NO PURCHASE NECESSARY. A PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING.

1.TO ENTER: Honey Dew Donuts® "35 Years of Summer Instant Win Game and Collect & Win Sweepstakes" ("Promotion") starts 6/1/08 and ends 6/30/08, or when supply of game pieces ("Game Pieces") runs out, whichever occurs first. Open only to legal residents of CT, MA, ME, NH, RI, and VT, 18 years and older. Game Pieces available two ways while supplies last: A) when you make any purchase at a participating Honey Dew Donuts® ("Sponsor") Shop, or B) by sending a handwritten, #10 self-addressed stamped envelope requesting Official Rules ("Rules") and Game Piece to: 35 Years of Summer Rules/Game Piece Request, P.O. Box 7069, Cumberland, RI 02864. VT residents only need not affix return postage. Game Piece requests must be postmarked by 6/30/08; received by 7/3/08. Only one (1) request per outer stamped envelope. Typed, computer generated, or mechanically reproduced requests or outer envelopes invalid.

2. HOW TO PLAY INSTANT WIN GAME: Each Game Piece contains three (3) silver coated circles which, when scratched, reveal either a Prize or a Food or Beverage Savings Discount ("Discount"). Scratch off all three (3) silver circles located on the top portion of your Game Piece. If all three (3) circles reveal the same matching message, you are a potential Instant Winner of the indicated 1st – 9th Prize or you are a potential holder of the indicated Discount. All Game Pieces subject to verification.

3. HOW TO PLAY COLLECT & WIN SWEEPSTAKES: Each Game Piece contains a silver coated square which, when scratched, reveals a letter of the alphabet. Regardless of whether you are a potential Instant Winner or are the holder of a Discount, scratch off the silver square located on the bottom portion of your Game piece to reveal a letter of the alphabet, e.g. the letter "D." When you have collected all five letters: "D", "O", "N", "U", and "T", necessary to spell "DONUT"; detach the bottom portion of your Game Pieces containing those five (5) letters and paste them on an 8.5" x 11" inch sheet of paper on which you have hand-printed your name, complete address, daytime phone number, birth date and have written your legal signature (collectively, "Submission") and send in a properly stamped #10 envelope to: Honey Dew Collect & Win Sweepstakes, P. O. Box 7068, Cumberland, RI 02864 (keep a photocopy of the sheet with all five (5) letters for your records) as your entry in the Collect & Win Sweepstakes. Your Submission must be postmarked by 7/10/08 and received by 7/15/08. Grand Prize Drawing: On or about 7/30/08, a random drawing will be conducted by an independent judging agency, to select the potential Grand Prize Winner of the Collect & Win Sweepstakes from among all of the eligible Submissions received. Unclaimed Prize Drawing: A random drawing will be held on or about 8/15/08 to award unclaimed or forfeited Grand through 4th Prizes, if any, from among all eligible Submissions received. The potential winners will be notified within approximately ten (10) days. Potential Grand through 3rd Prize Winners must sign and return a completed and notarized Affidavit of Eligibility/Compliance & Publicity/Liability Release, as allowed by law, within the time period stated in the letter of notification or Prize will be forfeited. Grand through 2nd Prize Winners must also provide their Social Security Numbers for tax reporting purposes and will be issued a Form 1099, as required by law. Odds of winning depend upon the number of unclaimed or forfeited Grand through 4th Prizes, if any, and the number of eligible Submissions received. (See Rule 4 for additional information on odds.) If there are no unclaimed or forfeited Grand through 4th Prizes, the Unclaimed Prize Drawing will not be held.

