authorized Account Holder" is the person to whom the applicable Internet service provider or other organization (such as business or educational institution) has assigned the e-mail addresses for the domain associated with the submitted e-mail address.

The submission of an entry is solely the responsibility of the entrant. Entries may only be made by the method described above. Proof of emailing or sending an entry (without limitation, such as automated computer receipt of sending an email) does not constitute proof of delivery of entry or actual receipt of any entry for purposes of these Official Rules. All entries become the property of MLBAM and will not be acknowledged or returned to entrant. Sweepstakes entries generated by a script, macro or other mechanical or automated means will be disqualified. Each entry submission must be manually key stroked and manually entered by the individual entrant; automated and/or repetitive electronic submission of entries (including but not limited to entries made using any script, macro, bot or sweepstakes service) will be disqualified and transmissions from these or related email or IP addresses may be blocked.

5. SEMI-FINALIST DRAWING: There will be four (4) Semi-Finalist Drawings - - one (1) Semi-Finalist drawing for each of the geographic regions (north/south/east/west). All Entries will be entered into one (1) of the four (4) Semi-Finalist drawings depending on their zip code. Potential Semi-Finalists will be selected in a random drawing from among all eligible entries received for their geographic region. Semi-Finalist Drawings will be conducted on or about September 1, 2011 by an independent judging agency whose decisions are final and binding. Odds of winning depend upon the total number of eligible Entries received from each geographic region during the Sweepstakes Period. Upon completion of the Semi-Finalist drawing, the four (4) Semi-Finalists will be contacted and will need to sign an Affidavit of Eligibility, Liability with (where lawful) a Publicity Release within five (5) days of notification. A Pepsi representative will visit the Semi-Finalists in their hometown to create a video of the Semi-Finalist which will be posted on the Web Site during the Voting Period (as defined in Rule 6 below).

6. PUBLIC VOTING: Beginning on or about 9/14/11 at 12:00:01 a.m. ET and until on or about 10/5/11 at 11:59:59 p.m. ET (the "Voting Period"), up to four (4) Semi-Finalists will be posted on the Web Site for voting. Visit Web Site for exact times and dates for the Voting Period. Consumers can visit the Web Site and register to vote for their favorite Semi-Finalist. Limit one (1) vote per Semi-Finalist per day per email address/person. At the end of the Voting Period, the Semi-Finalist with the greatest number of votes will be deemed the Grand prize winner. In the event of a tie, the tie will be broken by the Semi-Finalist who was the first to receive the greatest number of votes.

7. SEMI-FINALIST PRIZE - The one (1) Semi-Finalist who receives the greatest number of votes during the Voting Period (defined above) shall be deemed the Grand Prize Winner. The three (3) remaining Semi-Finalists will receive a trip for two (2) for each Semi-Finalist and one (1) guest each to attend the Pepsi Max Field of Dreams Players which is currently scheduled for 2012. The Game will take place on the date/time and location determined by Sponsor and the MLB in their sole discretion. Selection of venue for the Game is the sole discretion of the MLB. Semi-Finalist Prize includes round-trip coach air transportation for winner and one (1) guest from an airport nearest the Semi-Finalist's home within the continental U.S. to the location of the Pepsi Max Field of Dreams Game, one (1) double occupancy standard hotel room for two (2) nights, ground transportation in destination city, two (2) tickets for Semi-Finalist and his/her guest to the Pepsi Max Field of Dreams Game and the opportunity to meet and greet the Pepsi Max Field of Dream MLB Players. Approximate retail value ("ARV") of Semi-Finalist Prize: $5,055. Actual value of Semi-Finalist Prize may vary depending on Semi-Finalist's city of departure. Guest of Semi-Finalist must be of legal age of majority in their jurisdictions of residence (and at least 18 [19 in AL or NE] years of age). If Semi-Finalist resides within 100 miles of venue, ground transportation may be substituted in lieu of air transportation, at Sponsor's sole discretion.

