IT'S YOUR CHOICE SWEEPSTAKES OFFICIAL RULES

1. NO PURCHASE NECESSARY TO ENTER OR WIN. Sweepstakes is open only to children who are legal residents of the continental United States between the ages of 5 and 15 as of February 1, 2005 and who have obtained their parent's permission. Void where prohibited or restricted by law. Sweepstakes commences February 1, 2005 and ends September 2, 2005.

2. TO ENTER VIA MAIL: i) Print your complete name, address, city, state, zip code, daytime phone number and birthdate on a 3-1/2" x 5" postcard; or ii) complete an official entry form available on Goldfish in-store displays at participating retail stores, while supplies last, and mail one of the above forms of entry to:

IT'S YOUR CHOICE Sweepstakes
PO Box 503
Sayreville, NJ 08871-0503

Enter as often as you wish, but each entry must be hand-printed and mailed separately. Entries that are illegible, incomplete, sent via overnight delivery or telefax, printed by machine or otherwise mechanically reproduced will not be accepted. Sponsors and their agencies are not responsible for entries that may be lost, late, postage due, delayed, mutilated and/or misdirected, or for typographical errors in the rules or entry forms. All entries must be received at the above address by September 9, 2005.

3. TO ENTER ONLINE: The sweepstakes will be posted on www.goldfish.nick.com starting on or about 12 AM ET February 1, 2005 and ending at 12 midnight ET on September 2, 2005. Entrants must get their parent's permission and must fill out all required fields (child's first name, child's email address and parent's email address) on the Sweepstakes entry form on the promotional website, www.goldfish.nick.com, and return the entry electronically. Limit one entry per person, per day. Incomplete or inaccurate online entry forms are void. In the event there is more than one eligible child per household, online entries using parent/guardian email address may be used for each eligible child in the household. By completing the online entry form, you and your parent are agreeing to be notified by email if you are chosen as a winner in this Sweepstakes. By entering, participants and their parents acknowledge compliance with these official rules including all eligibility requirements. MTV Networks ("MTVN"), MTVN Online Inc., Viacom International Inc., Pepperidge Farm, Inc., their parent(s), subsidiaries and affiliated companies, licensees, advertising and promotional agencies, the independent judging organization, printing agents, any other sponsors and any other affiliates or agents of the Sponsors (collectively the "Sponsors") are not responsible for any problems or technical malfunctions, human error, lost/delayed data transmission, omission, interruption, deletion, defect, line failures of any telephone network, computer on-line systems, servers or providers, computer equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any website or any combination thereof, including injury or damage to participants or to any other person's computer related to or resulting from participating or downloading materials in this Sweepstakes. If, for any reason, the online portion of the Sweepstakes is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other cause beyond the control of the Sponsors which corrupt or affect the administration, security, fairness, integrity or proper conduct of this Sweepstakes, Sponsors reserve the right in their sole discretion to cancel, terminate, modify or suspend the online portion of the Sweepstakes. Should the online portion of the Sweepstakes be terminated or cancelled prior to the stated expiration date, notice will be posted on the website, and any online entries received prior to the termination or cancellation will be included in the drawing. Entries that have been tampered with or altered are void. The use of any automated system or agent to submit entries in connection with this Sweepstakes is prohibited and will result in disqualification. Sponsors reserve the right to disqualify an individual whom Sponsors determine, in their sole discretion, is attempting to tamper with the Sweepstakes or website. In the event of a dispute over who submitted the winning entry, the holder of the winning first name and email address will be declared the winner. Collection of personally identifiable information will be in accordance with the Nickelodeon Online Privacy Policy as posted on nick.com. All email entries must be received at nick.com by 12 midnight ET on September 2, 2005.

4. The concept of the Sweepstakes: Winners will be selected in a random drawing of mail-in and online entries on or about September 16, 2005 by Marden-Kane, Inc., an independent judging organization, from among all qualified entries received. Limit one prize per household/individual. Odds of winning will depend on the total number of qualified entries received. Grand Prize Winner will be notified by telephone or by parental email and/or mail on or about September 19, 2005. All other winners will be notified by regular mail or email on or about September 26, 2005.

5. The parent/guardian of each online entrant will be sent a notification email upon electronic submission of the online entry form confirming entry into the sweepstakes and providing the option to withdraw entry. If the option to withdraw is not exercised within the time period indicated on such notice the entry will be deemed submitted.

