M&M'S OFFICIAL RULES

MARS CHOCOLATE NORTH AMERICA

M&M'S® BRAND FIND BROWN INSTANT WIN GAME

OFFICIAL RULES

NO PURCHASE NECESSARY. PURCHASE WON'T INCREASE CHANCES OF WINNING. GAME BEGINS AT NOON (ET) ON 04/02/12 AND ENDS AT 11:59:59 PM (ET) ON 09/14/12.

1. WRAPPERS & GAME PIECES An official game piece ("Game Piece") is available on the inner wrapper ("Wrapper") of any specially-marked package of a Participating Product (defined below). To request a free Wrapper (while supplies last) and/or a copy of these Official Rules, send a self-addressed, stamped envelope to Wrapper Request, Department A, P.O. Box 5701, Blair, NE 68009-5701. (VT residents may omit return postage.) Requests must be received by 8/27/12. Limit: one request per outer envelope. The "Participating Products" are M&M'S^® Brand Milk Chocolate Candies Sharing Size, 3.14 oz.; M&M'S^® Brand Peanut Chocolate Candies Sharing Size, 3.27 oz.; M&M'S^® Brand Pretzel Chocolate Candies Sharing Size, 2.83 oz.; M&M'S® Brand Peanut Butter Chocolate Candies Sharing Size, 2.83 oz.; M&M'S^® Brand Milk Chocolate Candies, 14 oz.; M&M'S^® Brand Peanut Chocolate Candies 14 oz.; M&M'S^® Brand Pretzel Chocolate Candies 10.9 oz.; M&M'S® Brand Peanut Butter Chocolate Candies 12.7 oz.; M&M'S^® Brand Milk Chocolate Candies, 19.2 oz.; M&M'S^® Brand Peanut Chocolate Candies 19.2 oz.; M&M'S^® Brand Pretzel Chocolate Candies 15.4 oz.; and M&M'S® Brand Peanut Butter Chocolate Candies 18.4 oz. Game Pieces are void if defaced, mutilated, forged, illegible, reproduced, altered and/or not obtained through authorized channels.

2. GRAND PRIZE GAME PIECE: If your Game Piece says "Congratulations!" (the "Grand Prize Game Piece"), you win the Grand Prize (described in Rule 5 below), subject to verification of eligibility and compliance with these Official Rules. Unless you requested your Game Piece via mail, the Wrapper containing the Grand Prize Game Piece will be filled with all brown M&M'S® Brand Chocolate Candies. (Please see below for instructions on how to claim the Grand Prize.)

3. ONLINE GAME: If your Game Piece says "Sorry", it will contain a ten (10) character code ("Code"). Visit www.mms.com (the "Website") and follow the on-screen instructions to enter your email address and Code and find out if you won a First, Second, Third or Fourth Prize. Each Code may be used only once. ALL CODES MUST BE ENTERED BY 11:59:59 PM (ET) ON 09/14/12. If you are the first person to enter a Code on or after the predetermined time and date for the most recent prize message made available, you will receive a message that says "You're a winner!" ("Winning Message") and you win the prize indicated, subject to verification of eligibility and compliance with these Official Rules. Winning dates and times are randomly predetermined under the supervision of D.L. Blair, Inc., an independent judging organization (the "Judge").

4. ELIGIBILITY: This M&M's® Brand Find Brown Instant Win Game (this "Game") is open to individual legal residents of the United States (including Puerto Rico & U.S. territories and possessions), age 13 or older as of 04/02/12, except employees (and their immediate families and members of the same household) of Sponsor and its affiliates, agents and advertising and promotion agencies and the Judge (collectively, the "Promotion Parties").

5. PRIZES & ODDS: One (1) Grand Prize: $100,000 awarded as a check made payable to winner. 1,000 First Prizes: each, M&M'S® Brand "Ms. Brown" t-shirt (one size only); Approximate Retail Value ("ARV"): $20 each. 5,000 Second Prizes: each, M&M'S® Brand "Ms. Brown" candy dispenser; ARV: $12.94 each. 1,500 Third Prizes: each, M&M'S® Brand "Ms. Brown" 16 ounce tumbler; ARV: $10 each. 2,500 Fourth Prizes: each, M&M'S® Brand "Ms. Brown" 16 ounce travel mug; ARV: $9.99 each. Total ARV of all prizes: $224,675. Odds of winning the Grand Prize: 1 in 42,042,884. Odds of winning a First, Second, Third or Fourth Prize depend on the date and time of Code entry and number of participants. All prize details not described herein are determined by Sponsor in its sole discretion. Sponsor reserves the right to substitute any prize with one of equal or greater value but no other substitution or transfer of a prize is permitted. Sponsor is responsible only for delivery of prizes and is not responsible for prizes' utility, quality or otherwise. Taxes and fees, if any, are the responsibility solely of winners. No more than the number of prizes stated in these Official Rules will be awarded. In the unlikely event that more winning messages for any prize level are distributed than the number of winning messages for such prize level stated in these Official Rules, then the stated number of winners will be selected in a random drawing from among all verified winners received for such prize level.

