Exhibit 99.1

AMAZON.COM ANNOUNCES OPERATING PROFIT, LOWERS BOOK PRICES AGAIN AND RAISES
FINANCIAL GUIDANCE--THIRD PRICE CUT IN NINE MONTHS EFFECTIVE TODAY

SEATTLE--(BUSINESS WIRE)--Apr. 23, 2002--Amazon.com, Inc. (NASD: AMZN) today
announced financial results for its first quarter ended March 31, 2002, and
further reductions in book prices.

Net sales for the quarter were $847 million, compared with $700 million in the
first quarter of 2001, an increase of 21%.

The Company recorded a first quarter 2002 operating profit of $2 million,
compared with a loss of $217 million a year ago. Net loss for the first quarter
of 2002 was $23 million, or $0.06 per share, compared with a first quarter 2001
net loss of $234 million (including restructuring-related and other charges of
$114 million and goodwill amortization of $49 million), or $0.66 per share.

Amazon.com exceeded its pro forma operating profit goal for the quarter. Pro
forma operating profit was $25 million, compared with a loss of $49 million in
the first quarter of 2001, an improvement of over $70 million. Pro forma net
loss, which includes net interest expense, for the first quarter of 2002 was $5
million, or $0.01 per share, compared with a pro forma net loss of $76 million,
or $0.21 per share, in the first quarter of 2001. (Details on the differences
between GAAP results and pro forma results are included below, with a tabular
reconciliation of those differences included in the attached financial
statements.)

The Company also announced that, effective today, Amazon.com has lowered book
prices again. Customers can now save 30% on books over $15, unless marked
otherwise.

"Last July we lowered book prices to 30% off books over $20, then six months
later we introduced free Super Saver Shipping on orders over $99. Today, we're
thrilled to extend our 30% discount to include books over $15," said Jeff Bezos,
founder and CEO of Amazon.com. "We said we're the type of retailer that
relentlessly works to lower prices for customers, but we didn't expect to be
able to do it again so soon."

"We are ahead of schedule financially. Our continued operational progress and
momentum allow us to further lower prices for customers and at the same time
increase our 2002 guidance," said Warren Jenson, chief financial officer. "It's
the best of all worlds--lower prices for customers, better customer service and
lower costs--all driving us toward our objective of free cash flow for the
year."

Highlights of First Quarter Results (comparisons are with the equivalent period
of 2001)

     .    Operating cash flow reached $46 million for the trailing twelve
          months, an improvement of over $260 million.




     .    Marketplace (new, used and refurbished items sold on Amazon.com
          product detail pages by small businesses and individuals) equaled
          approximately 23% of total U.S. orders and 12% of U.S. units, compared
          with 4% of U.S. orders and 2% of U.S. units.

     .    International segment sales, from the Company's U.K., Germany, France
          and Japan sites, grew 71% to $226 million and pro forma operating
          results improved by 67% to a loss of $11 million, or 5% of
          International sales.

     .    Including sales from the U.S. site, more than one-third of the
          Company's sales were made to international customers.

     .    U.S. Books, Music, and DVD/Video segment sales growth accelerated to
          8% and pro forma operating profit increased 68%.

     .    U.S. Electronics, Tools and Kitchen segment sales grew 8% to $126
          million and pro forma operating losses declined by 55%, to $21
          million.

     .    Annualized inventory turns improved 40% to 18, up from 13.

     .    Cash and marketable securities were $745 million at March 31, 2002.

Financial Guidance

The following forward-looking statements reflect Amazon.com's expectations as of
April 23, 2002. Results may be materially affected by many factors, such as
potential changes in general economic conditions and consumer spending, the
emerging nature and rate of growth of the Internet and online commerce, and the
various factors detailed below.

     Second Quarter 2002 Expectations

     .    Net sales are expected to be between $765 million and $815 million, or
          grow between 15% and 22%.

     .    Pro forma operating income is expected to be between $5 million and
          $15 million.

     Full Year 2002 Expectations

     .    Net sales are expected to grow by over 15%.

     .    Pro forma operating income is expected to be over $100 million.

These forward-looking statements are inherently difficult to predict. Actual
results could differ materially for a variety of reasons, including, among
others, the rate of growth of the economy in general and of the Internet and
online commerce, customer spending patterns, the amount that Amazon.com invests
in new business opportunities and the timing of those investments, the mix of
products sold to customers, the mix of net sales derived from products as
compared with services, risks of inventory management, the degree to which the
Company enters into, maintains and develops service relationships with
third-party sellers and other strategic transactions, foreign currency exchange
risks, seasonality, international growth and expansion, risks of fulfillment
throughput and productivity, and fluctuations in the value of securities and
non-cash payments Amazon.com receives in connection with such transactions.
Other risks and uncertainties include, among others, risk of future losses,
significant amount of indebtedness, competition, potential fluctuations in
operating results, management of potential growth, system interruption, consumer
trends, fulfillment center optimization, inventory, limited operating history,
government regulation and taxation, customer or third-party sellers fraud and
Amazon.com Payments, new business areas, 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, 2001, and all subsequent filings.

The Company intends to continue its practice of not updating forward-looking
statements other than in publicly available documents.

Pro Forma Results

Pro forma results, which generally exclude non-operational, non-cash charges and
benefits as well as one-time charges, are provided as a complement to results
provided in accordance with accounting principles generally accepted in the
United States (known as "GAAP"). Management uses such pro forma measures
internally to evaluate the Company's performance and manage its operations. A
reconciliation of GAAP to pro forma is included in the attached financial
statements.

