NO PURCHASE/PAYMENT OR TEXT MESSAGE NECESSARY TO ENTER OR WIN.

A PURCHASE/PAYMENT OR TEXT MESSAGE WILL NOT IMPROVE ONE'S CHANCES OF WINNING.

MANY WILL ENTER. ONE WILL WIN.

1. SPONSOR: ABC Cable Networks Group, dba Disney Channel, 3800 W. Alameda Avenue, Burbank, CA 91505.

2. ADMINISTRATOR: Ventura Associates Intl. LLC, 1040 Sixth Avenue, New York, NY 10018, an independent judging organization whose decisions are final and binding with respect to the sweepstakes ("Sweepstakes").

3. ENTRY: You may enter this Sweepstakes in one (1) of two (2) ways during the period beginning at 12:01:00 A.M., July 2, 2012, and ending at 11:59:59 P.M., September 2, 2012 ("Entry Period"). For purposes of these Official Rules ("Rules"), all times and days are Pacific Time.

(a) SMS TEXT ENTRY: If you are a Verizon Wireless subscriber as of July 2, 2012, you may send on your cell phone ("Cell") the keyword "CARS" as an SMS text message to the SMS shortcode 6777 during the Entry Period ("SMS Entry"). Message and data rates may apply for the message that originates from your handset according to the terms of your Verizon Wireless calling plan. Verizon Wireless charges are up to 20 cents per domestic text message sent and received. If you subscribe to a Verizon Wireless TXT Messaging Plan, usage will be deducted from your plan's allowance; excess usage will be billed at 10 cents per text message sent or received. Verizon Wireless Prepaid subscribers are charged 10 cents per message sent or received. SMS Entrants will receive a confirmation SMS text message on their wireless phone. In order to enter the Sweepstakes using the text method of entry, all entrants must have a text messaging two-way capable phone and digital and SMS service. Text messaging may not be available in all areas. If you are a minor, as defined by your state of primary residence, ("Minor"), you must have the permission of your parent/legal guardian ("Parent") prior to your entry via SMS Text Entry. By entering via SMS Text Entry you grant to Sponsor/Administrator your consent to call your Cell should you be selected a potential winner.

(b) ONLINE ENTRY: You may enter by logging onto Disney.com/MakeMemories ("Website"), and following the "How to Enter" instructions ("Online Entry"). Normal Internet access and usage charges imposed by your online service will apply. It is your sole responsibility to notify the Sponsor if you change email address ("Address").

"Entry" shall mean and refer to each SMS and Online Entry.

4. LIMITATIONS: All Entries must be received by 11:59:59 P.M., September 2, 2012. Entries are limited to one (1) Entry per person/Cell/Address per day (regardless of method of Entry or whether one person has more than one Cell/Address or more than one person use the same Cell/Address). Maximum of 63 Entries allowed during the Entry Period. In the event of a dispute regarding the identity of the person submitting an Entry, the Entry will be deemed to be submitted by the person in whose name the Cell/Address is registered. Entries by any method other than set forth above in Section 3 are void. Any use of automated or programmed methods of effecting Entry is prohibited. Open only to persons, who are, as of date of Entry, 8 years of age or older, legal residents of, and physically located within, the 50 United States or D.C., (collectively, "Territory") and not employees of Sponsor, Verizon, or Administrator; each of their respective parent, subsidiary or affiliated companies; or the advertising, promotional or fulfillment agencies of any of them (individually and collectively, "Entities"); nor members of their households or immediate families (defined as Parent, child, spouse, siblings and the spouses of each). Neither the Entities, nor any of their officers, directors, shareholders, employees, agents or representatives (individually and collectively, "Releasees") are responsible for Entries from persons residing, or physically located, outside the Territory; Entries that are altered, delayed, deleted, destroyed, forged, fraudulent, improperly accessed, inaccurate, incomplete, interrupted, irregular in any way, late, lost, misrouted, multiple, non-delivered, stolen, tampered with, unauthorized, unintelligible or otherwise not in compliance with these Rules; or for lost, interrupted or unavailable network, server, Internet Service Provider, Website or other connections, telephone or Cell text messaging availability or accessibility; miscommunications; failed computer, satellite, telephone or cable transmissions, lines or technical failure; failed phone, computer hardware or software or text message malfunctions, failures, technical errors or difficulties; telephone transmissions; technical failures; unauthorized human intervention; traffic congestion; garbled or jumbled transmissions; undeliverable emails resulting from any form of active or passive email filtering; insufficient space in entrant's email account to receive email; or other errors of any kind, whether due to electronic, human, mechanical, printing, production or technical errors or other causes; even if caused by the negligence of any of the Releasees. Each of such potential Entries will be disqualified and any attempt by a person to use multiple email or Cell accounts to register more than the number of Entries allowed by these Rules may result in disqualification at Sponsor's sole discretion. Void where prohibited or restricted by law and subject to all applicable federal, state, local and municipal laws and regulations.