4. INSTANT WIN GAME PRIZES/FOOD & BEVERAGE DISCOUNTS & ODDS

INSTANT WIN GAME PRIZES (INCLUDING COLLECT & WIN SWEEPSTAKES GRAND PRIZE) & ODDS OF WINNING

Prize Level	# of Prizes	Prize Description	ARV of Each Prize	Odds of Winning
Grand Prize	1	Sea-Doo® GTI SE Personal Watercraft with 130 hp engine and trailer. NOTE: The cost of insurance, licensing, registration & title fees, options/upgrade packages, and all other expenses are solely the responsibility of Grand Prize Winner ("GPW") GPW must take delivery within 30 days from award at location designated by Sponsor.	$9,450.00	Depends on odds of collecting all five (5) letters necessary to spell "DONUT," i.e., "D" =1:5, "O"=1:5, "N"=1:5, "U"=1:5, and "T"=1:5 and the number of eligible Submissions received
1st Prize	2	Grill N Chill® Tailgating Grill featuring a Solaire Infrared Stainless Steel Grill, a 210 Watt Clarion Marine Stereo, Clarion Speakers and a built-in Ice Chest with butcher block cutting surface.	$3,120.00	1:500,000
2nd Prize	3	Northern Outdoors Kennebec River Whitewater Rafting Adventure for 2, consisting of 3 days/2 nights (double occupancy) cabin lodging, professionally guided one-day rafting adventure, and one $250 meal/travel allocation. Winners' guest must not be minor in his/her state of residence unless Winner is guest's parent/legal guardian or spouse. Dates of Prize subject to availability. Must be completed by 8/31/09. Restrictions may apply.	$865.00	1:333,333
3rd Prize	1	21.5" men's midnight blue Iron Horse® Mountain Bike, 'Maverick' model.	$350.00	1:1,000,000
4th Prize	35	Pair of Summer Concert Tickets, awarded in the form of a gift card redeemable at a leading sports & entertainment ticket selling company.	$130.00	1:28,571
5th Prize	100	Honey Dew Donuts Logo'd Beach Towels.	$15.00	1:10,000
6th Prize	350	Honey Dew Donuts Logo'd Flying Discs.	$1.15	1:2,857
7th Prize	5,000	Free Medium Iced Coffee.*	$2.00	1:200
8th Prize	5,000	Free Medium Regular, Raspberry, or Peach Iced Tea.*	$2.00	1:200
9th Prize	75,000	Free donut.*	$0.84	1:13
Total # of Prizes	85,492	Odds of Winning a Prize		1:12

DISCOUNTS & ODDS OF RECEIVING

# of Discounts	Discount Description	ARV of Each Discount	Odds of Receiving
75,000	FREE peach stick with the purchase of any large coffee.*	$1.29	1:13
75,000	Buy an egg & cheese breakfast wrap sandwich for only 99¢.*†	$1.00	1:13
75,000	Buy any bagel with cream cheese for only 99¢.*††	$0.90	1:13
200,000	6 FREE donuts when you buy 6 donuts at regular price.*	$3.50	1:5
200,000	FREE upgrade to large coffee on purchase of any medium coffee.*	$0.30	1:5
154,508	FREE upgrade to large frozen drink on purchase of any medium frozen drink.*	$1.00	1:6
135,000	FREE upgrade to large iced cappuccino on purchase of any medium iced cappuccino.*	$0.60	1:7

*Game Pieces for free or discounted food or beverages must be redeemed by 7/14/08. One per customer per future visit. May not be combined with any other offer. Valid at participating Honey Dew Donuts® Shops, while supplies last. Shop retains coupon.

†Plus tax. Breakfast meat may be added for an additional charge.

†† Plus tax.

NOTE: Prizes, Discounts, and free or discounted food items received are not redeemable for cash nor are they transferrable or substitutable except by Sponsor with one of equal or greater value. All costs and expenses not specifically included above, e.g., Federal, state, and local taxes, are the respective winner's or recipient's responsibility. Regardless of Prize or Food or Beverage Discount, cannot be combined with any other offer.