Pro forma operating results exclude the following line items on the Company's
statements of operations:

     .    Stock-based compensation,

     .    Amortization of goodwill and other intangibles, and

     .    Restructuring-related and other.

Pro forma net results exclude, in addition to the line items described above,
the following line items on the Company's statements of operations:

     .    Other gains (losses), net,

     .    Equity in losses of equity-method investees, net, and

     .    Cumulative effect of change in accounting principle.

Conference Call

A conference call will be Webcast live at www.amazon.com/ir today at 2 p.m.
PDT/5 p.m. EDT and will be available through June 30, 2002. This call will
contain forward-looking statements and other material information.

About Amazon.com

Amazon.com opened its virtual doors on the World Wide Web in July 1995 and today
offers Earth's Biggest Selection. Amazon.com seeks to be the world's most
customer-centric company, where customers can find and discover anything they
might want to buy online. Amazon.com and sellers list millions of unique new and
used items in categories such as electronics, computers, kitchen and housewares,
books, music, DVDs, videos, camera and photo items, toys, baby and baby
registry, software, computer and video games, cell phones and service, tools and
hardware, travel services, magazine subscriptions and outdoor living items.
Through Amazon




Marketplace, zShops and Auctions, any business or individual can sell virtually
anything to Amazon.com's millions of customers, and with Amazon.com Payments,
sellers can accept credit card transactions, avoiding the hassles of offline
payments.

Amazon.com operates four international Web sites: www.amazon.co.uk,
www.amazon.de, www.amazon.fr and www.amazon.co.jp. It also operates the Internet
Movie Database (www.imdb.com), the Web's comprehensive and authoritative source
of information on more than 300,000 movies and entertainment titles and 1
million cast and crew members dating from the birth of film.

Contact:

Amazon.com Investor Relations
Tim Halladay, 206/266-2171, ir@amazon.com

Amazon.com Public Relations
Bill Curry, 206/266-7180



                                AMAZON.COM, INC.
                            Statements of Operations
                      (in thousands, except per share data)
                                   (unaudited)


                                                                     Three Months Ended
                                                                          March 31,
                                                                   ----------------------
                                                                      2002         2001
                                                                   ---------    ---------
                                                                         
Net sales                                                          $ 847,422    $ 700,356
Cost of sales                                                        624,297      517,759
                                                                   ---------    ---------
Gross profit                                                         223,125      182,597

Operating expenses:
    Fulfillment                                                       89,815       98,248
    Marketing                                                         32,244       36,638
    Technology and content                                            55,497       70,284
    General and administrative                                        20,911       26,028
    Stock-based compensation                                          10,931        2,916
    Amortization of goodwill and other intangibles                     1,979       50,831
    Restructuring-related and other                                    9,974      114,260
                                                                   ---------    ---------
            Total operating expenses                                 221,351      399,205
                                                                   ---------    ---------

Income (loss) from operations                                          1,774     (216,608)

Interest income                                                        5,652        9,950
Interest expense                                                     (35,244)     (33,748)
Other income (expense), net                                               95       (3,884)
Other gains (losses), net                                              5,516       33,857
                                                                   ---------    ---------
            Net interest expense and other                           (23,981)       6,175
                                                                   ---------    ---------

Loss before equity in losses of equity-method investees              (22,207)    (210,433)

Equity in losses of equity-method investees, net                      (1,744)     (13,175)
                                                                   ---------    ---------

Loss before change in accounting principle                           (23,951)    (223,608)

Cumulative effect of change in accounting principle                      801      (10,523)
                                                                   ---------    ---------

Net loss                                                           $ (23,150)   $(234,131)
                                                                   =========    =========

Basic and diluted loss per share:
    Prior to cumulative effect of change in accounting principle   $   (0.06)   $   (0.63)
    Cumulative effect of change in accounting principle                  --         (0.03)
                                                                   ---------    ---------
                                                                   $   (0.06)   $   (0.66)
                                                                   =========    =========

Shares used in computation of basic
    and diluted loss per share:                                      373,031      357,424
                                                                   =========    =========


           Note: The attached "Financial and Operational Highlights"
        are an integral part of the press release financial statements.



                                AMAZON.COM, INC.
                       Pro Forma Statements of Operations
                      (in thousands, except per share data)
                                   (unaudited)




                                                                                   Three Months Ended
                                                                March 31, 2002                             March 31, 2001
                                                   ----------------------------------------   --------------------------------------
                                                    As Reported    Pro Forma                   As Reported   Pro Forma
                                                         (1)      Adjustments    Pro Forma         (1)      Adjustments  Pro Forma
                                                   ----------------------------------------   --------------------------------------
                                                                                                       
Net sales                                           $ 847,422    $    --        $ 847,422      $ 700,356     $    --      $ 700,356
Cost of sales                                         624,297         --          624,297        517,759          --        517,759
                                                   ----------------------------------------   --------------------------------------
Gross profit                                          223,125         --          223,125        182,597          --        182,597

Operating expenses:
    Fulfillment                                        89,815         --           89,815         98,248          --         98,248
    Marketing                                          32,244         --           32,244         36,638          --         36,638
    Technology and content                             55,497         --           55,497         70,284          --         70,284
    General and administrative                         20,911         --           20,911         26,028          --         26,028
    Stock-based compensation                           10,931      (10,931)          --            2,916        (2,916)        --
    Amortization of goodwill and
     other intangibles                                  1,979       (1,979)          --           50,831       (50,831)        --
    Restructuring-related and other                     9,974       (9,974)          --          114,260      (114,260)        --
                                                   ----------------------------------------   --------------------------------------
            Total operating expenses                  221,351      (22,884)       198,467        399,205      (168,007)     231,198
                                                   ----------------------------------------   --------------------------------------

