Investor Contact:
Lillian Armstrong/David Barnard
lillian@lhai-sf.com/david@lhai-sf.com
Lippert/Heilshorn & Associates
Investor Relations/San Francisco
(415) 433-3777
Keith Lippert 212/838-3777

         PhotoWorks, Inc. Closes $15 Million Preferred Stock Financing
         PhotoWorks Online Archive Now Hosts 80 Million Customer Photos
   Company Closes $15 Million Capital Infusion from Orca Bay Partners and its
                      Affiliates and Madrona Venture Group

SEATTLE - February 14, 2000 - Enhancing  its  leadership  position in the online
Internet based image management space, PhotoWorks,  Inc. (Nasdaq NM: FOTO) today
announced the closing of its $15 million  preferred stock and warrant  financing
previously  announced on February 1, 2000.

Orca  Bay  Partners  and  its  affiliates,  a  private  equity  investment  firm
affiliated  with John McCaw (a co-founder of McCaw Cellular) led the $15 million
round of financing,  with Madrona Venture Group.  The  investment,  which closed
today, is intended to allow PhotoWorks to leverage its leading technology, photo
processing  capabilities  and  customer  base  to  capitalize  on  the  expected
explosive  growth in the digital image  management and Internet photo processing
market.  The  Company  intends  to use the  proceeds  to  expand  the  Company's
marketing  presence,  enhance  its  branding  campaign,  leverage  its  Internet
position  through  additional  strategic  alliances  and add  senior  management
resources.

Ross Chapin from Orca Bay Partners and Paul Goodrich from Madrona  Venture Group
are  expected  to join the Board of  Directors,  increasing  the number of Board
members  from  five to  seven.

"Ross Chapin and Paul  Goodrich will add new  dimensions  to our Board,"  stated
Gary Christophersen,  President and CEO of PhotoWorks.  "Their experience with a
variety of technology and Internet  companies will help us mold our emerging web
centric  business.  Their investment is very timely-- we have just confirmed the
market's  expectations  for rapid growth in the demand for online photo services
at the recent Photo Marketing  Association annual meeting. Our customers seem to
be noticing as well, our PhotoWorks   archive now hosts over 80 million customer
images."

About Orca Bay Partners

Orca Bay Partners is a private equity  investment firm providing  equity capital
for transactions  ranging from  recapitalizations of mature businesses to growth
capital for emerging companies.  Founded in 1998, and based in Seattle, Orca Bay
Partners makes investments in companies that are uniquely  positioned to benefit
from growing or changing  markets.



About Madrona Venture Group

Madrona Venture Group  (http://www.madronagroup.com)  is an early-stage investor
focused on the Internet  Economy in the  Northwest.  The firm recently  closed a
$250  million  venture  fund  directed  at  emerging   Internet,   software  and
telecommunication  businesses. Some of Madrona's early-stage investments include
Amazon.com,  Homegrocer.com,  and Nordstrom.com.

About PhotoWorks

PhotoWorks,  Inc.  (formerly Seattle  FilmWorks,  Inc.) is a photofinishing  and
online image  management  company and a leader in providing  digital images over
the Internet.  PhotoWorks   online is an increasingly  popular way for people to
share  photos  over the  Internet.  With more than 80 million  images  archived,
PhotoWorks  online is the largest online consumer photo archive site on the Web.
The PhotoWorks   online service includes free scanning of every photograph (with
normal  film  processing  fees),  Web  posting  to a private  site and  lifetime
archiving, as long as the consumer remains an active customer of PhotoWorks. The
online  archive is  expanding  the way people can enjoy their photos by enabling
the growing  popularity of photo  e-mails and the ability to order  photographic
reprints  online without the need for negatives.  To get started,  customers can
request a free  film  processing  starter  kit at  www.photoworks.com.

Based in Seattle, PhotoWorks (Nasdaq NM: FOTO) was founded in 1978.

Safe Harbor  Statement  under the Private  Securities  Litigation  Reform Act of
1995:

Statements  in this news  release  concerning,  leadership  in the  provision of
digital images over the Internet,  the market's expectations for rapid growth in
the digital image management and Internet photo processing  market or the demand
for online  photo  services  and the  Company's  ability to  capitalize  on that
growth,  the growing popularity of online photos and photo e-mails and any other
statement  which  may be  construed  as a  prediction  of  future  capabilities,
performance or events are  forward-looking  statements,  the occurrence of which
are subject to a number of known and unknown risks and uncertainties which might
cause actual performance to differ materially from those expressed or implied by
such statements. These risks and uncertainties include the possibility of delays
in the  expansion of image  storage  capacity due to delays in  deliveries  from
suppliers or technical  problems;  system performance  problems due to technical
difficulties,  system  malfunctions,  Internet  interruptions  or other factors;
pricing and other  activities by  competitors;  and other risks  including those
described in the Company's  Annual Report on Form 10-K and those  described from
time to time in the  Company's  other filings with the  Securities  and Exchange
Commission, press releases and other communications.

All companies and product names are trademarks of their respective  owners.  For
more   information,    e-mail   info@photoworks.com   or   call   800.PHOTOWORKS
(800.746.8696). Copyright   2000 PhotoWorks, Inc.