Press Release

Amazon.com Announces Strategic Alliance With and Minority Investment In Gear.com

SEATTLE, July 14, 1999 --/PRNewswire/-- Amazon.com (NASDAQ: AMZN), the leading online retailer, announced today that it holds a significant minority stake in Gear.com (www.gear.com), which offers brand-name sporting goods to Internet shoppers at prices from 20 to 90 percent off retail.

Staffed by knowledgeable sports enthusiasts, Gear.com is the only Internet store to offer 100-percent closeout merchandise in all sports categories. Sporting-goods closeouts result from overproduction, a change of style, color, or function, and the cancellation of preseason orders placed by retailers. Merchandise is new and comes in mint condition and original packaging.

Amazon.com, the Internet's No. 1 book, No. 1 video, and No. 1 music retailer, will help introduce customers to the new shopping experience at Gear.com as part of a strategic alliance.

"We invest only in companies that share our passion for customers," said Jeff Bezos, Amazon.com founder and CEO. "The Gear.com management team is dedicated to providing a great customer experience, including a 100-percent customer-satisfaction policy. From backpacking to wakeboarding, Gear.com finds the best closeouts, so customers get new, fully functional gear at closeout prices."

"This investment and alliance clearly makes us the online category leader, and enables Gear.com to provide more great sports gear to our customers," said Ken Blue, president of Gear.com. "Gear.com is inventing a whole new way for customers to fulfill their sporting-goods needs at great prices and with a tremendous customer experience. At Gear.com, you don't have to choose between price and service."

Amazon.com has an investment of approximately 49 percent of Gear.com's outstanding shares as of July 1, 1999, which is accounted for under the equity method of accounting.

About Gear.com
Gear.com is the first company to bring together closeout sports merchandise in a single, convenient location. Gear.com searches the warehouses of sporting-goods manufacturers to find the best deals on earth, then passes the values on to online shoppers. Over 150 top manufacturers-Cleveland Golf, Helly Hansen, Cannondale, Marmot, Dunlop, Kelty, Woolrich, and many more-have authorized Gear.com to sell their closeout products at the best prices anywhere. Gear.com has the highest consumer rating in its category from independent auditor BizRate.com, and offers shoppers detailed product photographs, information and advice, secure online purchasing, a 30-day, 100-percent-satisfaction guarantee, and 25-cent shipping per item-24 hours a day, 7 days a week. Gear.com's GearNews subscription e-mail service will notify shoppers about hot new deals. Gear.com's sport experts are available to answer customer questions Monday through Friday, 8 a.m. to 6 p.m. Pacific Standard Time.

About Amazon.com, Inc.
Amazon.com, Inc. (NASDAQ: AMZN), the Internet's No. 1 music, No. 1 video, and No. 1 book retailer, opened its virtual doors on the World Wide Web in July 1995 and today offers Earth's Biggest SelectionTM with online auctions, toys, electronics, free electronic greeting cards, and more than 4.7 million book, music-CD, video, DVD, and computer-game titles. Amazon.com seeks to be the world's most customer-centric company, where people can find and discover anything they may want to buy online. As part of its efforts to provide the best shopping experience for customers, Amazon.com provides secure credit-card payment, personalized recommendations, streamlined ordering through 1-ClickSM technology, and hassle-free auction bidding with Bid-ClickSM.

Amazon.com operates two international Web sites: www.amazon.co.uk in the United Kingdom and www.amazon.de in Germany. Amazon.com also operates PlanetAll (www.planetall.com), a Web-based address book, calendar, and reminder service. It also operates the Internet Movie Database (www.imdb.com), the Web's comprehensive and authoritative source of information on more than 150,000 movies and entertainment programs and 500,000 cast and crew members dating from the birth of film in 1892 to the present. Amazon.com also operates LiveBid.com (www.livebid.com), the sole provider of live-event auctions on the Internet.

In addition, Amazon.com has invested in leading Internet retailers that are improving the lives of customers by making shopping easier and more convenient: drugstore.com, an online retail and information source for health, beauty, wellness, personal care and pharmacy, at www.drugstore.com; Pets.com, the online leader for pet products, expert information and services, at www.pets.com; and HomeGrocer.com, the first fully integrated Internet grocery-shopping and home-delivery service, with operations in Seattle and Portland, Oregon, at www.homegrocer.com.

This announcement contains forward-looking statements that involve risks and uncertainties that include, among others, Amazon.com's limited operating history, anticipated losses, unpredictability of future revenues, potential fluctuations in quarterly operating results, seasonality, consumer trends, competition, risks of system interruption, management of potential growth, risks related to auction services, and risks of new business areas, international expansion, business combinations, and strategic alliances. More information about factors that potentially could affect Amazon.com's financial results is included in Amazon.com's filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 1998 and Quarterly Report on Form 10-Q for the quarter ended March 31, 1999.

NOTE: Amazon.com, Amazon.com Auctions, Amazon.co.uk, Amazon.de, Internet Movie Database, PlanetAll, Earth's Biggest Selection, Bid-Click, and 1-Click are either registered trademarks or trademarks of Amazon.com, Inc., or its affiliates. All other names mentioned herein may be trademarks of their respective owners.