Income (loss) from operations                           1,774       22,884         24,658       (216,608)      168,007      (48,601)

Interest income                                         5,652         --            5,652          9,950          --          9,950
Interest expense                                      (35,244)        --          (35,244)       (33,748)         --        (33,748)
Other income (expense), net                                95         --               95         (3,884)         --         (3,884)
Other gains (losses), net                               5,516       (5,516)          --           33,857       (33,857)        --
                                                   ----------------------------------------   --------------------------------------
            Net interest expense and other            (23,981)      (5,516)       (29,497)         6,175       (33,857)     (27,682)
                                                   ----------------------------------------   --------------------------------------

Loss before equity in losses of
 equity-method investees                              (22,207)      17,368         (4,839)      (210,433)      134,150      (76,283)

Equity in losses of equity-method
 investees, net                                        (1,744)       1,744           --          (13,175)       13,175         --
                                                   ----------------------------------------   --------------------------------------

Loss before change in accounting principle            (23,951)      19,112         (4,839)      (223,608)      147,325      (76,283)

Cumulative effect of change in accounting
 principle                                                801         (801)          --          (10,523)       10,523         --
                                                   ----------------------------------------   --------------------------------------

Net loss                                            $ (23,150)   $  18,311      $  (4,839)     $(234,131)    $ 157,848    $ (76,283)
                                                   ========================================   ======================================

Net cash used in operating activities               $(241,033)                  $(241,033)     $(406,984)                 $(406,984)
                                                   ==========                  ==========     ==========                 ===========

Basic and diluted loss per share:
    Prior to cumulative effect of change in
     accounting principle                           $   (0.06)   $    0.05      $   (0.01)     $   (0.63)    $    0.42    $   (0.21)
    Cumulative effect of change in
     accounting principle                                --           --             --            (0.03)         0.03         --
                                                   ----------------------------------------   --------------------------------------

                                                    $   (0.06)   $    0.05      $   (0.01)     $   (0.66)    $    0.45    $   (0.21)
                                                   ========================================   ======================================

Shares used in computation of basic
    and diluted loss per share:                       373,031                     373,031        357,424                    357,424
                                                   ==========                  ==========     ==========                 ===========


Note: The attached "Financial and Operational Highlights" are an integral part
      of the press release financial statements.

(1)   In accordance with accounting principles generally accepted in the United
      States



                                AMAZON.COM, INC.
                               Segment Information
                                 (in thousands)
                                   (unaudited)


                                                               Three Months Ended March 31, 2002
                                     -----------------------------------------------------------------------------------------------
                                                    U.S. Retail
                                     -------------------------------------------
                                     Books, Music      Electronics,
                                     and DVD/Video  Tools and Kitchen    Total      International    Services     Consolidated
                                     -----------------------------------------------------------------------------------------------
                                                                                                
Net sales                             $ 443,038       $ 126,203        $ 569,241     $ 225,520       $ 52,661      $ 847,422
Gross profit                            123,135          19,423          142,558        49,004         31,563        223,125
Pro forma income (loss)
 from operations                         46,363         (20,756)          25,607       (11,264)        10,315         24,658
Stock-based compensation                                                                                             (10,931)
Amortization of goodwill
 and other intangibles                                                                                                (1,979)
Restructuring-related
 and other                                                                                                            (9,974)
Net interest expense
 and other                                                                                                           (23,981)
Equity in losses of
 equity-method investees, net                                                                                         (1,744)
Cumulative effect of change
 in accounting principle                                                                                                 801
                                                                                                                   ---------
Net loss                                                                                                           $ (23,150)
                                                                                                                   =========

Segment highlights:
  Y / Y net sales growth                      8%              8%               8%           71%            25%            21%
  Y / Y gross profit growth                  13%             13%              13%           75%            12%            22%
  Gross margin                               28%             15%              25%           22%            60%            26%
  Pro forma operating margin                 10%            (16%)              4%           (5%)           20%             3%
  Net sales mix                              52%             15%              67%           27%             6%           100%



                                                               Three Months Ended March 31, 2001
                                     -----------------------------------------------------------------------------------------------
                                                    U.S. Retail
                                     -------------------------------------------
                                     Books, Music      Electronics,
                                     and DVD/Video  Tools and Kitchen    Total      International    Services     Consolidated
                                     -----------------------------------------------------------------------------------------------

Net sales                             $ 409,586       $ 116,507        $ 526,093     $ 132,105       $ 42,158      $ 700,356
Gross profit                            109,119          17,220          126,339        28,050         28,208        182,597
Pro forma income (loss)
 from operations                         27,625         (45,833)         (18,208)      (34,569)         4,176        (48,601)
Stock-based compensation                                                                                              (2,916)
Amortization of goodwill
 and other intangibles                                                                                               (50,831)
Restructuring-related
 and other                                                                                                          (114,260)
Net interest expense
 and other                                                                                                             6,175
Equity in losses of
 equity-method investees, net                                                                                        (13,175)
Cumulative effect of change
 in accounting principle                                                                                             (10,523)
                                                                                                                  ----------
Net loss                                                                                                          $ (234,131)
                                                                                                                  ==========

Segment highlights:
  Y / Y net sales growth                      2%             56%              11%           76%            85%            22%
  Y / Y gross profit growth                  32%            144%              41%           75%            27%            43%
  Gross margin                               27%             15%              24%           21%            67%            26%
  Pro forma operating margin                  7%            (39%)             (3%)         (26%)           10%            (7%)
  Net sales mix                              58%             17%              75%           19%             6%           100%


Note: The attached "Financial and Operational Highlights" are an integral part
      of the press release financial statements.




