1. SPONSOR: Buena Vista Theatrical Group Ltd., 1450 Broadway, 3rd floor, New York, NY 10018.

2. ENTRY: During the period commencing July 3, and ending August 18, 2002 ("Term"), this Sweepstakes may only be entered in one of two ways:

(a) AUTOMATICALLY:One (1) purchase of a ticket or tickets for any performance of "The Lion King" at the New Amsterdam Theatre, New York, NY, between September 4, and October 31, 2002, will be automatically entered as one entry in this Sweepstakes ("Auto Entry").

(b) BY U.S. MAIL: Hand print your full name, address (city, state and zip code), daytime phone number (with area code) and birth date, on a 3" x 5" card, and mail it inside a postage prepaid business size (#10) envelope, to: "The Lion King" Sweepstakes, c/o Buena Vista Theatrical Group Ltd., 1450 Broadway, 3rd floor, New York, NY 10018 ("Mail Entry").

3. LIMITATIONS: Each Auto Entry must be purchased during the Term; and each Mail Entry must be postmarked by August 18, and received by August 26, 2002. Only one Entry per person/household/family, regardless of method of entry. Open only to persons 18 or older upon entering who are legal residents of, and physically located within, the 50 states or D. C. ("Territory") and not employees of Sponsor; its parent, subsidiary or affiliated companies; the advertising, promotional or fulfillment agencies of any of them; (individually and collectively, "Entities") nor members of their immediate families or same households. The Entities are not responsible for Entries from persons residing, or physically located, outside the Territory; inaccurate, forged, incomplete, stolen, lost, illegible, mutilated, tampered with, postage-due, misdirected, delayed or late Mail Entries; or Auto Entries that are inaccurate, incomplete, garbled, lost, interrupted, deleted, defective, destroyed, altered, misdirected, non-delivered, delayed, late or misrouted, as a result of interrupted or unavailable network connections or any computer, phone, hardware, software, human or mechanical malfunction; each of which Entries will be disqualified. Void where prohibited or restricted by law and subject to all federal, state and local laws and regulations.

4. PRIZES: Ten (10) PRIZES: One (1) poster for "The Lion King" signed by the current cast members (approximate retail value ("ARV"): $125), Total ARV of all prizes: $1,250. Limit one prize per person/family/household. Prizes are not redeemable for cash or transferable. No substitutions allowed except, at Sponsor's sole discretion, a prize of equal or greater value may be substituted. All prizes will be awarded.

5. PROCEDURES: Sweepstakes begins July 3, and ends August 18, 2002. On or about September 9, 2002, in a random drawing, winners will be selected from all eligible Entries received. Odds of winning depend on the total number of eligible Entries received.

6. WINNERS: Winners will be notified by U.S. Mail on or about September 12, 2002. Disqualification and the selection of an alternate winner will result from any of the following: (1) failure of a potential winner to respond within ten (10) days from the date of notification; (2) the return of a notification or prize as undeliverable; or (3) any other non-compliance with Official Rules ("Rules"). All taxes are solely a winner's responsibility. For list of winners (after September 12, 2002) and/or Rules (before August 18, 2002), send a self-addressed, stamped #10 envelope to: "The Lion King" Sweepstakes, c/o Buena Vista Theatrical Group, Ltd., 1450 Broadway, 3rd floor, New York, NY 10018

7. CONDITIONS: Each entrant by entering this sweepstakes agrees that: (1) he or she will abide by and be bound by the Rules and the judge's decisions; (2) the Entry becomes solely the Sponsor's property and will not be returned; (3) none of the Entities, nor any of their officers, directors, employees, agents or representatives are responsible for claims, injuries, losses or damages of any kind resulting from sweepstakes participation; the awarding, acceptance, use, misuse, possession, loss or misdirection of any prize; or participation in any prize related activity; (4) the prizes are awarded "AS IS" and WITHOUT WARRANTY OF ANY KIND, express or implied, (including, without limitation, any implied warranty of merchantability or fitness for a particular purpose); (5) any winner's acceptance of a prize constitutes the grant of an unconditional right to use winner's name, address (city and state only), voice, likeness, photograph, biographical and prize information and/or statements about the promotion for any publicity, advertising and promotional purposes without additional compensation, except where prohibited by law; and (6) Sponsor is not responsible for any inability of any winner to accept any prize for any reason.