AirTouch Cellular and Amazon.com Give Customers the Freedom of Wireless E-Commerce

March 15, 2000-SAN FRANCISCO and SEATTLE-AirTouch

Cellular, part of Vodafone AirTouch Plc (NYSE & LSE: VOD), and

Amazon.com (NASDAQ: AMZN) have signed an agreement that will

allow AirTouch Mobile Web customers to make purchases from the

leading Internet retailer, directly from a mobile Internet ready phone.

Beginning this spring, AirTouch Mobile Web customers will have

direct access to shopping features on Amazon.com's Web site,

allowing AirTouch customers to browse through Amazon.com's

online stores, make purchases, send gifts, and even select gift

wrapping service-all through a wireless phone.

"We're pleased to be working with Amazon.com, the world's

dominant leader in e-tailing. This arrangement will demonstrate how

customers can satisfy their need to browse and purchase from the

Web, conveniently from the palm of the hand," said Cliff Fitterer,

managing director of Internet services for AirTouch Cellular.

"Mobile commerce makes finding, discovering and buying products at

Amazon.com even more convenient," said Lil Mohan, general

manager, Amazon.com Anywhere. "We are pleased to be working

with AirTouch Cellular to help customers use their mobile phones to

get items off their to-do lists before they need to write them down."

About AirTouch

AirTouch serves nearly 10 million U.S. cellular and PCS customers

on a proportionate basis. Its ventures operate in 25 states and 22 of

the top 30 U.S. markets, including Atlanta, Chicago, Dallas, Detroit,

Houston, Los Angeles, Phoenix, San Diego, San Francisco and

Seattle. AirTouch is part of Vodafone AirTouch Plc, the world's

largest wireless communications firm, based in the United Kingdom.

It has mobile operations in 24 countries on five continents, with more

than 35.5 million proportionate cellular customers. For more

information, visit the AirTouch Web site at www.airtouch.com.

About Amazon.com

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, along 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 17 million customers, and with

Amazon.com Payments, any seller can accept credit card

transactions, avoiding the hassles of offline payments. Amazon.com

Anywhere is the leader in mobile e-commerce, providing access from

anywhere in the world to Amazon.com through handheld wireless

Internet devices using the Wireless Application Protocol, at

www.amazon.com/phone/ and on personal digital assistants (PDAs).

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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 performance, 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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