                                AMAZON.COM, INC.
                                 Balance Sheets
                      (in thousands, except per share data)
                                   (unaudited)


                                                                                       March 31,         December 31,
                                                                                         2002                2001
                                                                                   -----------------   -----------------
                                                                                                 
ASSETS
Current assets:
     Cash and cash equivalents                                                          $   296,689         $   540,282
     Marketable securities                                                                  448,569             456,303
     Inventories                                                                            138,996             143,722
     Prepaid expenses and other current assets                                               70,019              67,613
                                                                                   -----------------   -----------------
           Total current assets                                                             954,273           1,207,920

Fixed assets, net                                                                           256,403             271,751
Goodwill, net                                                                                70,811              45,367
Other intangibles, net                                                                        6,959              34,382
Investments in equity-method investees                                                        8,643              10,387
Other equity investments                                                                     16,770              17,972
Other assets                                                                                 48,069              49,768
                                                                                   -----------------   -----------------
           Total assets                                                                 $ 1,361,928         $ 1,637,547
                                                                                   =================   =================

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
     Accounts payable                                                                   $   314,616         $   444,748
     Accrued expenses and other current liabilities                                         232,898             305,064
     Unearned revenue                                                                        79,361              87,978
     Interest payable                                                                        16,197              68,632
     Current portion of long-term debt and other                                             13,958              14,992
                                                                                   -----------------   -----------------
           Total current liabilities                                                        657,030             921,414

Long-term debt and other                                                                  2,152,273           2,156,133

Commitments and contingencies

Stockholders' deficit:
     Preferred stock, $0.01 par value:
         Authorized shares -- 500,000
         Issued and outstanding shares -- none                                                 --                  --
     Common stock, $0.01 par value:
         Authorized shares -- 5,000,000
         Issued and outstanding shares -- 375,109
          and 373,218, respectively                                                           3,751               3,732
     Additional paid-in capital                                                           1,480,935           1,462,769
     Deferred stock-based compensation                                                       (9,710)             (9,853)
     Accumulated other comprehensive loss                                                   (38,623)            (36,070)
     Accumulated deficit                                                                 (2,883,728)         (2,860,578)
                                                                                   -----------------   -----------------
           Total stockholders' deficit                                                   (1,447,375)         (1,440,000)
                                                                                   -----------------   -----------------
               Total liabilities and stockholders' deficit                              $ 1,361,928         $ 1,637,547
                                                                                   =================   =================



Note: The attached "Financial and Operational Highlights" are an integral part
      of the press release financial statements.



                                AMAZON.COM, INC.
                            Statements of Cash Flows
                                 (in thousands)
                                   (unaudited)





                                                                                           Three Months Ended
                                                                                                March 31,
                                                                                --------------------------------------
                                                                                        2002                  2001
                                                                                --------------------------------------
                                                                                                   
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                      $    540,282         $    822,435
OPERATING ACTIVITIES:
Net loss                                                                                 (23,150)            (234,131)
Adjustments to reconcile net loss to net cash used in operating activities:
 Depreciation of fixed assets and other amortization                                      20,940               23,073
 Stock-based compensation                                                                 10,931                2,916
 Equity in losses of equity-method investees, net                                          1,744               13,175
 Amortization of goodwill and other intangibles                                            1,979               50,831
 Non-cash restructuring-related and other                                                   --                 62,004
 Loss (gain) on sale of marketable securities, net                                          (376)                  27
 Other gains, net                                                                         (5,516)             (33,857)
 Non-cash interest expense and other                                                       7,061                6,572
 Cumulative effect of change in accounting principle                                        (801)              10,523
Changes in operating assets and liabilities:
 Inventories                                                                               4,674               19,823
 Prepaid expenses and other current assets                                                (3,320)              27,334
 Accounts payable                                                                       (128,286)            (229,758)
 Accrued expenses and other current liabilities                                          (65,861)             (57,762)
 Unearned revenue                                                                         28,716               18,005
 Amortization of previously unearned revenue                                             (37,333)             (33,392)
 Interest payable                                                                        (52,435)             (52,367)
                                                                                -----------------    -----------------
Net cash used in operating activities                                                   (241,033)            (406,984)

INVESTING ACTIVITIES:
Sales and maturities of marketable securities                                            136,575               94,366
Purchases of marketable securities                                                      (134,227)             (30,378)
Purchases of fixed assets, including internal-use software and
 web-site development                                                                     (4,854)             (19,437)
                                                                                -----------------    -----------------
          Net cash provided by (used in) investing activities                             (2,506)              44,551

FINANCING ACTIVITIES:
Proceeds from exercise of stock options and other                                          7,409                5,833
Proceeds from long-term debt and other                                                      --                 10,000
Repayment of capital lease obligations and other                                          (4,563)              (4,575)
                                                                                -----------------    -----------------
          Net cash provided by financing activities                                        2,846               11,258
Effect of exchange-rate changes on cash and cash equivalents                              (2,900)             (24,316)
                                                                                -----------------    -----------------
Net decrease in cash and cash equivalents                                               (243,593)            (375,491)
                                                                                -----------------    -----------------
CASH AND CASH EQUIVALENTS, END OF PERIOD                                            $    296,689         $    446,944
                                                                                =================    =================

SUPPLEMENTAL CASH FLOW INFORMATION:
Fixed assets acquired under capital leases                                          $        924         $      2,298
Equity securities received for commercial agreements                                        --                    331
Cash paid for interest                                                                    80,483               79,517


Note: The attached "Financial and Operational Highlights" are an integral part
      of the press release financial statements.




