INTRODUCTION
The MLB.com Winter Ball Baseball Manager ("WBBM") Official Rules and Restrictions (the " WBBM Official Rules") apply only to all those who enroll in WBBM (aka Winter Ball or Winter BBM). By participating in this game of skill, you acknowledge that you have read these WBBM Official Rules as well as the Terms and Conditions, and that you agree to abide by, and be subject to, the WBBM Official Rules and the Terms and Conditions, as well as the decisions of the judges, which shall be final and binding in all respects. Subject to the Eligibility section below, MLB.com Winter Ball Baseball Manager is intended for viewing only in the United States and Canada. Persons residing in other jurisdictions are not eligible to win any prizes in connection with this promotion. In these WBBM Official Rules, "you," "your" and "participants" refers to you, the person who has enrolled in WBBM.

1. GAME OF SKILL: BASEBALL MANAGER IS A GAME OF SKILL.
MLB.com Winter Ball Baseball Manager is a skill contest designed to increase consumer awareness of and interest in Major League Baseball. To win, users must utilize their knowledge of individual players' daily statistics, such as how hitters and starting and relief pitchers are performing and have performed in prior outings. The more you know about the players and the teams playing in Major League Baseball the better your chances of winning.

2. MLB.COM WINTER BALL BASEBALL MANAGER ENTRY
Enrollments open on or about November 12, 2006. The deadline to enroll in MLB.com Winter Ball Baseball Manager and be eligible for prizes is 4:59 AM Eastern Time January 7, 2007. In addition, in order to be eligible for prizes you must be enrolled in a full league by the same date. Payment of $9.95 is required to register a team in MLB.com Winter Ball Baseball Manager. Payment may be made online or by sending a check to Gameline, 200 Ingleside Drive, Stamford, CT 06903. All information submitted by entrants is subject to, and will be treated in a manner consistent with MLB.com's Privacy Policy accessible at: http://www.mlb.com/NASApp/mlb/mlb/help/mlb_help_about_privacy.jsp

3. WINNER SELECTION
Winners of the prizes will be determined by judges appointed by the Sponsor based on the following objective criteria:

To be eligible for any prize, you must satisfy the WBBM Official Rules and the Terms and Conditions.

You must play in an MLB.com Winter Ball Baseball Manager League that plays a full season of 54 games or 162 games depending on which game you enroll.

You must win your league.

If there is a tie in any of the leagues, the teams that tie will then be ranked first by which team has the fewest team errors for the season. If there is still a tie, the teams will next be ranked by which team has the highest team Batting Average. If there is still a tie, the teams that are tied will then be ranked by which team has the lowest team Earned Run Average.

Winners will be determined by March 15, 2007. All decisions by the judges shall be final.

4. PRIZES
The prizes for MLB.com Winter Ball Baseball Manager are as follows:

The first place finisher in each MLB.com Winter Ball Baseball Manager league will receive a t-shirt. Estimated retail value $19.95.

Prizes awarded may be subject to legal restrictions. You agree that in the event that the award of prizes to winners of Baseball Manager is challenged by any legal authority, MLBAM has the sole right to determine whether or not to award such prizes and whether or not to refund previous payments made by you. In such an event, the Released Parties (defined below) shall have no liability to any participants. All prizes will be awarded regardless of the number of participants or amount of entry fees received. Prizes are not transferable and no substitution of prizes is permitted except that MLBAM reserves the right to substitute a prize of equivalent value or greater. All prizes are awarded AS IS and WITHOUT WARRANTY OF ANY KIND, express or implied (including without limitation, warranty of merchantability or fitness for a particular purpose). ALL TAXES ASSOCIATED WITH THE RECEIPT OR USE OF ANY PRIZE AND ANY SHIPPING AND HANDLING CHARGES ARE THE SOLE RESPONSIBILITY OF THE WINNER.

NOTIFICATION AND ACCEPTANCE: Winners will be notified by email and/or regular mail within seven (7) days after the date the winners are determined. Winners may be required to sign and return an affidavit of eligibility and acceptance of these WBBM Official Rules and a publicity/liability release (unless prohibited by law) within fifteen (15) days after receipt of notification. Failure to comply with these requirements may result in disqualification and the selection of the participant with the next highest ranking. Any prize notification returned as undeliverable may result in disqualification and selection of an alternate winner. MLBAM will attempt to contact overall winners via phone and/or email in order to fulfill prizes at least 3 times or for a period of 30 days. If the winner is unable to be reached, this may result in disqualification and selection of an alternate winner. In the event of a dispute about the identity of a participant, the participant will be declared to be the authorized account holder of the email address submitted at the time of entry. "Authorized account holder" is defined as the natural person who is assigned to an email address by an Internet access provider, online service provider, or other organization that is responsible for assigning email addresses for the domain associated with the submitted email address. Winner may be required to provide the Sponsor with proof that the Winner is the authorized account holder of the email address associated with the winning team. Winners will receive their prize within 6 to 8 weeks of Sponsor's receipt of the signed form.

5. ELIGIBILITY
Residents of Vermont, Louisiana, Minnesota, Florida, Rhode Island and Arizona and the province of Quebec may play WBBM and have their places noted in the standings but are not eligible to win any prizes. This game is open to legal residents of all other states of the United States and the provinces of Canada. No one under 13 years of age may play the game. All federal, state and local laws and regulations apply. Canadian winners may be required to answer an additional skill question prior to being awarded any prize. Directors, officers, employees, representatives, agents and consultants of GameLine, the MLB Entities (defined below) and each of their respective distributors, divisions and subsidiaries, their immediate families, and directors, officers, consultants, representatives, agents and employees of the game promotional partners are not eligible to win any prize. The "MLB Entities" shall mean MLB Advanced Media, L.P. ("MLBAM or "), the Office of the Commissioner of Baseball, its Bureaus, Committees, Subcommittees and Councils, 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 Major League Baseball Clubs, or any 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, or the directors, officers, employees or agents of the above entities. If any prize is won by a minor, the parent or legal guardian of such minor may be required to sign and return the affidavit of eligibility and publicity/liability release and the prize will be awarded to the parent or legal guardian. Recipients of complimentary accounts may play the game but will not be eligible for prizes.

