Eligibility: Open to legal residents of the 50 United States and the District of Columbia who are 18 years of age or older as of 4/23/07. Employees, officers, directors, representatives, agents and assignees of NBA Properties, Inc. (“Sponsor”), NBA Media Ventures, LLC, the NBA and its member teams, ESPN/Starwave Partners d/b/a ESPN Internet Venture, and each of their respective parent companies, subsidiaries, affiliates, governors, owners, distributors, retailers, advertising/promotion agencies, and Project Support Team, Inc. (“P/S/T”) (collectively, “Released Parties”), and the immediate family members (spouse, parent, child, sibling and their respective spouses, regardless of where they reside) and/or those living in the same household of any such individual, whether or not related, are not eligible to enter or win. Sweepstakes is subject to all applicable federal, state, & local laws. Void where prohibited by law.

To Participate: Visit either www.espnshop.com or www.nba.com/gofinals between 6:00:01PM Eastern Time (“ET”) on 4/23/07 and 11:59:59PM ET on 6/4/07 (“promotion period”) and complete the Official Registration Form and click the “Submit” button to determine if you are an instant winner. If you receive a winning message, you are eligible to win the prize indicated, subject to verification of eligibility, game play and compliance with the terms of these rules. You must follow all prize claim instructions and provide any requested information so that it is received by the prize claim deadline indicated. Please allow 8-10 weeks following conclusion of the verification process (including timely receipt of requested information) to receive your prize. Limit one (1) game play per person per email address per day. Each time you play the game you will also receive one (1) entry into the Grand Prize Drawings described below. Released Parties are not responsible for incomplete, late, delayed, inaccurate, garbled or misdirected entries or prize claims or related information, failures or malfunctions of phones, phone lines, telephone systems, lost entries, claims or transmissions, interrupted or unavailable network, server or other connections, miscommunications, failed computer hardware or software or technical failures, garbled, misrouted, scrambled transmissions, printing, typographical or other errors in these Official Rules, in any Sweepstakes-related advertisements or other materials, or other errors or problems of any kind whether human, electronic or otherwise relating to or in connection with the Sweepstakes, including, without limitation, errors which may occur in connection with the administration of the Sweepstakes or the processing of entries. The use of automated or similar devices, including but not limited to entries submitted using any bot, macro, script, or sweepstakes service (or any other devices intended to automate any aspect of entry) to enter this Sweepstakes is prohibited & entries & prize claim through such devices are void.

Instant Win Prizes/Odds: A total of (429) Instant Win prizes will be awarded during the promotion period: (159) One-year subscription to HOOP Magazine. Approximate Retail Value "ARV": $12/ea. (250) One-year subscription to ESPN Magazine. ARV: $26/ea. (10) $100 NBAStore.com eGift Certificate. ARV $100/ea. (10) $100 ESPNshop.com eGift Certificates. ARV: $100/ea. Instant Win Prize winning times will be randomly seeded throughout Promotion Period. Odds of winning depend on the number of eligible entries received in any day and the timing of such entries. Only the published number of prizes stated in these Official Rules will be awarded. In the event for any reason, including technical, computer, seeding, human or other errors, the number of winning messages issued for any Instant Win Prize level exceeds the number of prizes listed for that level in these rules, Sponsor reserves the right to conduct a random drawing from among all eligible, valid, non-suspect winning message claimants for that prize level to award the listed number of prizes for that level. (2) Grand Prizes: Grand Prize #1: 3-day/2-night trip for two to one game at The Finals 2007 designated by Sponsor consisting of round-trip coach air transportation from major U.S. gateway airport nearest to winner’s residence in the U.S. to the city of game location, standard double-occupancy hotel accommodations, ground transportation to/from the airport and the applicable hotel, and two tickets to the game. Meal and half-time period visit with Bill Walton and signing of two apparel or equipment items. ARV=$4,000. Grand Prize #2: 3-day/2-night trip for two to The NBA Draft 2007 in New York City consisting of round-trip coach air transportation from major U.S. gateway airport nearest to winner’s residence, 2-nights’ standard double-occupancy hotel accommodations (one (1) room), ground transportation to/from the airport and the applicable hotel, and two tickets to the NBA Draft. ARV=$3,000. Actual prize value of trips may vary depending on winner's city of departure. Sponsor, in its sole discretion, reserves the right to provide ground transportation in place of air transportation if winner lives within a reasonable driving distance of the site of the designated NBA event as determined by Sponsor, & to award no additional prize in lieu of air transportation. Travel & hotel arrangements determined by Sponsor in its sole discretion. Trips must be taken on dates & times designated by Sponsor or prize will be forfeited in their entirety & may be awarded to an alternate winner. Winners & and their respective guests must travel together on the same itinerary, & any minor traveling companion(s) must be accompanied by his/her parent or legal guardian. If any NBA events are canceled or postponed for any reason, travel prize will be awarded less applicable prize-related activity(s) & Sponsor will substitute that activity(s) with an item(s)/activity(s) of equal or greater value as determined solely by Sponsor. Exact seat locations at NBA events to be determined by Sponsor in its sole discretion. Total ARV of all prizes: $17,408. General Prize Restrictions: All prize details, including, without limitation, make/model of prizes, are at Sponsor’s sole discretion. Prize details are subject to change at Sponsor’s sole discretion. Prizes are awarded “as is” without warranty or guarantee either express or implied by Sponsor. Any and all warranties and/or guarantees (if any) shall be subject to the manufacturer’s terms therefore (each winner agrees to look solely to such manufacturer and/or dealer for any such warranty and/or guarantee, if any). Winners are solely responsible for all federal, state and local taxes and any other costs and expenses associated with the acceptance and use of a prize not specified herein as being awarded. No transfer, assignment, cash redemption, or substitution of prizes except by Sponsor who reserves the right to substitute a prize (or portion thereof) of comparable or greater value, at its sole discretion. Grand Prize Drawings/Odds: There will be two Grand Prize drawings. Grand Prize Drawing #1 will take place on or about 6/1/07 from among all eligible entries received between 4/16/07 and 5/31/07. Grand Prize Drawing #2 will take place on or about 6/6/07 from among all eligible non-Grand Prize winning entries received between 4/16/07 and 6/4/07. Grand Prize Winners will notified by telephone and/or mail. Drawings will be performed by P/S/T, an independent judging organization, whose decisions are final and binding in all matters pertaining to this Sweepstakes. Entries received for Grand Prize Drawing #1 will carry forward to or be included in Grand Prize Drawing #2. Odds of winning will depend on the total number of eligible entries received for the entire promotion period. Limit one Grand Prize per person, family or household. 2nd Chance Drawing: In the event any Instant Win Prizes are not claimed, a random 2nd Chance Drawing will be conducted by P/S/T on or about 6/6/07 from among all eligible non-winning entries received during the promotion period to award such Instant Win Prizes. Odds of winning in 2nd Chance Drawing depend on the number of unclaimed prizes available, if any, and the number of eligible non-winning entries received during the promotion period. Potential winners, if any, of 2nd Chance Drawing will be notified by mail and will be required to fulfill all requirements imposed on winners set forth herein.