                       AMAZON.COM, INC.
   Supplemental Financial Information and Business Metrics
                         (unaudited)
             (in millions, except per share data)


                                                                                        Q1 2001        Q2 2001         Q3 2001
                                                                                    -----------------------------------------------
                                                                                                              
Results of Operations

Net sales                                                                               $   700        $   668         $   639
Net sales -- trailing twelve months (TTM)                                               $ 2,888        $ 2,978         $ 2,980
Net sales to customers outside the U.S. -- % of net sales                                    26%            28%             29%

Gross profit                                                                            $   183        $   180         $   162
Gross margin -- % of net sales                                                             26.1%          26.9%           25.4%
Gross profit -- TTM                                                                     $   710        $   754         $   749
Gross margin -- TTM % of net sales                                                         24.6%          25.3%           25.1%

Fulfillment costs -- % of net sales                                                        14.0%          12.8%           12.7%
Fulfillment costs -- TTM % of net sales                                                    14.3%          13.8%           13.3%
Fulfillment costs -- % of U.S. Retail and International                                    14.9%          13.6%           13.7%
  combined net sales

Pro forma operating expenses                                                            $   231        $   208         $   189
Pro forma operating expenses -- TTM                                                     $   977        $   959         $   912

Pro forma operating income (loss)                                                       $   (49)       $   (28)        $   (27)
Pro forma operating margin -- % of net sales                                               (6.9%)         (4.2%)          (4.2%)
Pro forma operating income (loss) -- TTM                                                $  (266)       $  (205)        $  (164)
Pro forma operating income (loss) -- TTM % of net sales                                    (9.2%)         (6.9%)          (5.5%)

GAAP operating income (loss)                                                            $  (217)       $  (140)        $   (70)
GAAP operating income (loss) -- % of net sales                                            (30.9%)        (20.9%)         (11.0%)
GAAP operating income (loss) -- TTM                                                     $  (883)       $  (842)        $   (749)
GAAP operating income (loss) -- TTM % of net sales                                        (30.6%)        (28.3%)         (25.1%)

Pro forma net income (loss)                                                             $   (76)       $   (58)        $   (58)
Pro forma net income (loss) per share                                                   $ (0.21)       $ (0.16)        $ (0.16)
Pro forma net income (loss) -- TTM                                                      $  (372)       $  (314)        $  (282)

GAAP net income (loss)                                                                  $  (234)       $  (168)        $  (170)
GAAP net income (loss) per share                                                        $ (0.66)       $ (0.47)        $ (0.46)
GAAP net income (loss) -- TTM                                                           $(1,337)       $(1,188)        $(1,118)

U.S. books, music and DVD/video (US BMVD) segment:
US BMVD net sales                                                                       $   410        $   390         $   351
US BMVD net sales -- TTM                                                                $ 1,706        $ 1,711         $ 1,662
US BMVD gross profit                                                                    $   109        $   111         $    93
US BMVD pro forma operating margin -- % of US BMVD net sales                                  7%            10%              7%

U.S. electronics, tools and kitchen (US ETK) segment:
US ETK net sales                                                                        $   117        $   111         $   103
US ETK net sales -- TTM                                                                 $   526        $   545         $   551
US ETK gross profit                                                                     $    17        $    13         $    13
US ETK pro forma operating margin -- % of US ETK net sales                                  (39%)          (37%)           (32%)

International segment:
International net sales                                                                 $   132        $   128         $   138
International net sales -- TTM                                                          $   438        $   493         $   544
International gross profit                                                              $    28        $    29         $    28
International pro forma operating margin -- % of International net sales                    (26%)          (23%)           (20%)


Services segment:
Services net sales                                                                      $    42        $    39         $    46
Services net sales -- TTM                                                               $   218        $   229         $   223
Services gross profit                                                                   $    28        $    26         $    27
Services pro forma operating margin -- % of Services net sales                               10%            11%             17%


                                                                                                                        Y / Y %
                                                                                        Q4 2001        Q1 2002          Growth
                                                                                    -----------------------------------------------
                                                                                                            
Results of Operations

Net sales                                                                            $1,115           $  847             21%
Net sales -- trailing twelve months (TTM)                                            $3,122           $3,269             13%
Net sales to customers outside the U.S. -- % of net sales                                29%              34%           N/A

Gross profit                                                                         $  274           $  223             22%
Gross margin -- % of net sales                                                         24.6%            26.3%           N/A
Gross profit -- TTM                                                                  $  799           $  839             18%
Gross margin -- TTM % of net sales                                                     25.6%            25.7%           N/A

Fulfillment costs -- % of net sales                                                     9.8%            10.6%           N/A
Fulfillment costs -- TTM % of net sales                                                12.0%            11.2%           N/A
Fulfillment costs -- % of U.S. Retail and International                                10.7%            11.3%           N/A
  combined net sales

Pro forma operating expenses                                                         $  215           $  198            (14%)
Pro forma operating expenses -- TTM                                                  $  844           $  811            (17%)

Pro forma operating income (loss)                                                    $   59           $   25            N/A
Pro forma operating margin -- % of net sales                                            5.3%             2.9%           N/A
Pro forma operating income (loss) -- TTM                                             $  (45)          $   28            N/A
Pro forma operating income (loss) -- TTM % of net sales                                (1.4%)            0.9%           N/A

GAAP operating income (loss)                                                         $   15           $    2            N/A
GAAP operating income (loss) -- % of net sales                                          1.3%             0.2%           N/A
GAAP operating income (loss) -- TTM                                                  $ (412)          $ (194)           (78%)
GAAP operating income (loss) -- TTM % of net sales                                    (13.2%)           (5.9%)          N/A