5. PRIZE: ONE (1) GRAND PRIZE: A four (4) day / three (3) night trip for Grand Prize winner ("Grand Winner") and three (3) guests (collectively, "Group") to Disneyland® Resort in Anaheim, CA (the "Resort"), on Sponsor-selected dates ("Trip"), consisting of the following elements for the Group ("Park Experience"): [1] hotel accommodations (one standard room/quad occupancy, including room tax) for two (2) nights; [2] one (1) night stay at the Disneyland® Dream Suite at Disneyland® Park (consecutive to the hotel stay); [3] up to four (4) 3-Day Disneyland® Resort Park Hopper® Tickets for admission to Disneyland® Park and Disney California Adventure® Park (subject to restrictions); [4] if Grand Winner's residence is located more than two hundred fifty (250) miles from the Resort, round-trip coach air transportation between a Sponsor-selected major metropolitan airport near Grand Winner's residence ("airport of origin") and a Sponsor-selected airport in Southern California for the Group; but if Grand Winner's residence is located two hundred fifty (250) miles or less from the Resort, round-trip ground transportation for the Group via a Sponsor-selected method between Grand Winner's residence and the hotel; [5] airport/hotel transfers for the Group if air transportation is provided; [6] admittance for the Group to a special Cars Land experience (as determined by Sponsor) at Disney California Adventure® Park; [7] One (1) Disney Character meet and greet ("Meet and Greet") with photo opportunity for the Group; [8] One (1) Disney Character Dining experience for the Group; [9] one (1) Disney's PhotoPass® Book and one (1) Disney's PhotoPass® CD for Grand Winner only [Redemption certificate will be provided]; [10] one (1) Disney VIP Guide for one (1) eight hour day during the Trip, as determined by Sponsor; [11] $300 Disney Gift Card for Grand Winner only; [12] one (1) Motorola RZR device for Grand Winner only, valued at $599.99 preloaded with the Disney Mobile Magic application (message and data rates may apply); [13] $500 Verizon Wireless gift card for Grand Winner only to cover Verizon wireless activation, accessories and service. Specific phone and any differentiating details (including but not limited to phone color) is solely determined by Sponsor. All Verizon Wireless Motorola RZR's require activation on a wireless plan. All expenses not specifically mentioned herein are not included and are solely the winner's responsibility, including, but not limited to, round-trip transportation between the winner's residence and any airport of origin, alcoholic beverages, fax, food, gratuities and tips, insurance, laundry service, merchandise, parking, room service, service charges, souvenirs and telephone calls, and any charges associated with the wireless service (e.g. additional calling features, applications, taxes, surcharges, etc...). Any charges associated with the wireless service may be offset by using the $500 Verizon Wireless gift card included in the prize. Gift Card terms and conditions apply. See www.disneygiftcard.com for details. Travel, lodging, and Park Experience are subject to availability, certain restrictions, blockout dates and Sponsor's approval. Airline carrier and hotel regulations and conditions apply. Group must complete Trip on Sponsor-selected dates before September 2, 2013, or prize will be forfeited in its entirety and, at Sponsor's discretion, awarded to an alternate winner. Travel arrangements must be made through Sponsor's agent and Sponsor shall determine airline and flight itinerary in its sole discretion. Once the travel schedule has been arranged, it cannot be altered and failure of Grand Winner to follow such schedule shall not obligate Sponsor in any way to provide him/her with alternate arrangements. Releasees are not responsible for airline cancellations or delays. Sponsor will not replace any lost, mutilated, or stolen tickets, travel vouchers, certificates or other prize elements. Approximate retail value ("ARV"): $9,898, which will vary depending upon points of departure and destination and seasonal fluctuation of hotel rates and airfares. If the actual value of the prize is less than the stated ARV, the difference will not be awarded. If Grand Winner chooses to bring less than three (3) guests on the Trip, the Trip will be awarded in increments suitable for the actual number of travelers with no substitute prize or compensation being provided to the Grand Winner. Any depiction of prize is for illustrative purposes only. Prize is not redeemable for cash or transferable except to a surviving spouse residing in the same household. No substitution allowed except, at Sponsor's sole discretion, a prize of equal or greater value may be substituted. Prize elements may not be separated. Airline tickets issued in conjunction with the prize are not eligible for frequent flyer miles, and no code share flights may be used. Prize cannot be used in conjunction with any other promotion or offer. The prize will be awarded provided it is validly claimed by November 14, 2012, after which no alternate winner will be selected, nor unclaimed prize awarded.