6. TERMS
By participating in WBBM, you (and if you are a minor, your parents or legal guardian) release and agree to hold harmless GameLine, the MLB Entities and each of their respective affiliates, directors, officers, employees, consultants, and agencies (collectively, the "Released Parties") from any liability whatsoever for any claims, costs, injuries or damages of any kind arising out of or in connection with WBBM, or acceptance, possession, or use of any prize (including without limitation, claims, costs, injuries and losses related to personal injuries, death, damage to or destruction of property, rights of publicity or privacy, defamation or portrayal in a false light, whether intentional or unintentional) whether under a theory of contract, tort (including negligence), warranty or other theory.

If you are a minor or under the age of 18, your parents or legal guardian further agree to indemnify each of the Released Parties from any claims, costs, injuries, losses, or damages described in the preceding paragraph that may be suffered by you.

7. CONDUCT
If, for any reason, any portion of WBBM is not capable of running as planned, such reasons to include, but not be limited to, infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other cause beyond the control of the Released Parties, which corrupt or affect the administration, security, fairness, integrity, or proper conduct of the game, then MLBAM and/or GameLine reserves the right to modify, suspend or cancel the game or any portion thereof. MLBAM and/or GameLine reserves the right, at its sole discretion, to disqualify any participant who violates these WBBM Official Rules or the associated Terms and Conditions incorporated herein, or who tampers with the enrollment process, or who engages in any conduct detrimental to any of the Released Parties, the game or any other participant (in each case, as determined by MLBAM in its sole discretion), to suspend or terminate any participant whose eligibility is in question, and to cancel, terminate, modify, or suspend this game at any time. Any attempt by any person to deliberately damage any web site or undermine the legitimate operation of Baseball Manager is a violation of criminal and civil laws and should such an attempt be made, GameLine and/or MLBAM reserve the right to seek from any such person damages and any other remedies available to GameLine and/or MLBAM, as applicable, to the fullest extent permitted by law.

8. LIMITATIONS OF LIABILITY
Released Parties assume no responsibility for, and will not be liable for, any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of entries. Released Parties assume no responsibility for lost, late, misdirected, incomplete or garbled transmissions. None of the Released Parties shall be responsible or liable for any problems or technical malfunctions of any telephone network or lines, computer online systems, servers or providers, including online service and Internet access providers, computer equipment, software, failure of any email or enrollment to be received on account of technical problems or traffic congestion on the Internet or at any web site, or any combination thereof, including any injury or damage to participant's or any other person's computer related to or resulting from participation or downloading of any material in connection with Baseball Manager.

9. WBBM OFFICIAL RULES/WINNERS LIST
Participating in Baseball Manager is subject to these WBBM Official Rules and the Terms and Conditions, the MLB.com Privacy Policy and MLB.com Website Terms of Use and any other rules expressly referenced herein. For winner information (available after October 1, 2007) or an additional copy of the WBBM Official Rules, send a self-addressed, stamped envelope to: MLB.com Winter Baseball Manager c/o GameLine, 200 Ingleside Drive Stamford, CT 06903. Specify "Rules" or "Winner List." Requests must be received by May 1, 2007. Residents of VT may omit return postage on rules requests.

A winners' list may be obtained after March 1, 2007 by sending a self addressed stamped envelope to the address above, Attn: Winners' List.

SPONSOR: The Sponsor of this game is GameLine, 200 Ingleside Drive Stamford CT 06903.

10. MISCELLANEOUS
The section headers contained herein are provided for convenience purposes only and shall not be used to modify or interpret these WBBM Official Rules. In the event that any provision of these WBBM Official Rules (or Terms and Conditions) is found invalid or unenforceable pursuant to judicial decree or decision, the remainder of the WBBM Official Rules (and Terms and Conditions) shall remain valid and enforceable according to its terms. The parties intend that the provisions of these WBBM Official Rules be enforced to the fullest extent permitted by applicable law. Accordingly, the parties agree that if any provisions are deemed not enforceable, they shall be deemed modified to the extent necessary to make them enforceable.

MLBAM and/or GameLine reserves the right to change these WBBM Official Rules at any time, in its sole discretion. MLBAM and/or GameLine reserves the right to halt, modify or suspend WBBM at any time for any reason.

In the event that the game is challenged by any legal or regulatory authority, MLBAM or GameLine reserves the right to discontinue or modify the game or to disqualify residents in the affected geographic area. In such event, neither MLBAM nor GameLine shall have no liability to any players who are disqualified due to such an action. This contest may not be used for any form of gambling.

Inquiries concerning entries will not be accepted.

11. GAME ADMINISTRATION
By participating, participants agree that MLBAM and/or GameLine will be responsible for resolving any disputes and rules violations that arise in connection with the Contest. All decisions by MLBAM and/or GameLine regarding the Contest shall be final and binding in all respects. If you have any questions regarding the Contest, please send an e-mail to info@baseballmanager.com.

These WBBM Official Rules will be governed and construed in accordance with New York law, without regard to conflict of law principles in the New York courts.

Major League Baseball trademarks and copyrights used herein are the property of MLB Advanced Media, L.P. All rights reserved.