Pro forma net income (loss)                                                          $   35           $   (5)           (94%)
Pro forma net income (loss) per share                                                $ 0.09           $(0.01)           N/A
Pro forma net income (loss) -- TTM                                                   $ (157)          $  (86)           (77%)

GAAP net income (loss)                                                               $    5           $  (23)           (90%)
GAAP net income (loss) per share                                                     $ 0.01           $(0.06)           N/A
GAAP net income (loss) -- TTM                                                        $ (567)          $ (356)           (73%)

U.S. books, music and DVD/video (US BMVD) segment:
US BMVD net sales                                                                    $  538           $  443              8%
US BMVD net sales -- TTM                                                             $1,689           $1,722              1%
US BMVD gross profit                                                                 $  140           $  123             13%
US BMVD pro forma operating margin -- % of US BMVD net sales                             12%              10%            N/A

U.S. electronics, tools and kitchen (US ETK) segment:
US ETK net sales                                                                     $  217           $  126              8%
US ETK net sales -- TTM                                                              $  547           $  557              6%
US ETK gross profit                                                                  $   35           $   19             13%
US ETK pro forma operating margin -- % of US ETK net sales                               (9%)            (16%)          N/A

International segment:
International net sales                                                              $  262           $  226             71%
International net sales -- TTM                                                       $  661           $  755             72%
International gross profit                                                           $   55           $   49             75%
International pro forma operating margin -- % of International net sales                 (4%)             (5%)          N/A


Services segment:
Services net sales                                                                   $   98           $   53             25%
Services net sales -- TTM                                                            $  225           $  236              8%
Services gross profit                                                                $   45           $   32             12%
Services pro forma operating margin -- % of Services net sales                           26%              20%           N/A


Note: The attached Financial and Operational Highlights are an integral part of
      this Supplemental Financial Information and Business Metrics.





                       AMAZON.COM, INC.
   Supplemental Financial Information and Business Metrics
                         (unaudited)
(in millions, except net sales per active customer, marketing
    cost per active customer account, inventory turnover,
          accounts payable days, and employee data)




                                                                                       Q1 2001         Q2 2001         Q3 2001
                                                                                    -----------------------------------------------
                                                                                                              

Customer Data*

Active customer accounts -- TTM                                                            20.5           21.1            23.0
Active customer accounts -- International -- TTM                                            4.9            5.4             6.1

Net sales (excluding catalog sales) per active customer account -- TTM                   $  135         $  136          $  126

Marketing cost per active customer account -- TTM                                        $  8.6         $  8.0          $  6.9


Balance Sheet

Cash and marketable securities                                                           $  643         $  609          $  668

Inventory, net                                                                           $  156         $  129          $  131
Inventory -- % of net sales                                                                  24%            21%             20%
Inventory -- % of TTM net sales                                                               6%             5%              5%
Inventory turnover -- annualized                                                           12.6           13.7            14.7
Inventory turnover -- TTM                                                                  13.0           14.0            14.8

Fixed assets, net                                                                        $  304         $  292          $  288

Accounts payable days -- ending                                                              45             48              46


Cash Flows

Cash generated by (used in) operations -- TTM                                            $ (217)        $ (161)         $ (221)

Free cash flow (operating cash flow less purchases of fixed assets) -- TTM               $ (345)        $ (270)         $ (301)

Adjusted free cash flow (free cash flow less repayment of capital lease
 obligations) -- TTM                                                                     $ (362)        $ (286)         $ (320)

Other

Common shares outstanding                                                                   359            362             372
Options outstanding -- % of common shares outstanding                                        12%            12%             18%

Employees (full-time and part-time)                                                       8,600          7,800           7,900



                                                                                                                        Y / Y %
                                                                                        Q4 2001         Q1 2002         Growth
                                                                                    ------------------------------------------------
                                                                                                             

Customer Data*

Active customer accounts -- TTM                                                            24.7           26.2             27%
Active customer accounts -- International -- TTM                                            6.9            7.6             55%

Net sales (excluding catalog sales) per active customer account -- TTM                   $  123         $  122            (10%)

Marketing cost per active customer account -- TTM                                        $  5.6         $  5.1            (41%)


Balance Sheet

Cash and marketable securities                                                           $  997         $  745             16%

Inventory, net                                                                           $  144         $  139            (11%)
Inventory -- % of net sales                                                                  12%            17%           N/A
Inventory -- % of TTM net sales                                                               5%             4%           N/A
Inventory turnover -- annualized                                                           24.5           17.7             40%
Inventory turnover -- TTM                                                                  15.8           17.4             34%

Fixed assets, net                                                                        $  272         $  256            (16%)

Accounts payable days -- ending                                                              49             45              0%


Cash Flows

Cash generated by (used in) operations -- TTM                                            $ (120)        $   46            N/A

Free cash flow (operating cash flow less purchases of fixed assets) -- TTM               $ (170)        $   10            N/A

Adjusted free cash flow (free cash flow less repayment of capital lease
 obligations) -- TTM                                                                     $ (190)        $   (9)           (98%)

Other

Common shares outstanding                                                                   373            375              4%
Options outstanding -- % of common shares outstanding                                        18%            17%           N/A

Employees (full-time and part-time)                                                       7,800          7,900             (8%)



Note: The attached Financial and Operational Highlights are an integral part of
      this Supplemental Financial Information and Business Metrics.