8. GRAND PRIZE: One (1) Grand Prize will be awarded, consisting of winner and ten (10) guests being invited to a local venue where the winner and ten (10) guests will play ball with the Pepsi Max Field of Dream Players (the "Game"). It is anticipated that this Game will take place in 2012. Grand Prize includes round-trip ground transportation from winner's home to venue (which is anticipated to be within 100 miles of winner's residence), tickets for winner and ten (10) guests to enter venue. The Game will take place on the date/time and location determined by Sponsor and the MLB in their sole discretion. Selection of venue for the Game is the sole discretion of the MLB. Guests must be of legal age of majority in their jurisdictions of residence (and at least 18 [19 in AL or NE] years of age). Grand Prize winner and one (1) guest will receive a trip to one of the MLB World Series Games. Prize consists of a trip for the winner and one (1) guest to one of the 2011 MLB World Series games. The location of the World Series will be determined later in the MLB season (the "World Series Game"). Grand Prize includes round-trip coach air transportation for winner and one (1) guest from an airport nearest the winner's home within the continental U.S. nearest the city where the World Series Game is scheduled to be held, one (1) double occupancy standard hotel room for two (2) nights, ground transportation in destination city, two (2) tickets for Winner and his/her guest to the World Series Game. Approximate retail value ("ARV") of Grand Prize: $11,477. Actual value of Grand Prize may vary depending on winner's city of departure. Sponsor, in its sole discretion, reserves the right to provide ground transportation in lieu of air transportation if winner resides within one hundred (100) miles of location of World Series Game (and no additional compensation or substitution will be awarded for difference in prize value). Selection of airline, hotel and World Series Game seating assignment at the World Series Game is at Sponsor's sole discretion. All other costs and expenses not specifically mentioned herein, including, without limitation, ground transportation, baggage fees, meals, gratuities, incidentals, are solely the responsibility of winner and guest. Sponsor will specify travel dates and all travel must be taken on dates specified; no alternative travel dates are available. All travel is subject to availability and restrictions. Winner and guest must travel on same itinerary. Minor children may accompany winner as travel guest only if minor's parent or legal guardian is the winner. Minors must be accompanied at all times during trip (including, but not limited to, in-flight, hotel stay and all prize-related events) by minor's parent or legal guardian. Sponsor and the MLB Entities assume no responsibility for cancelled, delayed, suspended or rescheduled events and/or airline flights. Travel guests must sign and return a travel release before any ticketing or travel occurs. Winner and guest must have all necessary identification and/or travel documents (e.g, valid U.S. driver's license) required for travel within the United States., Major League Baseball game, exhibition and event dates and times are determined in the sole discretion of the Office of the Commissioner of Baseball and may be subject to change. Winner and his/her guest(s) agree to comply with all applicable ballpark regulations in connection with the Grand Prize. Sponsor and the applicable MLB Entities reserve the right to remove or to deny entry to winner and/or his/her guest(s) who engage(s) in a non-sportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person at the game or event. The MLB Entities and Sponsor will not be responsible for weather conditions, Acts of God, acts of terrorism, civil disturbances, work stoppage or any other natural disaster outside their control that may cause the cancellation or postponement of any Major League Baseball game, exhibition or event. Major League Baseball game, event and exhibition tickets awarded as part of the Grand Prize may not be resold or offered for resale. Any such resale may result in disqualification and prize forfeiture, and may invalidate the license granted by the game ticket(s).

9. GENERAL: Sweepstakes is subject to the laws of the United States only. Prizes will be awarded and/or delivered only to addresses within the United States. An unclaimed prize will not be awarded. No responsibility is assumed by Sponsor or MLB Entities for prize after prize has been delivered. Any portion of a prize not accepted by winner will be forfeited. Except as determined by Sponsor in its sole discretion, 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 value. Prize winners will be solely responsible for all applicable federal, state and local taxes on prize. Winner may receive an IRS Form 1099 for the retail value of the prize. All other expenses on the receipt and use of a prize not specifically mentioned herein are solely the responsibility of the winner.

10. CONDUCT: By entering this Sweepstakes, each entrant agrees to be bound by these Official Rules and the decisions of the judges that shall be final and binding in all respects. Failure to comply with these Official Rules may result in disqualification. Sponsor reserves the right at their sole discretion to disqualify any individual suspected of tampering with the entry process or the operation of the Sweepstakes or the Web Site; or to be acting in any manner deemed by Sponsor to be in violation of the Official Rules; or to be acting in any manner deemed by Sponsor to be unsportsmanlike or disruptive, or with intent to annoy, abuse, threaten or harass any other person. CAUTION: ANY ATTEMPT BY A USER OR ENTRANT OR ANY OTHER INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEB SITE ASSOCIATED WITH THIS SWEEPSTAKES OR UNDERMINE THE CONTENT OR LEGITIMATE OPERATION OF THE SWEEPSTAKES MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR WILL DISQUALIFY ANY SUCH ENTRANT, AND SPONSOR, THE APPLICABLE MLB ENTITES AND/OR THEIR RESPECTIVE AGENTS RESERVE THE RIGHT TO SEEK DAMAGES AND COSTS (INCLUDING WITHOUT LIMITATION, ATTORNEYS' FEES) AND OTHER REMEDIES FROM ANY SUCH PERSON OR PERSONS RESPONSIBLE FOR THE ATTEMPT TO THE FULLEST EXTENT PERMITTED BY LAW.

