1
                       SECURITIES AND EXCHANGE COMMISSION
                                        
                             WASHINGTON, D.C. 20549
                                        
                                        
                                        
                                        
                                        
                                    FORM 8-K
                                        
                                 CURRENT REPORT
                                        
                                        
                                        
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
                                        
                                        
                                        
                                 MARCH 30, 1999
                                 Date of Report
                       (Date of earliest event reported)
                                        
                                        
                                        
                                AMAZON.COM, INC.
               (Exact Name of Registrant as Specified in Charter)
                                        
          DELAWARE                  000-22513                  91-1646860
     (State or Other           (Commission File No.)         (IRS Employer
       Jurisdiction                                        Identification No.)
      of Incorporation)

                 1516 SECOND AVENUE, SEATTLE, WASHINGTON 98101
          (Address of principal executive offices, including zip code)
                                        
                                 (206) 622-2335
              (Registrant's telephone number, including area code)

























   2
 
ITEM 5. OTHER EVENTS 

        On March 30, 1999, Amazon.com, Inc. ("Amazon.com") launched its online 
        auction site.

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS 

        (c) Exhibits

              99.1    Press Release dated March 30, 1999 regarding Amazon.com's 
                      announcement of the launch of its online auction site.



 
























   3



                                    SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the 
registrant has duly caused this report to be signed on its behalf by the 
undersigned hereunto duly authorized. 



                                    AMAZON.COM, INC.
                                    (REGISTRANT)



Dated: March 30, 1999               By: /s/ Joy D. Covey
                                        ------------------------------------
                                        Joy D. Covey 
                                        Chief Financial Officer and Vice 
                                        President of Finance and Administration 
 












   4

                                 EXHIBIT INDEX


Exhibit Number            Description
- --------------------      -----------------------------------------------
      
     99.1                 Press Release dated March 30, 1999 regarding 
                          Amazon.com's announcement of the launch of its 
                          online auction site.