About Audible

AudibleKids Encourages Using MP3 Players as Valuable Learning Tools
One-of-a-kind community of parents, educators, and children launches a website with nearly 4,000 titles and exclusive and never-before-released content.

NEWARK, NJ, March 31, 2008 – The leading provider of premium digital audio, Audible, Inc., part of the Amazon.com, Inc., group of companies (NASDAQ:AMZN), today announced the launch of AudibleKids (www.audiblekids.com), a first-of-its-kind destination where families can find and purchase the highest-quality digital children’s audiobooks available online. AudibleKids.com is a safe and engaging community environment for parents and children to discover and listen to thousands of children’s audiobooks, share recommendations and discuss listening experiences.

AudibleKids is launching with nearly 4,000 titles from over 75 publishers, including 500+ new-to-digital titles such as exclusive stories from R. L. Stine of “Goosebumps” fame, all playable on iPods and hundreds of audio players and mobile devices. AudibleKids provides unmatched choice and convenience for parents, children and educators.

“We’re igniting a young person’s love of reading through digital audiobooks. We believe that AudibleKids will help children to develop critical literacy skills such as improved reading ability and comprehension,” said Donald Katz, founder and CEO of Audible. “The unique power of audiobooks to engage, entertain and bring a story to life can help children develop a love of books. We fully expect AudibleKids will reposition digital music players as story-tellers and learning machines, and thus build a new generation of enthusiastic readers.”

“AudibleKids is a truly unique community for anyone who is passionate about children’s books, where one can discover the highest quality children’s audiobooks available on demand—in a medium that is becoming as common as backpacks and pencils,” added Brian Fitzgerald, vice president of AudibleKids. “From reaching out to reluctant readers to encouraging gifted readers to stretch their limits with more challenging books, AudibleKids is helping families build a bridge to books for this media-saturated, multi-tasking generation.”

AudibleKids is working with Reading Is Fundamental, Inc. (RIF), the nation’s oldest and largest nonprofit children’s and family literacy organization, to help support RIF’s mission of motivating all children to become lifelong readers. As part of the arrangement with RIF, AudibleKids will provide a featured section on the website where children, parents and educators can always download a select number of audiobooks for free. “Children enjoy listening to stories being read aloud,” said Carol H. Rasco, president and CEO of Reading Is Fundamental. “RIF’s new relationship with AudibleKids is especially exciting because it’s a generation-relevant way to motivate children to read and improve their literacy skills.”

Beyond its extensive library, AudibleKids can help families discover great audiobooks for the first time, and receive peer-to-peer audiobook advice. The friendly, easy-to-navigate site provides the ability to search and browse titles by age, grade, category, award winners, and more. Further, with AudibleKids, parents can get recommendations of the best books for their kids from English teachers, librarians, reading specialists, and other educational leaders. Through the ideas children have expressed in extensive field studies, and by working with top media literacy experts, AudibleKids has developed a curriculum for parents, teachers and educators designed to help them get the most from their listening experience.

About AudibleKids

AudibleKids (audiblekids.com) is a creation of Audible, Inc. (audible.com), the leading online provider of premium digital spoken word audio content on the Internet. Content from AudibleKids is downloaded and played back on personal computers, CDs, or AudibleReady® computer-based and wireless mobile devices. Audible and AudibleKids are the preeminent providers of spoken word audio products for Apple’s iTunes Store. Audible headquarters are in Newark, NJ, with offices in London, England, and alliances in Germany and France.

About Amazon.com

Amazon.com, Inc., (NASDAQ: AMZN), a Fortune 500 company based in Seattle, opened on the World Wide Web in July 1995 and today offers Earth’s Biggest Selection. Amazon.com, Inc. seeks to be Earth’s most customer-centric company, where customers can find and discover anything they might want to buy online, and endeavors to offer its customers the lowest possible prices. Amazon.com and other sellers offer millions of unique new, refurbished and used items in categories such as books, movies, music & games, digital downloads, electronics & computers, home & garden, toys, kids & baby, grocery, apparel, shoes & jewelry, health & beauty, sports & outdoors, and tools, auto & industrial.

Amazon Web Services provides Amazon’s developer customers with access to in-the-cloud infrastructure services based on Amazon’s own back-end technology platform, which developers can use to enable virtually any type of business. Examples of the services offered by Amazon Web Services are Amazon Elastic Compute Cloud (Amazon EC2), Amazon Simple Storage Service (Amazon S3), Amazon SimpleDB, Amazon Simple Queue Service (Amazon SQS), Amazon Flexible Payments Service (Amazon FPS), and Amazon Mechanical Turk.

Amazon and its affiliates operate websites, including www.amazon.com, www.amazon.co.uk, www.amazon.de, www.amazon.co.jp, www.amazon.fr, www.amazon.ca, and the Joyo Amazon websites at www.joyo.cn and www.amazon.cn.

As used herein, “Amazon.com,” “we,” “our” and similar terms include Amazon.com, Inc., and its subsidiaries, unless the context indicates otherwise.

Forward-Looking Statements

This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Actual results may differ significantly from management’s expectations. These forward-looking statements involve risks and uncertainties that include, among others, risks related to competition, management of growth, new products, services and technologies, potential fluctuations in operating results, international expansion, outcomes of legal proceedings and claims, fulfillment center optimization, seasonality, commercial agreements, acquisitions and strategic transactions, foreign exchange rates, system interruption, significant amount of indebtedness, inventory, government regulation and taxation, payments and fraud. 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, 2007, and subsequent filings.