2012 ATHLON SPORTS $60,000 BRACKET BREAKDOWN GAME

OFFICIAL RULES

NO PURCHASE, CONTRIBUTION OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR WIN. VOID WHERE PROHIBITED.

1.             THE GAME:  The 2012 Athlon Sports $60,000 Bracket Breakdown Game (the "Game") begins with the commencement of the "Registration Period" at 12:00:01 AM Eastern Time on February 20, 2012 and continues through the end of the "viewing period" for the posted Winner(s) (as defined and described in paragraph 6 below), which shall end at 11:59:59 PM Eastern Time on April 23, 2012 (the "Game Period"). THIS GAME IS DEVISED AS A SKILL AND KNOWLEDGE-BASED, NON-GAMBLING PROMOTION, and is intended solely for entertainment purposes. From all eligible and valid entries received in connection with the Game, three (3) winners (as defined below) will be determined, as set forth in paragraph 4 below, based on the Game participants' ability to apply his/her skill and knowledge concerning the game of college basketball in order to correctly select the identity of the winning teams competing in the men's college basketball national championship tournament for the 2011/2012 college basketball season ("Tournament").  In the event that an eligible participant correctly predicts the winning basketball team in no less than sixty (60) out of the sixty-three (63) games of the Tournament, prior to the commencement of the Tournament, such participant will win the $60,000 Ultimate Grand Prize, subject to the tie procedures set forth in Section 4 below and the other terms and conditions set forth in these official rules (the "Official Rules"). Participation in the Game is described, regulated and clarified by, and wholly subject to, the provisions of these Official Rules.

                2.             ELIGIBILITY:  The Game is open only to (a) individuals, who as of the beginning of the Registration Period, legally reside, for purposes of all applicable state and federal tax laws, in one of the fifty (50) United States or the District of Columbia (excluding Guam, Puerto Rico, and all other U.S. and foreign territories and possessions) (the "Eligibility Area"); (b) who are eighteen (18) years of age or older at the time of Registration (as defined in paragraph 3 below); and (c) who have the capacity to enter into valid contracts in his/her respective personal jurisdiction of residence. The Game is VOID outside of the Eligibility Area and where otherwise exorbitantly taxed, prohibited or restricted. Current and former employees and directors Athlon Sports Communications, Inc. ("Sponsor"), and each of its partners, co-sponsors, affiliates, subsidiaries, contractors, agents, advertising and promotional agencies, and their respective officers, directors, employees, and agents, the immediate families of such persons (defined as spouse, child, sibling, parent or grandparent or so-called "step" or "half' variations of any of the preceding individuals), and those living in their same households, are ineligible to play, win or collect prizes in the Game. One (1) entry per person. Additional entries from any individual using different email addresses will be disqualified and destroyed. Only individuals meeting all eligibility requirements set forth in these Official Rules, who validly and properly register for the Game as set out in paragraph 3 below, may participate in the Game or win any prize ("Players"). Each Player is required to indicate his/her acceptance to the Official Rules where indicated; provided, however, that any Player's Registration or participation in the Game constitutes and is deemed such Player's full and unconditional agreement to the Official Rules and any and all decisions of Sponsor and its agents, which are final and binding in all respects. Players agree to waive any right to claim ambiguity in the Game and/or these Official Rules. Eligibility also is subject to policies of participants' employers concerning the acceptance of incentive benefits, and by participating in this Game, each individual participant warrants that he/she is eligible to participate under his/her employer's policies.

                3.             HOW TO REGISTER:  At any time between 12:00:01 AM Eastern Time on February 20 2012 and 11:59:59PM Eastern Time on March 15, 2012 (the "Registration Period"), each Player must visit one (1) of the local Game registration websites (a "Site") and follow the registration instructions to register for the Game and acquire access to the Game portion of the Site(s) ("Registration"). In connection with such Registration, each Player will select a unique user name and password, which shall be used by each Player in connection with Player's Game play. Player will also be required to indicate his/her acceptance of these Official Rules, and provide certain other information including, Player's name, e-mail address, physical address, telephone number and certain other information requested by Sponsor. Player may be asked to consent to receive promotional e-mails from Sponsor, its promotion partners, affiliates and/or authorized agents.  Consenting to receive promotional e-mails is optional and refusal to consent will not render any Player ineligible to play the Game or win any prize or affect or reduce any Player's chances of winning. Limit one (1) Registration per person/email address.

