1. NO PURCHASE NECESSARY. PURCHASE WILL NOT ENHANCE CHANCES OF WINNING. MANY WILL ENTER – FEW WILL WIN. Open and offered only to legal residents of the 50 United States and District of Columbia who are 18 years or older at time of entry. Employees and directors of Baker’s Inn Quality Baked Foods, LLC., (“Sponsor”), Essex Marketing and Fulfillment, Inc., (“Administrator”), entities affiliated with this Sweepstakes, and their parent entities, subsidiaries and affiliated companies, advertising, promotion, or production agencies (collectively, “Sweepstakes Entities”) and their immediate family members [children, spouse, parents, siblings] and individuals residing in their same household are not eligible to participate. Void where prohibited. By participating, entrants agree to these Official Rules and the decisions of the Sponsor, which are final and binding in all matters relating to this Sweepstakes. Sweepstakes begins on November 2, 2006 and ends April 30, 2007 (“Promotional Period”).

2. HOW TO ENTER: To enter, get an Official Entry Form at participating grocery retail locations starting November 2, 2006, while supplies last, and complete; or print on a 3 x 5 card your name, address, phone number, and the name of your preferred Baker’s Inn product, and mail to: Baker’s Inn ‘Premium Inns of America’ Sweepstakes, P.O. Box 6181, Novato, CA 94948. No mechanical reproductions of Official Entry Form or 3 x 5 card permitted. Sweepstakes ends April 30, 2007. Entries must be postmarked by April 30, 2007 and received no later than May 8, 2007. Limit one entry per person per day.

3. WINNER SELECTION: Winners will be selected in a random drawing to be held on or about May 15, 2007 from among all eligible entries received for the Sweepstakes. Drawing will be conducted by Administrator, whose decisions are final and binding in all matters relating to this Sweepstakes. Limit of one prize per person/household. Winners will be notified by telephone and/or postal mail. Please allow 8 -10 weeks for delivery of prizes.

4. PRIZES/ODDS: One (1) Grand Prize: A seven day and six night trip for two (2) to any participating Select Registry™ Inn of the Winner’s choice. Travel and accommodations are subject to change and availability and restrictions may apply with a designated travel agency or the cash value therein to compensate for travel for up to two (2) persons to a participating Select Registry™ Inn of their choosing. The Winner is the sole recipient of the prize and the declaration of other “traveling companion” is the sole discretion of the Winner. All travel must originate and be completed within the Continental United States. Approximate Retail Value (“ARV”): $5,000.00. Actual retail value of trip depends on the city of departure, and any difference between actual costs and ARV will not be awarded. Odds of winning the Grand Prize are 1/the total number of entries received. Twenty (20) First Prizes: A gift certificate for three days and two nights lodging at a participating Select Registry™ Inn of the Winner’s choice. The Winner is the sole recipient of the prize. No additional expenses are included in the prize. ARV $500.00. Odds of winning a First Prize are 20/the total number of entries received. Five Hundred (500) Second Prizes: Coupon good for one Free Baker’s Inn Sliced Bakery Bread loaf, good at any participating retailer. ARV $3.99. Odds of winning a Second Prize are 500/the total number of entries received. Total ARV of all prizes is $16,995.00.

Select Registry™ Distinguished Inns of North America participating properties may be viewed at www.selectregistry.com.

Any expenses and costs not stated are solely the responsibility of the winner. Prizes will not be fulfilled outside the 50 United States or D.C. Prizes cannot be transferred, assigned, substituted, or redeemed for cash, but Sponsor reserves the right to substitute any prize with prize of equal or greater value, should any prize become unavailable. Prizes consist of only those items specifically listed as part of the prize. Winner is responsible for all applicable federal, state and local taxes on the prizes. Sponsor reserves the right to request additional information or to verify identity or other applicable information about a potential winner before awarding a prize.

5. GENERAL RULES: Sponsor, the Sweepstakes Entities and their respective agencies are not responsible for late, illegible, stolen, lost, damaged, incomplete or misdirected mail, unauthorized human intervention, or other errors of any kind, whether human, mechanical or electronic. Once submitted, entries become the exclusive property of Sponsor and will not be acknowledged or returned. Sponsor reserves the right to reject submissions deemed in its sole discretion to be in violation of these Official Rules. Sponsor reserves the right, at its sole discretion, to cancel, suspend, or modify the Sweepstakes if it becomes corrupted in any manner such that it cannot be conducted as originally planned and in such event, to select winners by random drawing from all eligible entries received prior to and/or after (if appropriate) the action taken by Sponsor.

ANY ATTEMPT BY ANY PERSON TO DELIBERATELY DAMAGE OR UNDERMINE THE LEGITIMATE OPERATION OF THE PROMOTION IS IN VIOLATION OF CRIMINAL AND CIVIL LAWS AND IF SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK REMEDIES AND DAMAGES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW, INCLUDING CRIMINAL PROSECUTION.