*     Our customer account and active customer calculation methodology was
      modified in the third quarter 2001, primarily to include all customers who
      order new and used products through Amazon Marketplace. Our prior
      methodology did not capture all such customers. If second quarter 2001
      customer metrics were presented under the modified methodology, active
      customer accounts, International active customer accounts, TTM net sales
      per active customer account, and marketing cost per active customer
      account would have been 21.9 million, 5.5 million, $131, and $7.7,
      respectively. Amounts prior to the 2001 second quarter have not been
      recalculated under the current methodology.




                                AMAZON.COM, INC.
                      Financial and Operational Highlights
                       First Quarter Ended March 31, 2002
                                   (unaudited)

Results of Operations (all comparisons are with the equivalent period of 2001)

Net Sales

     .    Shipping revenue, excluding commissions earned from Amazon
          Marketplace, was approximately $89 million, up from $82 million.

     .    Equity-based services revenues decreased to approximately $5 million,
          or 10% of services net sales, from $9 million, or 21%.

Gross Profit

     .    Gross margin, excluding the results of our Services segment, would
          have been 24%, up from 23%.

     .    Effective January 1, 2002, we prospectively changed our inventory
          costing method from the specific-identification method to the
          first-in, first-out (FIFO) method of accounting. This change resulted
          in a cumulative increase in product inventory of $0.8 million, with a
          corresponding amount recorded to "Cumulative effect of change in
          accounting principle" on the statements of operations. The effect on
          each quarter during 2001 would have been less than $1.2 million
          individually and in the aggregate.

     .    Costs associated with our services revenues, classified as cost of
          services, generally include fulfillment-related costs to ship products
          on behalf of third-party sellers, costs to provide customer service,
          credit card fees and other related costs.

     .    Shipping loss was approximately $1 million, down from $5 million. We
          continue to measure our shipping results relative to their impact on
          our overall financial results, with the viewpoint that shipping
          promotions are an effective marketing tool. We will continue offering
          shipping promotions to our customers, which reduce shipping revenue as
          a percentage of sales and will negatively affect gross margins on our
          retail sales.

Fulfillment

     .    Fulfillment costs represent those costs incurred in operating and
          staffing our fulfillment and customer service centers, including costs
          attributable to receiving, inspecting and warehousing inventories;
          picking, packaging and preparing customers' orders for shipment;
          credit card fees and bad debt costs; and responding to inquiries from
          customers. Fulfillment costs also include amounts paid to third-party
          co-sourcers, who assist us in fulfillment and customer service
          operations. Certain fulfillment-related costs incurred on behalf of
          third-party sellers, excluding those costs associated with Syndicated
          Stores, are classified as cost of sales rather than fulfillment.



Stock-Based Compensation

     .    During the first quarter 2001, we offered a limited non-compulsory
          exchange of employee stock options. This option exchange offer results
          in variable accounting treatment for approximately 11 million stock
          options at March 31, 2002, which includes approximately 10 million
          options granted under the exchange offer with an exercise price of
          $13.375, and approximately 1 million options that were subject to the
          exchange offer but were not exchanged. Variable accounting treatment
          will result in unpredictable and potentially significant charges or
          credits, depending on fluctuations in quoted prices for our common
          stock, which we are unable to forecast.

Amortization of Goodwill and Other Intangibles

     .    As a result of our adoption of the full provisions of Statement of
          Financial Accounting Standards No. 141 and No. 142, during the first
          quarter we reclassified $25 million of other intangibles (comprising
          only assembled workforce intangibles) to goodwill and discontinued the
          amortization of our goodwill assets. In addition, we completed an
          impairment analysis of goodwill and determined the amount to be fairly
          stated.

Restructuring-Related and Other

     .    In 2001 we initiated an operational restructuring plan to reduce our
          operating costs, streamline our organizational structure, consolidate
          certain of our fulfillment and customer service operations and migrate
          a large portion of our technology infrastructure to a new operating
          platform. As a result of this initiative, we recorded restructuring
          and other charges of approximately $114 million in the first quarter
          2001 and an additional $68 million during the last three quarters of
          2001. Each component of the restructuring plan has been substantially
          completed.

     .    During the first quarter 2002 we permanently closed our fulfillment
          center in Seattle and, in connection with our 2001 operational
          restructuring, we revised our sublease income estimates for Seattle-
          area restructured office space. These items resulted in additional
          restructuring-related expenses of $10 million primarily associated
          with ongoing lease obligations.

     .    Cash payments resulting from the restructuring were $14 million in the
          first quarter 2002 and $10 million in first quarter 2001. The
          restructuring charges are anticipated to result in the following net
          cash outflows (included within accrued expenses and other current
          liabilities and long-term debt and other on our balance sheet):



                  (in thousands)
                                            Leases (a)      Other         Total
                                            ----------      ------       -------
                                                                
          Nine Months Ending December 31,
             2002........................    $23,922        $5,060       $28,982
          Year Ending December 31,
             2003........................      6,410         3,037         9,447
             2004........................      2,761           --          2,761
             2005........................      2,770           --          2,770
             2006........................      3,036           --          3,036
             Thereafter..................     10,909           --         10,909
                                             -------        ------       -------
          Total estimated cash outflows..    $49,808        $8,097       $57,905
                                             =======        ======       =======

         (a) Net of anticipated sublease income of approximately $60 million.




Other Income (Expense), Net

     .    Other income (expense) consists primarily of net realized gains and
          losses on sales of marketable securities, miscellaneous state and
          foreign taxes and certain foreign-currency-related transaction gains
          and losses.

Other Gains (Losses), Net

     .    Other gains, net were $6 million for the first quarter 2002, primarily
          consisting of a foreign-currency gain on the remeasurement of our
          6.875% convertible subordinated notes from Euros to U.S. dollars.