4.             HOW TO ENTER/PLAY/ACCRUE POINTS/WIN: The Game consists of all 63 games of the Tournament and is comprised of six (6) individual rounds of play ("Rounds").  Player's Entry (as defined below) must identify the college basketball teams that Player predicts will advance through the Tournament by winning their respective games, which includes the selection of the overall winner of the Tournament, from the entire starting field of 64 college basketball teams (the "Entry").  To enter, Player must visit a Site, log-in using his or her applicable Registration information, and submit an Entry at any time during the Registration Period, but in no event later than thirty (30) minutes prior to the official "tip-off time" (Eastern Time) of the first basketball game of the Tournament ("Entry Deadline"). Lost, late, illegible, incomplete or misdirected Entries are not eligible and will be destroyed.

In connection with each Entry, Player will (a) select the basketball team he/she predicts will win each basketball game (by clicking on the team's name in the field provided) for all games in each of the Tournament rounds (each, a "Predicted Team"), which includes the Tournament championship game, as quickly as possible; (b) select the total number of points (as defined in the official box score) he/she predicts will be scored by both teams combined in the Tournament championship game (the "Total Score Prediction"), as quickly as possible; and (c) the total number of rebounds (as defined in the official box score) he/she predicts will be accumulated in the Tournament championship game by both teams combined (the "Total Rebound Prediction"), as quickly as possible. Valid Entries will accrue points as follows (the "Points Schedule"):

Point Schedule

Round 1 - One point per correctly selected Predicted Team (64 teams compete to determine 32 winners)

Round 2 - Two points per correctly selected Predicted Team (32 teams compete to determine 16 winners)

Round 3 - Four points per correctly selected Predicted Team (16 teams compete to determine 8 winners)

Round 4 - Six points per correctly selected Predicted Team (8 teams compete to determine 4 winners)

Round 5 - Eight points per correctly selected Predicted Team (4 teams compete to determine 2 winners)

Round 6 - Ten points per correctly selected Predicted Team (2 teams compete to determine 1 winner)

The Player earning the most cumulative points as of the end of the Tournament, in accordance with the Point Schedule above, will be the Grand Prize Winner ("Grand Prize Winner"), and the remaining winners (places second and third) will be the two (2) Players earning the most cumulative points in descending order immediately following the Grand Prize Winner. In the event of a tie between Players at the end of the Tournament, the applicable Players' Total Score Prediction will be used to break any ties, with the winner being the Player with the Total Score Prediction that is closest to actual total number of points scored in the Tournament championship game (as defined in the official box score). If Players remain tied after the Total Score Prediction tie-breaker, the applicable Players' Total Rebound Prediction will be used to break any ties, with the winner being the Player with the Total Rebound Prediction that is closest to the actual number of rebounds in the Tournament championship game (as defined in the official box score). In the event that two or more Players remain tied after applying all tiebreaker procedures (as would be the case with identical Entries), the winner shall be the Player that submitted his/her Entry first in time and in accordance with these Official Rules. The clock on Sponsor's database server shall be the official timekeeper for this Game. Sponsor reserves the right to award equal prizes to all tied Players where the aggregate value of all prizes awarded is equal to the ARV of the prize designated for that prize.

Upon the end of the Tournament, the $60,000 Ultimate Grand Prize ("Ultimate Grand Prize") will be awarded to the Player, if any, that correctly predicts the winning team from 60 out of the 63 Tournament games (the "Ultimate Grand Prize Winner"). In the event that no Player correctly predicts the winning team from 60 out of the 63 Tournament games, the Ultimate Grand Prize will not be awarded. In the event of a tie between Players eligible for the Ultimate Grand Prize at the end of the Tournament, the Ultimate Grand Prize will be evenly divided among such tied Players. Sponsor reserves the right to award equal prizes to all tied Players where the aggregate value of all prizes awarded is equal to the ARV of the prize designated for that prize.