6. The prizes are as follows:

Grand Prize (1): Your Choice of (1) one of the following (3) three prizes:

• A trip to Kids Choice Awards (KCA) 2006: Winner will win a trip for four (4) to Los Angeles, CA. Trip is subject to restrictions and event timing and shall include (i) Round trip coach airfare for four (4) from airport closest to the winner's residence to Los Angeles (ii) Standard hotel accommodations for four (4) for 5 days/4 nights (1 room, quad occupancy) (iii) 4 Tickets for the Kids' Choice Awards 2006 (iv) Ground transportation to and from the airport in LA to LA hotel and to KCA 2006 and back to LA hotel (v) $500 spending money. All meals, other ground transportation and incidentals are solely at winner's expense. Total Estimated Retail Value of Grand Prize: $5,000.00
• Trip to Nick Animation studio in Burbank: Winner will win a trip for four (4) to Burbank, CA. Trip is subject to restrictions and shall include (i) Round trip coach airfare for four (4) from airport closest to the winner's residence to Los Angeles, CA (ii) Standard hotel accommodations of Sponsors' choice consisting of 1 room for 4 nights, quad occupancy (includes standard room and tax only) (iii) Visit to Nick Animation Studios, Burbank (iv) Ground transportation to and from the airport in LA to LA hotel and to Nick Animation studio and back to LA hotel (v) $500 spending money. All meals, other ground transportation and incidentals are solely at winner's expense. Total Estimated Retail Value of Grand Prize: $5,000.00
• A "Nicked Out" Room including Nickelodeon products, stereo system, TV, DVD, computer, iPod and $500 spending money. Total Estimated Retail Value of Grand Prize: $5,000.00

First Prize (100): Each winner to receive a KCA Prize Pack. Total Estimated Retail Value of First Prize: $25.00 Total Estimated Retail Value of all First Prizes: $2,500.00

Total Estimated Retail Value of all Sweepstakes Prizing: $7,300.00

Dates of travel will be determined by Sponsors at their sole discretion and availability; black out dates will apply. All travel arrangements and accommodations at discretion of Sponsors. The prize must be fulfilled by September 1, 2006.

7. All prizes are non-transferable and have no cash equivalent, except as indicated herein. Prizes will be considered taxable income and will be awarded in the name of the child's parent or legal guardian. Merchandise cannot be returned for cash. Substitution of prizes by winners is prohibited. Sponsors reserve the right in their sole discretion to substitute any prize with a prize of comparable value. In the event that any winner chooses not to accept his/her prize, is unable to be notified, or cannot attend on specified dates set by Sponsors, prize will be forfeited and an alternate winner will be randomly selected from all of the remaining qualified entries. Parents or legal guardians of winners are solely responsible for all applicable federal, state, and local taxes.

8. Sweepstakes is open only to children who are legal residents of the continental United States between the ages 5 and 15 as of February 1, 2005, and who have obtained their parent's permission. Sweepstakes not open to employees and their immediate families of Sponsors. Winners must prove eligibility. Grand Prize winner's parent or legal guardian and guests (and guest's parent if the guest is a minor) will be required within five (5) business days of Grand Prize winner's notification to sign: (a) a release (i) relieving Sponsors from any liability, claims, demands, and cause of action from personal injury or death, and/or damage, theft, or loss suffered in connection with this Sweepstakes or the acceptance, receipt, possession, use and/or misuse of the prizes or any portion thereof; and (ii) where permitted by law, granting Sponsors the right to use his/her name, voice, and likeness for advertising and publicity purposes without additional compensation; (b) affidavits of eligibility and compliance with official rules; and (c) all legal documents which Sponsors may require (including a travel release, proper travel identification and W-9 tax form). Entry into Sweepstakes constitutes the Grand Prize winner's parent or legal guardian's agreement to sign such releases, affidavits and documents. Failure to timely complete and return the executed documents will result in forfeiture of the prize and an alternate winner will be selected from all remaining qualified entries received. Receipt of any of the prize components of this Sweepstakes is conditioned upon compliance with any and all applicable federal, state and local laws, rules, and regulations. Noncompliance will result in disqualification of winner and the selection of an alternate winner will be from all remaining qualified entries received. All entries become the property of Sponsors and will not be acknowledged or returned except as indicated herein. All mail-in winners will be notified via phone and online entry winners will be notified by email. Online winner must respond to the sender by email within three (3) business days of winner notification or be subject to disqualification.

9. By participating in this Sweepstakes, entrants agree to be bound by these rules and the decisions of the judges and Sponsors, which are final in all matters relating to this Sweepstakes.

10. For a list of the names of the winners, available after October 1, 2005, send a stamped, self-addressed envelope to:
It's Your Choice Winners
PO Box 707
Sayreville, NJ 08871-0707

All requests must be received by October 17, 2005.

11. Sponsors: MTV Networks, 1515 Broadway, NY, NY 10036
Pepperidge Farm, Incorporated 595 Westport Avenue, Norwalk, CT 06851