Potential Grand Prize winner (or winner’s parent/legal guardian if winner is deemed a minor in the state of his/her residence) is required to complete, sign and return an Affidavit of Eligibility, a Liability Release and Publicity Release (where legal) within 7 days of notification. Failure to comply with these requirements, or if prize or prize notification is returned as non-deliverable, or if winner is found to be ineligible or not in compliance with these Official Rules, will result in such prize being forfeited and awarded to an alternate winner. If Grand Prize winner is a minor, his/her parent/legal guardian must travel with minor and be counted as one of the two guests. Guests of Grand Prize winner (or guest’s parent/legal guardian if guest is deemed a minor in the state of his/her residence) must complete, sign and return a Liability Release and Publicity Release (where legal) prior to issuance of any travel documents. The Sweepstakes is subject to all applicable federal, state and local laws and regulations. Entrants (or entrant’s parent/legal guardian if entrant is deemed a minor in the state of his/her residence), by participating in this Sweepstakes, hereby waive and release, and agree to hold harmless the Sponsor, the Sweepstakes Entities, and their respective parents, subsidiaries, affiliates, distributors, licensors, advertising and promotion agencies and all of their respective officers, directors, employees, representatives and agents, from and against, any and all rights, claims and causes of action whatsoever that they may have, or which may arise, against any of them for any liability for any matter, cause or thing whatsoever, including but not limited to any injury, loss, damage, whether direct, compensatory, incidental or consequential, to person, including death, and /or property, arising in whole or in part, directly or indirectly, from their acceptance, possession, use or misuse of any prize, or their participation in this Sweepstakes, or any prize-related activity including travel. By participating in this Sweepstakes, entrants (or entrant’s parent/legal guardian if entrant is deemed a minor in the state of his/her residence) agree to be bound by the Official Rules and the decisions of the judges. Except where prohibited by law, by accepting a prize, winners (or winner’s parent/legal guardian if a winner is deemed a minor in the state of his/her residence) agree that Sponsor and its related and affiliated companies may use the winner’s name, address (city, state), photograph, videotape, likeness, and/or prize information for advertising, publicity and promotional purposes and to the use of statements made by or attributed to winner relating to Sponsor, the Sweepstakes Entities, their related and affiliated companies or to this Sweepstakes and grants to Sponsor, the Sweepstakes Entities, and their related and affiliated companies any and all rights to said use without further notice and/or compensation except where prohibited by law. Sponsor, Administrator, or the Sweepstakes Entities are not responsible for any typographical or other error in the printing, the offering, or the announcement of any prize or in the administration of the Sweepstakes.

6. DISPUTES: By participating in this promotion, each entrant agrees that: (1) Any claim, dispute, or controversy (whether in contract, tort, or otherwise) arising out of, relating to, or connected in any way with this promotion or the awarding or redemption of prizes will be resolved exclusively by final and binding arbitration conducted pursuant to the AAA’s Procedures for Consumer-Related Disputes in conjunction with the AAA’s Commercial Arbitration Rules (if and as applicable depending on the amount in controversy); (2) This arbitration agreement is made pursuant to a transaction governed by the Federal Arbitration Act (”FAA”), 9 U.S.C. §§ 1-16; (3) The arbitration shall be held at the AAA regional office nearest the entrant; (4) The arbitrator’s decision shall be controlled by the terms and conditions of these Official Rules and any of the other agreements referenced herein that the applicable entrant may have entered into in connection with the Sweepstakes; (5) The arbitrator shall apply Missouri law consistent with the FAA and applicable statutes of limitations and shall honor claims of privilege recognized at law; (6) There shall be no authority for any claims to be arbitrated on a class or representative basis; arbitration can decide only the entrant’s and/or Sponsor’s individual claims and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; (7) The arbitrator shall not have the power to award punitive damages against any party; (8) In the event that the administrative fees and deposits the entrant is required to pay under the AAA rules exceed $125, and the entrant is unable to pay the additional fees and deposits, Sponsor retains the right to forward them to the AAA on the entrant’s behalf, subject to ultimate allocation by the arbitrator. In addition, if the entrant is able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Sponsor retains the right to pay as much of the entrant filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive; and (9) If any part of this Arbitration Provision is deemed to be invalid or otherwise unenforceable or illegal, the balance of this Arbitration Provision shall remain in effect and shall be construed in accordance with its terms as if the invalid or illegal provision were not contained herein. Entrant: You understand that, in the absence of this provision, You would have had a right to litigate disputes through a court, including the right to litigate claims on a class-wide or class-action basis, and that You have expressly and knowingly waived those rights and agreed to resolve any disputes through binding arbitration in accordance with the provisions of this paragraph.

7. LIMITATION OF LIABILITY: UNDER NO CIRCUMSTANCES WILL ANY PARTICIPANT BE PERMITTED TO OBTAIN AWARDS FOR, AND PARTICIPANTS HEREBY WAIVE, ALL RIGHTS TO CLAIM PUNITIVE, INCIDENTAL, CONSEQUENTIAL, OR ANY OTHER DAMAGES WHATSOEVER. IN NO EVENT SHALL SPONSOR OR THE SWEEPSTAKES ENTITIES BE LIABLE TO ANY PARTICIPANT OR WINNER FOR DAMAGES THAT EXCEED THE VALUE OF THE PRIZE TO BE AWARDED TO ANY INDIVIDUAL PARTICIPANT IN THIS PROMOTION.

8. WINNERS LIST/OFFICIAL RULES REQUEST: For a complete list of winners, send a self-addressed envelope to: BAKER’S INN Premium Inns of America Sweepstakes Rules Request, c/o Essex Marketing 448 Ignacio Blvd, Box 107, Novato, CA 94949. Request must be received by April 30, 2007.

9. SPONSOR: Baker’s Inn Quality Baked Foods, LLC., 12. East Armour Blvd, Kansas City, MO 64111.