PRIZES                                                    PRIZE DESCRIPTION                          ARV

All gift certificates and/or gift cards awarded pursuant to this Game shall be subject to the terms and conditions of the applicable certificates and cards, and the laws and regulations of the Winner's jurisdiction of residence.

Additional prizes may be offered by local co-sponsors, which prizes, if any, are described and shall be awarded in accordance with the terms and conditions established by such co-sponsors and published on the Site maintained by such co-sponsor. Notwithstanding the foregoing, Sponsor does not warrant or endorse, expressly or implicitly, any co-sponsor's execution, fulfillment or administration of any local components of the Game or any modification of these Official Rules, including, without limitation, the promotion or awarding of any additional prizes.

                5.             ABILITY TO WIN. The Game is a game of skill. Each Player's ability to win depends solely on (1) his/her knowledge of the game of basketball and basketball history; (2) his/her knowledge of the strengths and weaknesses and both historical and recent performance of competing basketball players and teams; (3) his/her skill and ability to apply his/her knowledge of the above in accurately identifying which basketball teams will win when placed in specific competition with other basketball teams during a particular time in the game season; (4) his/her skill in assessing an individual basketball player's effectiveness in a specific game and statistically analyzing and predicting with accuracy the total number of points likely to be earned by basketball players in any given game; (5) his/her skill in assessing an individual basketball team's effectiveness in a specific game and statistically analyze and predict with some accuracy the total number of combined points likely to be earned by all basketball players on a team in a specific game against another team; and, (6) the number of eligible Players competing in the Game.

                6.             PRIZE AWARDING Upon confirmation of eligibility and execution of requested eligibility and release documents, where legal, the Winner(s), as applicable, will be awarded the prizes described in paragraph 4 above. All prizes will be awarded, if claimed. The prizes may not be combined with any other offer.  Winner(s) will be responsible for any and all federal, state, and local taxes incurred in winning and accepting the prizes and all other expenses incurred in winning and accepting the prizes.  Dollar amounts are expressed in U.S. currency. Winners may receive an IRS 1099 form reporting the value of their prize. By accepting a prize, Winners waive the right to assert as a cost of winning their prize, any and all costs of redemption or travel to redeem the prize. It is the responsibility of Winner to make all necessary arrangements to redeem the prize, including any costs of travel, unless Sponsor otherwise agrees to deliver prize to Winner following identification of Winner and confirmation of eligibility. Any stated ARVs of prizes represent Sponsor's good-faith determination of the value of the prize, which estimation includes a calculation of the retail value plus any applicable service fees, costs, premiums or other additional amounts incurred by Sponsor in connection with the procurement and/or awarding of the applicable prize.  All Winners will be initially identified, subject to eligibility, no later than on or about seven (7) business days following the end of the Tournament ("Effective Date"), by Sponsor or its agent, whose decisions are final and binding. Winner(s) will be notified by telephone, overnight mail and/or email, at Sponsor's discretion, on or about fourteen (14) business days following the Effective Date ("Notification") and must respond to the notification with ten (10) days of the date sent or his/her prize may be forfeited in Sponsor's sole discretion. Sponsor is not responsible for any change in a Player's mailing address, email address and/or telephone number. Winners must provide positive identification in such form as is specified by Sponsor to claim a prize. Return of any Notification as undeliverable may result in disqualification of Player and selection of an alternate Winner, in Sponsor's sole discretion. Winning and claiming a prize in contingent upon Winner's provision of all information requested by Sponsor, in the Notification or otherwise, subject to applicable law, and upon Winner eligibility, validation and verification, as determined by Sponsor.  All prizes must be redeemed by each Winner no later than fourteen (14) days following Sponsor's confirmation of Notification. In the event of a dispute as to the identity of a Player or Winner, the individual who was, at the time of Registration, as determined by Sponsor, the documented registered holder of the email account used in connection with Registration for the Game will be deemed the eligible Player or Winner, as applicable. It is the sole responsibility of the Player to notify Sponsor during the Game Period if his/her email address or any other contact information changes. In no event will more prizes be awarded than those listed above in paragraph 4. Sponsor reserves the right to substitute any prize with either the cash value of such prize or a prize or prizes of equal or greater value, in the event any stated prize becomes unavailable.  If the initially selected Winner cannot be contacted within the specified time period, is ineligible, fails to claim a prize, or if the prize is returned as undeliverable, the prize will be forfeited and an alternate Winner may be selected, in Sponsor's sole discretion.  For purposes of this Game, the alternate winner, if necessary, will be the Player with the next highest score immediately following that of the disqualified Player, as determined by and set forth in these Official Rules. Acceptance of a prize constitutes permission for Sponsor and its designees to use of Winner's name, likeness, statements, voice, opinions, biographical information and state of residence for promotional purposes in any media without notice, further payment, consideration, credit, or right of approval or review (except where void or prohibited by law).  Winners will be required to sign an affidavit of eligibility and liability release within five (5) days of Sponsor's request (except where void or prohibited by law).

