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             AMAZON.COM AND ONLINE CAR-BUYING SERVICE GREENLIGHT.COM
            ANNOUNCE STRATEGIC INVESTMENT AND PROMOTIONAL AGREEMENT

SEATTLE -- January 21, 2000 -- Amazon.com (NASDAQ: AMZN), the leading online
retailer, today announced that it has agreed to acquire a stake in
Greenlight.com, the only online car buying company that gives consumers the
convenience and control of online purchasing coupled with the support of a
leading network of premiere auto dealers.

Amazon.com has agreed to acquire 5% of the outstanding shares of Greenlight.com.
In addition, under a promotional agreement, Amazon.com will help introduce
Greenlight.com to Amazon.com's more than 16 million experienced online shoppers,
and, in return, Amazon.com will receive $82.5 million over five years and
receive warrants to increase its stake to as much as 30% over the five years.

Greenlight.com goes well beyond the referral model and offers consumers the
ultimate car buying experience -- a no-hassle, no-pressure way to research,
choose and buy exactly the car they want; 24-hour, 7 day-a-week customer
service; and strong, ongoing support from local dealers during and after
purchase.

"We're delighted to join forces with Greenlight.com so that customers can enjoy
the benefits of online car shopping with dealers committed to customer service,"
said Jeff Bezos, founder and CEO of Amazon.com. "Greenlight.com makes it easy
for dealers everywhere to participate in e-commerce and reach new customers."

"We are excited to be teaming up with the e-commerce leader," said Todd Collins,
CEO of Greenlight.com. "We know that Amazon.com works only with companies that
offer the highest standard of customer service, and their strategic investment
validates the Greenlight.com way to buy new cars online. Now that Greenlight.com
has teamed up with Amazon.com and its customer base of 16 million experienced
online shoppers, no one else can deliver so many potential new-car buyers."

Greenlight.com is developing a network of prominent car dealers throughout the
United States who share a common characteristic: a commitment to working with
Greenlight.com to support consumers before, during and after the online purchase
of a new car. Greenlight.com is currently available to consumers in Atlanta,
Ga., Greensboro, N.C., as well as Jacksonville and Orlando, Fla., with national
expansion planned for early spring. Greenlight.com continues to build its
network by recruiting the most customer service-oriented dealers across the
United States.

ABOUT GREENLIGHT.COM

Founded in San Mateo, CA in 1999, Greenlight.com is the only company that offers
car buyers the control of purchasing online, plus the benefit of ongoing service
and support from local dealerships. Greenlight.com simplifies the buying process
by helping customers customize their car, lock in a low price in real time,
order online and arrange for delivery, with the convenience

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of never having to leave their home. Greenlight.com is backed by Kleiner Perkins
Caufield & Byers, Silicon Valley's premier venture capital firm, and Asbury
Automotive, the largest private network of national auto dealerships, backed by
Ripplewood Holdings and Freeman Spogli. To shop for a car or to get more
information about Greenlight.com, visit the company on the Web at
http://www.greenlight.com.

ABOUT AMAZON.COM, INC.

         Amazon.com (Amazon.com, Inc. and its subsidiaries) is the Internet's
No. 1 music, No. 1 DVD and video, and No. 1 book retailer. Amazon.com
(NASDAQ:AMZN) opened its virtual doors on the World Wide Web in July 1995 and
today offers Earth's Biggest Selection with online auctions and free electronic
greeting cards. Amazon.com lists more than 18 million unique items in categories
including books, CDs, toys, electronics, videos, DVDs, home improvement
products, software, and video games. Through Amazon.com zShops, any business or
individual can sell virtually anything to Amazon.com's more than 13 million
customers, and with Amazon.com Payments, any seller can accept credit card
transactions, avoiding the hassles of offline payments.

         Amazon.com seeks to be the world's most customer-centric company where
customers can find and discover anything they may want to buy online.
Amazon.com's All Product Search scours the Web to help customers find
merchandise that is not available at Amazon.com, Amazon.com Auctions, or
Amazon.com zShops, making Amazon.com the shopping destination to find anything.

         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 crewmembers dating from
the birth of film in 1892 to the present. Amazon.com also operates Amazon.com
LiveBid Auctions (http://livebid.amazon.com), the leading provider of live-event
auctions on the Internet.

         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;
HomeGrocer.com, the first fully integrated Internet grocery-shopping and
home-delivery service, with operations in Seattle, Portland, Oregon, and
Southern California, at www.homegrocer.com; Gear.com, which offers brand name
sporting goods at prices from 20% to 90% off retail, at www.gear.com; and
Ashford.com (NASDAQ: ASFD), the leading Internet retailer of luxury and premium
products and the Web's No. 1 retailer of watches and jewelry, at
www.ashford.com. Amazon.com also has a minority interest in Della.com, which
brings together leading retailers with gift registry, expert advice, and
personalized gift suggestions to help everyone give better gifts, at
www.della.com; and NextCard, Inc., considered the industry's leading issuer of
consumer credit on the Internet, at (www.nextcard.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, risk of distribution center expansion, risks related to

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fourth quarter, risks of system interruption, management of potential growth,
risks related to auction and zShops services, risks related to fraud and
Amazon.com Payments, 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
Reports on Form 10-Q for the quarters ended March 31, 1999, June 30, 1999 and
September 30, 1999.

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For additional information or for referral to industry analysts contact:

Cherie Stewart
Red Whistle Communications/The Weber Group
415.616.6149
cstewart@redwhistle.com

Bill Curry
Amazon.com
206-266-7180