5. TO CLAIM PRIZE OR REDEEM DISCOUNT: (A) Claiming Grand Prize: The potential Grand Prize Winner of the Collect & Win Sweepstakes will be notified by telephone and/or mail on or about 8/4/08 and must sign and return a completed and notarized Affidavit of Eligibility/Compliance & Publicity/Liability Release, as allowed by law, within the time period stated in the letter of notification. Failure to return the documents as stated above will result in forfeiture of the Grand Prize, in its entirety, and the selection of an alternate potential Grand Prize Winner. Grand Prize Winner must also provide his/her Social Security Number for tax reporting purposes and will be issued a Form 1099, as required by law. (B) To Claim your 1st – 6th Prize: Attach your Game Piece to a 3"x 5" card with your hand-printed name, complete address, daytime phone number, birth date and your legal signature, and mail in a #10 envelope, postmarked by 7/10/08, and received by 7/15/08, to: "Honey Dew 35 Years of Summer Instant Prize Claim", P.O. 7068, Cumberland, RI, 02864 (keep a photocopy of Game Piece). Prize claims not received by 7/15/08 will be forfeited. All 1st, 2nd and 3rd Prize Winners must sign and return a completed and notarized Affidavit of Eligibilitly/Compliance & Publicity/Liability Release, as allowed by law, within the time period stated in the letter of notification or Prize will be forfeited and awarded in the Collect & Win Sweepstakes. The 1st and 2nd Prize Winners must also provide their Social Security Numbers for tax reporting purposes and will be issued a Form 1099, as required by law. (C) To Redeem a 7th - 9th Prize: Present the top portion of your Game Piece at a participating Honey Dew Donuts® Shop through 7/14/08. May not be combined with any other offer/discount. Only one Food Prize, per person, per visit. Other restrictions may apply. Unclaimed 7th – 9th Prizes will not be awarded. (D) To Redeem your Honey Dew Donuts Food or Beverage Discount: Present Food or Beverage Discount on your next purchase of the indicated item at a participating Honey Dew Donuts® Shop through 7/14/08. May not be combined with any other offer/discount. Only one savings discount, per person, per visit. Other restrictions may apply. Unclaimed Discounts will not be awarded.

6. VERIFICATION: All Game Pieces and Submissions are subject to verification prior to award of Prize. Game Pieces are null and void and will be rejected if not obtained in accordance with Rules and through legitimate channels or if any part is determined by the independent judging agency, whose decisions will be final in all matters relating to this promotion, to be illegible, reproduced, counterfeited, mutilated, or tampered with in any way, or if any Game Piece or Submission contains printing, production, typographical, mechanical, or other errors. Attempts to forge Game Pieces or Submissions or to win by fraud may be prosecuted. Liability for Game Pieces containing printing or other errors is limited to replacement with other Game Pieces, while supplies last. If a printing or other error results in more winning Game Pieces than number of Prizes in that category as stated in Rules, a random drawing will be held among those holding such Game Pieces to award stated Prizes. In no event will more Prizes be awarded than as stated in these Rules.

7. ELIGIBILITY: Game is open to all legal residents of CT, MA, ME, NH, RI and VT, 18 years and older, except employees (and members of their immediate families and households) of Sponsor, and its parent, officers, directors, agents; affiliates, subsidiaries, advertising, and promotion agencies, suppliers of promotional materials, printers, franchisees, and any other persons or entities associated with this Promotion (collectively, "Sponsor & Others"). By participating in this Promotion, all participants agree to be bound by these Rules.

8. GENERAL: Void in FL, NY, PR and where prohibited. All federal, state and local laws and regulations apply. All entries become the property of Sponsor and will not be returned. Winners agree that Sponsor & Others shall have no liability and shall not be responsible for illegible, damaged, lost, late, stolen, postage due, incomplete or misdirected mail; and, further acknowledge that they have neither made, nor are in any way responsible for, any warranty, representation or guarantee, express or implied, in fact or in law, relative to this Promotion or the Prizes. Winners also agree to release Sponsor and Others from any liability in connection with the Promotion or any Prize or Food or Beverage Discount including, without limitation, liability in connection with any injuries, damages or losses of any kind, whether to person or property, including death, arising out of or resulting from, whether directly or indirectly, the acceptance, enjoyment, participation in, use or misuse of any Prize or Food or Beverage Discount, or participation in any event in conjunction with any Prize whether hosted by Sponsor or by a third party. Participants understand and acknowledge that Sponsor & Others carry no insurance, of any kind, on participant's behalf and any such insurance is solely participant's responsibility. Acceptance of Prize constitutes permission to use Winner’s name and/or likeness for advertising/promotion purposes, in any media, without additional compensation or notice except where prohibited. The decisions of the independent judging agency shall be final in all matters pertaining to this Promotion

9. WHO WON: To obtain names of the Grand through 4th Prize Winners, send a #10 SASE to: Honey Dew 35 Years Who Won, P. O. Box 7068, Cumberland, RI 02864, by 6/30/08.

Sea-Doo® is a registered trademark of Bombardier Inc; Grill N Chill® is a registered trademark of Go! Products, Inc. Iron Horse® is a registered trademark of Iron Horse Bicycle Company, Inc. Sponsor: Honey Dew Associates, Inc., 2 Taunton St., Plainville, MA 02762. Honey Dew Associates, Inc. is the sole Sponsor of this Promotion.

© 2008 Honey Dew Associates, Inc.