6. PROCEDURES: All Entries must be received during the Entry Period. On or about, September 26, 2012, in a random drawing conducted by the Administrator, the potential Grand Winner will be selected from among all eligible Entries received. The decision of the Administrator shall be final and binding. Odds of winning depend on the total number of eligible Entries received.

7. WINNER: On or about September 27, 2012, a potential winner will be contacted via email ("Email Contact") or Cell ("Cell Contact") to obtain his/her mailing address as well as any additional information required by Administrator in order to verify eligibility and compliance with the Rules. If mailing address is available (or once the mailing address is received), potential Grand Winner will be sent paperwork by overnight delivery service. All legal responsibilities of a Minor entrant under the Rules will be assumed by a Parent; and Minor's prize will be awarded in the name of the Parent for the benefit of the Minor. At the sole discretion of the Administrator, disqualification, forfeiture and the selection of an alternate winner may result from any of the following: [1] potential winner's failure to respond to notification within 2 business days after transmission; [2] the return of an email notification as undeliverable after three (3) attempts; [3] the return of any other notice as undeliverable; [4] potential winner's failure to provide Administrator with satisfactory proof of age, identity, residency and consent of Parent (if applicable); [5] potential winner's failure to provide Administrator with satisfactory proof that he/she (or his or her Parent) is the authorized account holder of the Cell or Address associated with the winning Entry; [6] potential winner's failure to provide additional information upon request as required by Administrator in order to verify compliance with the Rules; [7] potential winner's failure to execute and return an Affidavit of Eligibility/Liability/Publicity Release within five (5) business days after its mailing; [8] potential Grand Winner's failure to be available to make the Trip on Sponsor-selected dates before September 2, 2013; [9] potential Grand Winner's failure to validly claim the prize by November 14, 2012 and [10] any other non-compliance with Rules. In the event of prize forfeiture, the Administrator may, in its sole discretion, award or not award the forfeited prize to an alternate winner. The Group must travel together on the same itinerary and each member is solely responsible for obtaining all necessary travel documents (i.e. valid photo I.D, etc.) before departure. All members of the Group will be required to execute a Release of Liability prior to ticketing. If a Minor is participating in the Trip, at all times during the Trip (including, but not limited to, in-flight, hotel stay, and all prize-related events) he/she must be accompanied by a Parent as a member of the Group. All taxes are solely the responsibility of the Grand Winner who will receive an IRS Form 1099 reflecting the prize value.

8. PRIVACY POLICY/DATA COLLECTION: Information provided by you for this Sweepstakes is subject to Sponsor's privacy policy located at http://corporate.disney.go.com/corporate/pp.html.