     .    We are unable to forecast the gains or losses associated with our
          6.875% convertible subordinated notes that will result from
          fluctuations in foreign exchange rates in future periods.

Earnings per Share

     .    Basic and diluted earnings per share is computed using the weighted
          average number of common and common stock equivalent shares
          outstanding during the period; common stock equivalent shares, such as
          options, warrants and convertible securities, were excluded from the
          computation because their effect is antidilutive. If the effect of
          common stock equivalents had been included, the number of shares used
          in the computation of diluted loss per share would have been
          approximately 394 million, compared with 374 million.

Financial Condition

Cash and Marketable Securities

     .    Cash and marketable securities are impacted by the effect of quarterly
          fluctuations in foreign-currency exchange rates, particularly the
          Euro. Our Euro investments, classified as available for sale, had a
          balance of 160 million Euros ($140 million, based on the exchange rate
          as of March 31, 2002).

     .    Our marketable securities, at estimated fair value, consist of the
          following, as of March 31, 2002 (in thousands):

          Certificates of deposit.........................   $ 18,104
          Commercial paper and short-term obligations.....     38,719
          Corporate notes and bonds.......................     37,251
          Asset-backed and agency securities..............    278,678
          Treasury notes and bonds........................     63,032
          Equity securities...............................     12,785
                                                             --------
                                                             $448,569



     .    We have pledged approximately $158 million of our marketable
          securities as collateral for certain contractual obligations, compared
          to $167 million as of December 31, 2001. Amounts pledged for standby
          letters of credit that guarantee certain contractual obligations,
          primarily property leases, were $72 million; $46 million is pledged
          for the swap agreement that hedges the foreign-exchange rate risk on a
          portion of our 6.875% convertible subordinated notes; and $41 million
          is pledged for certain of our real estate lease agreements. The amount
          of marketable securities we are required to pledge pursuant to the
          swap agreement fluctuates with the fair market value of the swap
          obligation.

Certain Definitions and Other

     .    Our segment reporting includes four segments: U.S. Books, Music and
          DVD/Video; U.S. Electronics, Tools and Kitchen; International; and
          Services. Allocation methodologies have been consistently applied.

     .    The U.S. Books, Music and DVD/Video segment includes revenues, direct
          costs and cost allocations associated with retail sales from
          www.amazon.com for books, music, DVDs, video products and magazine
          subscriptions, and from stores offering these products through our
          Syndicated Stores Program (whereby a third-party seller's e-commerce
          Web site uses our e-commerce services and tools, and offers our
          product selection), such as www.borders.com. This segment also
          includes commissions and other amounts earned from sales of these
          products, new or used, through Amazon Marketplace, and will include
          amounts earned from offerings of these products by third-party
          sellers, if any, under our Merchant@amazon.com Program (whereby a
          third-party seller offers its products or services for sale on our Web
          site, either in our retail stores or in a cobranded store on our Web
          site, or both).

     .    The U.S. Electronics, Tools and Kitchen segment includes revenues,
          direct costs and cost allocations associated with www.amazon.com
          retail sales of electronics, computers, kitchen products and
          housewares, camera and photo items, software, cell phones and service,
          tools and hardware, outdoor living items, and computer and video game
          products, sold other than through our Toysrus.com strategic alliance,
          as well as catalog sales of toys and tools and hardware, and will
          include stores offering these products, if any, through our Syndicated
          Stores Program. This segment also includes commissions earned from
          sales of these products, new or used, through Amazon Marketplace and
          from offerings of these products by third-party sellers under our
          Merchant@amazon.com Program, such as Circuit City.

     .    The International segment includes all revenues, direct costs and cost
          allocations associated with the retail sales of our four
          internationally focused Web sites--www.amazon.de, www.amazon.fr,
          www.amazon.co.jp and www.amazon.co.uk--and from stores offering
          products through our Syndicated Stores Program. This segment also
          includes commissions and other amounts earned from sales of products,
          new or used, through Amazon Marketplace, and amounts earned from
          offerings of products by third-party sellers, if any, under our
          Merchant@amazon.com Program.

     .    The Services segment includes revenues, direct costs and cost
          allocations associated with our business-to-business strategic
          alliances, including the Merchant Program (whereby a



          third-party seller's e-commerce Web site operates at its own URL using
          our features and technology), such as www.target.com beginning summer
          2002, and, to the extent full product categories are not also offered
          by our online retail stores, the Merchant@amazon.com Program, such as
          our strategic alliance with Toysrus.com, as well as the strategic
          technology alliance with America Online, Inc. This segment also
          includes Amazon Auctions, zShops and Payments, and miscellaneous
          marketing and promotional agreements.

     .    All references to customers mean customer accounts, which are unique
          e-mail addresses, established either when a customer's initial order
          is shipped or when a customer orders from certain third-party sellers
          on Amazon.com. Customer accounts include customers of Amazon
          Marketplace, Auctions and zShops services and from our
          Merchant@amazon.com and Syndicated Stores Programs, but exclude
          Amazon.com Payments customers, our catalog customers and the customers
          of selected companies with whom we have strategic marketing and
          promotional relationships.

     .    Trailing twelve-month net sales per active customer account figures
          include all amounts earned through Internet sales, including net sales
          earned from new or used products sold through Amazon Marketplace,
          Auctions and zShops services, and products sold through our
          Merchant@amazon.com and Syndicated Stores Programs, but excluding
          products sold through our catalogs and certain strategic alliances and
          sales of inventory to Toysrus.com. A customer is considered active
          upon placing an order.