11. LIMITATIONS OF LIABILITY: Sponsor and MLB Entities assume no responsibility or liability for (a) any incorrect or inaccurate entry information, or for any faulty, failed, garbled or jumbled electronic data transmissions; (b) any unauthorized access to, or theft, destruction or alteration of entries at any point in the operation of this Sweepstakes; (c) any technical malfunction, failure, error, omission, interruption, deletion, defect, delay in operation or communications line failure, regardless of cause, with regard to any equipment, systems, networks, lines, satellites, servers, computers or providers utilized in any aspect of the operation of the Sweepstakes; (d) inaccessibility or unavailability of the Internet or the Web Site or any combination thereof, or; (e) any injury or damage to participant's or to any other person's computer which may be related to or resulting from any attempt to participate in the Sweepstakes or download any materials in the Sweepstakes. If, for any reason, the Sweepstakes is not capable of running as planned for any reason which may include without limitation, infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes which may corrupt or affect the administration, security, fairness, integrity or proper conduct of this Sweepstakes, then Sponsor and MLBAM reserve the right at their sole discretion to cancel, terminate, modify or suspend the Sweepstakes in whole or in part. In the event of such cancellation or termination, Sponsor reserves the right to identify a winner and award the Grand Prize by way of random drawing from among all non-suspect, eligible entries received up to the time of such cancellation.

12. WINNER NOTIFICATION: Potential winner will be notified at the phone number and/or e-mail address provided to Sponsor when registering for the Sweepstakes. If Sponsor is unable to contact a Semi-Finalist or Grand Prize winner for any reason, or if any mail (postal or email) is returned as undeliverable without a forwarding address, prize award will be forfeited.. Potential Grand Prize winner will be required to sign and return to Sponsor an Affidavit of Eligibility/ Liability Release with (where lawful) a publicity release for receipt by Sponsor by the due date indicated in the notification letter (which must be within five (5) days or less of notification). If any required documents are not returned within the required number of days, or if any mail is returned as undeliverable without a forwarding address, then prize may be forfeited and an alternate winner will be selected from among all remaining Entries.

13. WINNER RELEASES: All entrants, as a condition of entry into the Sweepstakes, agree to release the MLB Entities, PepsiCo, Inc., Pepsi-Cola Company, its bottlers, their respective parents, subsidiaries, affiliates, divisions, distributors, suppliers, printers, distributors and advertising, promotional or judging agencies, from and against any and all liability, claims or actions of any kind whatsoever for injuries, damages, or losses to persons or property which may be sustained in connection with: accessing the Web Site or any Sweepstakes-related page; submitting an entry or otherwise participating in any aspect of the Sweepstakes; the receipt, ownership or use of the Grand Prize (or any portion thereof) awarded; preparing for, participating in or traveling to and/or from any prize-related activity, or; any typographical or other error in these Official Rules or the announcement of offering of any the Grand Prize (or any portion thereof). The winner shall bear all risk of loss or damage to their prize after it has been delivered. Sponsor and the MLB Entities make no representations or warranties of any kind concerning the appearance, safety or performance of the Grand Prize (or any portion thereof). Except for residents of TN and where prohibited by law, winners grant to Sponsor and the MLB Entities the right to print, publish, broadcast and use worldwide, in perpetuity, in any and all media or formats now known or hereinafter known (including without limitation use online at the Web Site) the winner's name, address, voice, statement, picture or other likeness, without additional compensation or consideration, notification or permission, for public relations, advertising and promotional purposes as may be determined by Sponsor and MLB Entities.

14. WINNERS LIST: For the name of the Grand Prize winner, send your request to Pepsi MAX Field of Dreams Winners List, c/o Genesco Sports, 2900 Westchester Avenue, Suite 105, Purchase, NY 10577.

15. SPONSOR: Pepsi-Cola Company, 700 Anderson Hill Road, Purchase, New York 10577. Sponsor is a promotional partner of Major League Baseball. This promotion is not sponsored by any MLB Entity.

PEPSI and the Pepsi Globe design are registered trademarks of PepsiCo, Inc.

Major League baseball trademarks and copyrights are proprietary to the MLB Entities. All rights reserved.