Miscellaneous: Potential Grand Prize winners may be required to execute and return an affidavit of eligibility and liability/publicity release (where legal) within 2 days of date of issuance. Grand Prize winners’ guests (if a minor, his/her parent or legal guardian) will be required to execute and return a liability/publicity release prior to issuance of travel documents. Noncompliance with any of the foregoing, with these Official Rules or if any prize documentation or prize is returned as non-deliverable, will result in the prize being forfeited and, if an Instant Win Prize, awarded in the 2nd Chance Drawing to an alternate winner from among all remaining eligible non-winning entries received or if a Grand Prize, awarded to an alternate winner from among all remaining eligible non-winning Grand Prize entries received. Sponsor, in its sole discretion, reserves the right to: 1.) disqualify any person and void any entries of any person who it believes has tampered with the entry process, the operation of NBA.com, or any other component of this Sweepstakes, whose conduct or actions affect the administration, integrity, security, fairness or proper conduct of this Sweepstakes, or who is in violation of these Official Rules; and 2.) modify, suspend or terminate this Sweepstakes should virus, bugs, non-authorized human intervention or other causes, including but not limited to war, strikes, and/or acts of God, corrupt or impair the administration, security, fairness or proper play of this Sweepstakes and, in the event of termination or suspension, at its discretion, select winners for any prizes that remained unawarded from among eligible, non-suspect, nonwinning entries received as of the date of the event requiring such termination or suspension. By participating, entrants agree to be bound by these Official Rules and agree that: 1.) Released Parties and their designees and assigns may use (unless prohibited by law) such entrant’s name, voice, city/state of residence, photograph, and/or other visual likeness for advertising and/or trade purposes and/or for the purpose of posting their name on NBA.com and/or for any other purpose in any media or format now or hereafter known worldwide in perpetuity without further compensation, permission or notification; 2.) Released Parties shall have no liability and will be released and held harmless from any claim, action, liability, loss, injury or damage, including, without limitation, personal injury or death to entrant or any third party or damage to personal or real property due in whole or in part, directly or indirectly, by reason of the acceptance, possession, use or misuse of a prize (including any travel or activity related thereto) or participation in this Sweepstakes.

Winners List: For the winners’ names (available after 7/9/07), send a stamped, self-addressed envelope for receipt by 7/23/07 to: Win With Walton Sweepstakes Winners, P.O. Box 13106, Bridgeport, CT 06673-3106.

Sponsor: NBA Properties, Inc., 645 Fifth Avenue, New York, NY 10022

Administrator: Project Support Team, Inc., 100 Mill Plain Road, Danbury, CT 06811/www.projectsupport.com.