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           AMAZON.COM ENTERS IMPORTANT, NEW STRATEGIC PARTNERSHIP WITH
           DRUGSTORE.COM(TM), ALLOWING CUSTOMERS TO BUY DRUGSTORE.COM
                          PRODUCTS THROUGH AMAZON.COM

 AMAZON.COM MAKES ADDITIONAL MINORITY INVESTMENT IN DRUGSTORE.COM AND RECEIVES
              $105 MILLION FOR A DRUGSTORE.COM "TAB" AT AMAZON.COM

SEATTLE -- January 24, 2000 -- Amazon.com (NASDAQ: AMZN), the leading online
retailer, and drugstore.com(TM) (NASDAQ: DSCM), the leading online drugstore,
today announced a multi-million dollar agreement to integrate a number of the
companies' shopping features and create a drugstore.com shopping "tab" at
Amazon.com. Under the agreement, Amazon.com will receive $105 million over three
years.

At the same time, Amazon.com will make an additional $30 million investment in
drugstore.com, bringing its total stake in drugstore.com to almost 28% of the
outstanding drugstore.com common stock, upon closing of the transaction.

The agreement means that soon--for the first time ever--an Amazon.com investment
partner will be prominently featured on Amazon.com as a permanent part of
Amazon.com's regular navigational structure. Additional features that make
shopping still easier--integrated 1-Click(R) shopping, a shared shopping basket,
and more integrated search and browse capabilities--are planned for later.

The result will be greater shopping convenience and selection for Amazon.com's
more than 16 million customers, who will eventually be able to shop seamlessly
between drugstore.com and other Amazon.com stores with equally high levels of
customer service.

"We're working to make Amazon.com the only place where you can find anything and
everything you might want to buy online--what you're seeing today is a
completely new component of that strategy," said Jeff Bezos, founder and CEO of
Amazon.com. "We chose drugstore.com to be our first partner with this level of
tight integration because they obsess over customers the way we do, and we
expect more arrangements like this when it makes sense for customers."

 "Our partnership has been so successful and so valuable for customers that it
makes sense for us to take it to a new and enhanced level, " said Peter Neupert,
president and CEO of drugstore.com. "This deeper integration with Amazon.com
demonstrates both companies' ongoing commitment to constantly evolve and improve
the customer experience."

Amazon.com originally acquired a minority stake in drugstore.com in August 1998.
In the past, Amazon.com has introduced drugstore.com to Amazon.com customers by
offering temporary links on the Amazon.com home page and by distributing
drugstore.com gift certificates to Amazon.com customers.

ABOUT DRUGSTORE.COM

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drugstore.com (NASDAQ: DSCM) is a leading on-line drugstore and information site
offering What Every Body Needs(TM) for health, beauty, wellness, personal care
and pharmacy products. drugstore.com provides a convenient, private and
informative shopping experience that encourages consumers to purchase products
essential to healthy, everyday living. drugstore.com offers thousands of
brand-name personal healthcare products at competitive prices, a full-service,
licensed mail pharmacy, along with a wealth of health-related information,
buying guides and other tools designed to help consumers make informed
purchasing decisions. Consumers can personalize their shopping experiences with
shopping lists, e-mail reminders for replenishing regularly used products and
private e-mail access to pharmacists and beauty experts for questions.

drugstore.com has been awarded the Verified Internet Pharmacy Practice Sites
(VIPPS) certification by the National Association of Boards of Pharmacy (NABP)
as a fully licensed facility exercising the best safe pharmacy practices in
compliance with federal and state laws and regulations. drugstore.com has also
been rated the top Health category site by Forrester PowerRankings, which
provides objective rankings of the leading eCommerce sites.

The company has strategic relationships with Amazon.com (NASDAQ: AMZN), Rite Aid
Corporation (RAD: NYSE, PSE), and General Nutrition Companies, among others.

drugstore.com and What Every Body Needs are trademarks of drugstore.com, inc.

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 16 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

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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 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 contact:

Bill Curry                          Debby Fry Wilson
Amazon.com                          drugstore.com
206-266-7180                        425-372-3208

                                    Michael Marchand
                                    Trylon Communications, for drugstore.com
                                    212-725-2295