9. CONDITIONS: By entering this Sweepstakes and/or accepting any prize you agree that: [1] you have all rights, permissions and consents necessary to grant the rights to Sponsor as expressed herein; [2] you will abide by and be bound by the Rules and the Sponsor's and Administrator's decisions and the Privacy Policy; [3] the Entry becomes solely the Sponsor's property and will not be returned; [4] you release and hold harmless the Releasees from any and all liability for claims, injuries, losses or damages of any kind, including without limitation, death and bodily injury, resulting, in whole or in part, directly or indirectly, from the awarding, delivery, acceptance, use, misuse, possession, loss or misdirection of the prize (or any portion of thereof); participation in the Sweepstakes or any Sweepstakes-related activity or travel or from any interaction with, or downloading of, computer Sweepstakes information; [5] the Releasees do not make any representation, warranty or guarantee, express or implied, relating to the Sweepstakes or prize; [6] winner's acceptance of the prize constitutes the grant to Sponsor and assigns 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 Sweepstakes for any programming, publicity, advertising and promotional purposes without additional compensation, except where prohibited by law; [7] in the event viruses, bugs, unauthorized human intervention, Acts of God, acts or regulations of any governmental or supra-national authority, war, national emergency, accident, fire, riot, strikes, lock-outs, industrial disputes, acts of terrorism or other matters beyond the Administrator's reasonable control, corrupt, prevent or impair the administration, security, fairness or proper play of the Sweepstakes, so that it cannot be conducted as originally planned, except where prohibited by law, Administrator has the right, in its sole discretion, to modify the Rules or to cancel, modify, terminate or suspend the Sweepstakes; and in such event, to select a winner by such method as Administrator in its sole discretion shall consider equitable and in the event the Trip has already commenced, to terminate the Trip and return the Group to any airport of origin as soon as reasonably possible; [8] the Releasees are not responsible for typographical or other errors in the offer or administration of this Sweepstakes, including but not limited to: errors in the advertising, Rules and selection and announcement of the winner; [9] any portion of the prize not accepted or used by the winner will be forfeited; [10] the Releasees are not responsible for any inability of the winner to accept or use the prize (or any portion thereof) for any reason; [11] the Administrator has the right, at any time and at its sole discretion, to disqualify any individual it suspects to be doing any of the following: (a) tampering or attempting to tamper with the entry process or the operation of the Sweepstakes or the Website; (b) violating the Rules; (c) violating the terms of service, privacy policy or other terms, conditions of use and/or general rules or guidelines of any Sweepstakes property or service; (d) acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person or (e) for any other good cause as determined solely by the Administrator; [12] the Administrator has the right to lock out an entrant whose eligibility is in question or who has been disqualified or is otherwise ineligible to enter the Sweepstakes; [13] since any attempt by any individual to damage the Website or undermine the legitimate operation of this Sweepstakes or the Website is a violation of these Rules as well as criminal and civil laws, and should Administrator believe or become aware that such an attempt has been, is being, or will be made, it has the right to seek remedies and damages from any responsible individuals to the fullest extent permitted by law, including without limitation criminal prosecution; [14] all disputes, claims and causes of action at law or in equity (individually, "Claim") arising out of or relating to this Sweepstakes, the meaning or interpretation of the Rules or the prize awarded shall be resolved by applying the laws of California, without regard to conflict of laws provisions therein, and shall be solely and exclusively brought in the state or federal courts within that state; [15] all Claims shall be resolved individually, without resort to any form of class action; [16] all Claims, judgments and awards shall be limited to actual out-of-pocket costs incurred, but in no event include attorneys' fees, and under no circumstances will any entrant be permitted to obtain awards for, and he/she hereby waives all rights to claim, punitive, incidental, special, consequential damages and any other damages, other than for actual out-of-pocket expenses and waives all rights to have damages multiplied or otherwise increased; [17] Administrator has the right to modify prize award procedures at its sole discretion; [18] the Releasees are not responsible for the cancellation, postponement or unavailability of the Park Experience or Meet and Greet, and if such occurs, the Trip will be awarded without that element of the prize; [19] you (or your Parent) are solely responsible for all fees incurred through your wireless phone service for text messages associated with participation in this Sweepstakes; [20] Grand Winner's acceptance of the prize constitutes the grant of an unconditional right to Sponsor and assigns to photograph, film, or otherwise capture the fulfillment of the prize ("Fulfillment Filming"), and Sponsor shall have the unconditional right to reproduce, distribute, display, exhibit, transmit, broadcast, stream, synchronize with visual material, modify, amend, create derivative works, and otherwise use and permit others to use the Fulfillment Filming throughout the universe in any and all media now known or hereafter devised, in all languages and in all versions, in perpetuity, without compensation, except where prohibited by law; [21] Sponsor's use of the Fulfillment Filming as described herein will not give rise to any claims of infringement, invasion of privacy, defamation or claims for performance or payment of any kind, including but not limited to payment of re-use fees, residuals or license fees; [22] Sponsor shall have the right to make such changes to the Fulfillment Filming and make such uses thereof as it deems necessary or desirable, including but not limited to the right to use, edit, and reproduce and/or alter said Fulfillment Filming in perpetuity, in its entirety or in part, for any commercial and promotional purposes worldwide without any consultation or additional permission, or compensation, credit or attribution; [23] Administrator has the right to conduct a background check ("Check") of any and all records of each member of the Group, including without limitation, civil and criminal court records and police reports, which he/she, to the extent necessary under law, shall authorize; [24] Administrator may take all steps necessary to corroborate any information provided and each member of the Group will be obligated to provide necessary contacts and information for the Check; [25] if any member of the Group is found to have a felony conviction, Administrator has the right, in its sole discretion, to disqualify the felon from participating in the Trip and to pay the Grand Winner a cash substitute for the Trip, but no cash substitute will be paid to any guest; if a felony conviction is found, Administrator retains the right to also continue the award of the prize to Winner and other guests, and [26] the Park Experience or Meet and Greet cannot be sold, nor can Grand Winner charge members of his/her Group for participating in the Grand Prize.

10. RULES & WINNER'S LIST: For name of Grand Winner (after September 27, and before November 14, 2012) and/or Rules (before September 2, 2012), send a self-addressed, stamped envelope to: Ready, Set, Make Memories Sweepstakes, Winner/Rules, c/o Ventura Associates, Dept. VP, 60 East 42nd Street, Suite 650, NYC, NY 10165. A copy of the Rules may also be obtained by printing this web page.