6. WINNER VERIFICATION & PRIZE DELIVERY: The Grand Prize winner will (and any other prize winner may) be required to sign an affidavit of eligibility and liability release and, where permitted, publicity release (together, the "Winner Affidavit"). Potential Grand Prize winner will be verified after 09/01/12. Each potential winner of a First, Second, Third or Fourth Prize will be verified, notified and/or receive his/her prize within approximately eight (8) weeks after receiving a Winning Message. Any prize may be awarded to an alternate winner if a Winner Affidavit is not returned within ten (10) business days after its mailing date, if a potential winner does not respond to a prize notification, email or other communication within ten (10) business days after the date sent or if any prize notification, email or prize is returned as undeliverable. Any prize won by a minor may be awarded in the name of a parent or legal guardian in Sponsor's sole discretion. Each winner agrees to use of his/her name, address, likeness and/or prize information for promotional purposes in any medium without additional compensation to the extent permitted by law, any such use with respect to a minor to be subject to prior approval of his/her parent or legal guardian.

7. SECOND CHANCE Drawing: If the Grand Prize is not claimed/awarded by 09/26/12, it will be awarded in the Second Chance Drawing (the "Drawing") (assuming a sufficient number of eligible entries). Other unawarded prizes may be added to the Drawing in Sponsor's sole discretion. Each time that you submit a Code, you are automatically entered in the Drawing. Drawing winners will be determined from among all eligible entries in a random drawing to be conducted by the Judge on or about 10/01/12. Odds of winning a prize in the Drawing depend upon the number of unawarded/unclaimed prizes and the number of eligible entries received. Drawing winners will be notified by overnight or standard mail and/or email

8. GENERAL: This Game is void outside the United States and where prohibited or restricted by law. This Game is subject to all applicable federal, state and local laws and regulations and will be governed by the internal laws of the State of Delaware. Any and all legal actions or claims arising in connection with this Game must be brought in a court of competent jurisdiction within the United States. Sponsor and the Judge are not responsible for late, lost, stolen, damaged, garbled, incomplete, misaddressed, postage due or misdirected mail or other communications, for errors, omissions, interruptions, deletions, defects or delays in operations or transmission of information, in each case whether arising by way of technical or other failures or malfunctions of computer hardware, software, communications devices or transmission lines, or data corruption, theft, destruction, unauthorized access to or alteration of promotional materials, loss or otherwise. Further, Sponsor and the Judge are not responsible for electronic communications that are undeliverable as a result of any form of active or passive filtering of any kind or insufficient space in a participant's e-mail account to receive e-mail messages. The use of automated software or computer programs to register for or to participate in the Game and/or Drawing is prohibited and any individual who uses or attempts to use, or who Sponsor or the Judge suspects of using, such methods to register or participate will be disqualified. Sponsor reserves the right to restrict registrations and/or plays from any IP address and/or email address if suspicious activity is suspected or detected. Sponsor disclaims any liability for damage to any computer system or mobile device resulting from participation in, or accessing or downloading information in connection with, this Game and reserves the right, at its sole discretion, to modify, cancel, terminate or suspend this Game if any virus, bug, technical failure, unauthorized human intervention or other cause beyond Sponsor's control corrupts or affects the administration, security, fairness, integrity or proper conduct of this Game. In the event of any such cancellation, termination or suspension, a notice will be posted on the Website and a random drawing may, in Sponsor's discretion, be held from among all eligible, non-suspect entries received for the Drawing prior to such time. Sponsor reserves the right, at its sole discretion, to disqualify any participant (and all of his/her Game plays and/or Drawing entries) from this Game (or any other promotion conducted now or in the future by Sponsor or any of its affiliates) if Sponsor and/or the Judge determine that such participant has tampered with the Game play process, attempted to circumvent the terms of these Official Rules or his/her fraud or misconduct has affected the integrity or fair conduct of this Game. Sponsor reserve the right to correct clerical, typographical or other errors in promotional materials. Prize claims and entries are the property of Sponsor and will not be returned. By participating in this Game, each participant accepts the conditions stated in these Official Rules, agrees to be bound by the decisions of the Judge (which are final) and warrants that he/she is eligible to participate in this Game. Each participant also agrees to release the Promotion Parties from any and all liability, loss or damages arising from or in connection with participation in this Game, the awarding, receipt and/or use or misuse of prize or participation in any prize-related activity. CAUTION: ANY ATTEMPT BY ANY INDIVIDUAL TO DELIBERATELY DAMAGE THE WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THIS GAME IS A VIOLATION OF CRIMINAL AND CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES FROM SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW.

9. WINNERS LIST: To obtain the names of Grand Prize, First Prize and Second Prize winners, send an email to winners.list.request@dlblairsweeps.com with "WINNERS 7085" as the subject line. Requests must be received by 11:59:59 PM ET on 9/14/12. Winners list will be sent after selection and verification of winners.

10. GRAND PRIZE CLAIM: To claim the Grand Prize: (i) make a photocopy for your records of the Grand Prize Game Piece; (ii) on a piece of paper, hand-print your contact information (first/last name, street address, city, state and zip code) and date of birth (in mm/dd/yyyy format) and (iii) in a business-size envelope with sufficient postage affixed, mail (by regular, certified/registered or overnight mail) the original Grand Prize Game Piece and your contact/date of birth information to the Judge at: Find Brown Grand Prize Claim, P.O. Box 5669, Blair, NE 68009-5669. GRAND PRIZE CLAIM MUST BE RECEIVED BY 09/26/12. Proof of mailing the Grand Prize Claim does not constitute proof of delivery to/receipt by the Judge of the Grand Prize Claim. Sponsor and Judge are not responsible for a late, lost, stolen, damaged, incomplete, misaddressed, postage-due or misdirected Grand Prize Claim.

11. SPONSOR: Mars Chocolate North America, LLC, 800 High Street, Hackettstown, New Jersey 07840.

12. QUESTIONS REGARDING THIS GAME? Call 1-800-517-6114 or send an email to FindBrownGame@dlblair.com.