7.             TERMINATION OR DISQUALIFICATION:  To cancel any Player's participation in the Game, Player must send an email to bracketbreakdown@athlonsports.com requesting that his/her Registration be terminated ("Notice of Termination"). Player's Registration will be deemed terminated as of the date and time of Sponsor's receipt of the Notice of Termination as reflected by Sponsor's e-mail server ("Termination"). Upon Termination, Player may not participate in the Game. The use of robotic, automatic, macro, programmed or like methods (including without limitation the use of any promotion/game subscription, notification, entry or like sites or service that offers Game entry services "on behalf of" Player) is strictly prohibited and any Player using or suspected of using such methods may be disqualified.  Sponsor is not responsible for lost, interrupted or unavailable network server or other connections, miscommunications, failed telephone or computer or telephone transmissions or technical failure, jumbled, scrambled or misdirected transmissions, other error of any kind whether human, mechanical or electronic problems or technical malfunction of any telephone network or lines, computer systems, servers, access providers, equipment, or software, failure of any e-mail or entry to be received for any reason, traffic congestion on the internet or at any website, or any other technical problems related to website entries or any combination of the foregoing, including any injury or damage to a Player's or any other person's computer. Persons found tampering with, hacking, illegally registering for or abusing any aspect of the Game will be immediately disqualified, in Sponsor's sole discretion. If disqualified for any of the above abuses, Sponsor will immediately terminate that Player's participation in the Game and future games or contests by Sponsor and Player will be ineligible to win or collect any prizes and must return any previously received prizes awarded in connection with the Game upon Sponsor's request. Players further acknowledge that the forfeiture of prize(s) and/or return of any prize(s) shall in no way prevent Sponsor from pursuing any remedies legally available in connection with such conduct. Any violation set out in this paragraph or other attempt to damage any website of Sponsor, or tamper with or undermine the legitimate operation of the Game, is a violation of these Official Rules, as well as any and all applicable criminal and civil laws.  Sponsor reserves the right to seek remedies and damages from any Players or individuals acting in concert with any Player to the fullest extent permitted by law.  In the event any portion of this Game is compromised by any virus, bugs, non-authorized human intervention or other causes beyond the control of Sponsor, which, in the sole opinion of Sponsor, corrupts or impairs the administration, security, fairness or proper play of the Game, Sponsor reserves the right to modify, suspend or terminate the Game, in whole or in part, or with respect to any specific Players.

 8.            LIMITATION OF LIABILITY:  By registering for and participating in the Game, each Player: (a) warrants that, if acting within the scope of his/her employment,  his/her employer has full knowledge of and consented to Player's participation in the Game and that such participation does not violate his/her employer's policies and procedures, (b) agrees to comply with these Official Rules and the decisions of Sponsor and any third party judges, which shall be binding and final in all respects; (c) agrees to comply with Sponsor's privacy policy, available for review at www.athlonsports.com, and terms and conditions of the Site; (d) agrees to release, discharge, indemnify and hold harmless Sponsor and its officers, directors, employees, affiliates, subsidiaries, advertising, promotion, fulfillment, marketing agencies, public relation firms, consultants or contractors from any and all liability, claims or actions of any kind whatsoever for injuries, damages or losses to persons (including death) and property that may be sustained in connection with participation in the Game and the receipt, ownership, possession, acceptance, enjoyment, use or misuse of a prize, or while preparing for, participating in, and/or traveling to any prize-related activity; (e) agrees to be contacted by Sponsor by mail, telephone and/or email; and (f) agrees that he/she acknowledges that Sponsor makes no warranty, representation, or guarantee, expressed or implied, in fact or in law, relative to any prize, and disclaim all liability for the provision, quality or nature of any third-party products or services provided to Winners. IN NO EVENT WILL SPONSOR OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, subsidiaries, advertising, promotion, fulfillment, marketing agencies, public relation firms, consultants or contractors BE RESPONSIBLE OR LIABLE FOR ANY DAMAGES OR LOSSES OF ANY KIND, INCLUDING WITHOUT LIMITATION INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, ARISING OUT OF ANY PARTICIPATION IN THE GAME OR ACCEPTANCE, POSSESSION, USE OR MISUSE OF ANY PRIZE AWARDED IN CONNECTION WITH THIS GAME, INCLUDING WITHOUT LIMITATION, PERSONAL INJURY, DEATH AND/OR PROPERTY DAMAGE, AS WELL AS ANY CLAIMS BASED ON PUBLICITY RIGHTS OR INVASION OF PRIVACY. Players further agree that (a) all causes of action arising out of or connected with this Game, or any prize awarded, shall be resolved individually, without resort to any form of class action; and (b) any and all claims, judgments, and award shall be limited to actual out-of-pocket costs incurred, excluding attorneys' fees and court costs.

10.          PLAYER, GAME AND SITE INFORMATION AND CONTENT:  Any information provided to Sponsor by a Player in connection with Registration or otherwise, including Players' names, addresses, telephone numbers and e-mail addresses will be used to administer the Game, communicate with Players in connection with the Game, for purposes of fulfilling any applicable prizes, or providing necessary notice, or as otherwise contemplated by these Official Rules. Limited to the purposes outlined herein, Sponsor will collect, use, and protect personal data in accordance with Sponsor's privacy policy, available for review at www.athlonsports.com.  Any personal information provided by a Player for the benefit of other Players, including Player's names, addresses, telephone numbers and e-mail addresses will be disclosed at the Player's own risk and Sponsor shall not have any liability in connection therewith. All data is proprietary to Sponsor and will not be returned to Player. Players are strongly cautioned to exercise judgment and safety in the disclosure of personal information, understanding that no on-line site or activity is completely impervious to outside intervention or activity regardless of the level of security employed by Sponsor and that such information may be accessible to third parties. No Player will transmit, post or blog false, harmful, offensive, violent, obscene, hurtful or potentially damaging content or language of any kind or at any time, understanding that such language may violate public, private, federal, state or local rights or laws governing speech, activity disguised as speech and/or any related public or personal interest, including each Player's right to play the Game without harassment or disregard for the rights and values embodied in the Communications Decency Act and both common law and federally and state-enacted legislation against violations of the Lanham Act, slander, libel, defamation, hate speech, and gross and intentional disregard for the feelings of others or oneself ("Protected Speech Rights"). No Player may attempt to attach any link, ancillary portal or sub-site or upload or otherwise display any content on any Site or within the Game without the express written permission of Sponsor, which may be withheld for any reason. Sponsor is not affiliated with, endorsed by, or licensed by, any of the athletes or their sponsors, groups, leagues, teams, educational institutions, or professional organizations identified in connection with the Game and none are sponsors of or associated with the Game in any way. All athletes, groups, leagues, teams, educational institutions, professional organizations and other associated names and/or designations, symbols, designs or other exclusive or proprietary content, including any embedded or associated trademarks, service marks, copyrights, designs, design marks, illustrations, trade dress, trade names, likenesses, logos, images or other intellectual property or protected content ("Third Party Materials") found on the Site(s) are the exclusive property of the respective owners and are used for acceptable, valid, and appropriate factual, descriptive, identification and non-trademark purposes only and Sponsor is not the owner of nor has any interest in the Third Party Materials, including as a licensee. The Site(s) are intended for informational and entertainment use only. Any and all software, platforms, page or menu organization, components, content, play mechanisms, proprietary functionality, graphic or text materials, trademarks, service marks, brands, logos, slogans, names, music, photos, videos, sounds or any other materials in or on the Game or the Site(s) that are not Third Party Materials or owned by Sponsor ("Protected Materials"), including all acquired goodwill and market recognition associated with the Protected Materials are the exclusive, valuable intellectual property of Sponsor, subject to copyright, trademark or other statutory protection, and may not be copied, used, distributed, adopted, merged, or appropriated for any purpose without the prior express written permission of Sponsor.   

                11.          GENERAL INFORMATION: Sponsor reserves the right to modify the Official Rules at any time for the purposes of clarifying and effectuating how the Game should be played, how the Game will be scored, how Winner(s) are determined, how tie-breaking procedures are applied, how unanticipated ties are resolved, and what prizes will be awarded.  Any changes to the Official Rules will be reasonably made with the intention of not materially affecting the terms and conditions of the Game. In the event of inadvertent computer or operator error, the illegal or inappropriate activity of any Player or unrelated third party, the unanticipated application, failure of Site function, effect of Game mechanisms of play or individual components, software or hardware, any change of law, general market conditions or industry custom relevant to identical or similar programs or games, any force majeure events affecting the commencement, timing, operation, schedule(s) of registration, Player entry, rounds or entry deadlines, the accrual or calculation of points, the determination, notification or posting of Winner(s), the application of tie-breaking procedures, or the awarding of prizes, Sponsor reserves the right to modify, revise, add-to, nullify or utilize only in part the stated timing, commencement or termination of any round, period, entry or promotion period or schedule and/or, in its sole discretion, to implement substitute rounds, periods, entry or promotion periods or schedules, or portions thereof, solely for purposes of conducting the Game in a fair and reasonable manner and determining Winner(s) on an equal basis and without unfairly disqualifying otherwise eligible Players from winning prizes. All applicable federal, state and local laws and regulations apply. Any and all disputes in connection with the Game will be resolved exclusively in the appropriate courts in Nashville, Tennessee.  Should there be a conflict between the laws of the State of Tennessee and any other laws, the conflict will be resolved in favor of the laws of the State of Tennessee.  Each Player waives any and all objections to jurisdiction and venue and hereby submits to the jurisdiction of those courts. Any and all lawsuits or other disputes that arise relating to the Game must be filed within one (1) year of the last day of the Promotion Period. The failure of Sponsor to exercise or enforce any right or provision of the Official Rules shall not constitute a waiver of such right or provision.  If any part of the Official Rules is held by a court of competent jurisdiction to be invalid or unenforceable, that part will be enforced to the maximum extent permitted by law and the remainder of the Official Rules will remain fully in force.

12.          WINNERS LIST: The complete list of all Winners will be posted on the "Standings" page contained on the Site and will be available for viewing on or about the Effective Date or may be viewed by emailing bracketbreakdown@athlonsports.com. Such names also may be acquired by sending a written request in a stamped, self-addressed envelope to:  Athlon Sports Communications, Inc., 2451 Atrium Way, Suite 320, Nashville, Tennessee 37214, Attn: Bracket Breakdown Administration (residents of Vermont may omit postage).

Sponsored, Produced and Administered By:  Athlon Sports Communications, Inc., 2451 Atrium Way, Suite 320, Nashville, Tennessee 37214.

The Game and all accompanying materials are © 2012 Athlon Sports Communications, Inc. All rights reserved.