SEATTLE--(BUSINESS WIRE)--July 24, 2007--Amazon.com, Inc. (NASDAQ:AMZN) today announced financial results for its second quarter ended June 30, 2007.

Operating cash flow was $895 million for the trailing twelve months, compared with $610 million for the trailing twelve months ended June 30, 2006. Free cash flow was $700 million for the trailing twelve months, an increase of 87% compared with $375 million for the trailing twelve months ended June 30, 2006.

Common shares outstanding plus shares underlying stock-based awards outstanding totaled 435 million on June 30, 2007, compared with 443 million a year ago.

Net sales increased 35% to $2.89 billion in the second quarter, compared with $2.14 billion in second quarter 2006. Excluding the $46 million favorable impact from year-over-year changes in foreign exchange rates throughout the quarter, net sales grew 33% compared with second quarter 2006.

Operating income increased 149% to $116 million in the second quarter, compared with $47 million in second quarter 2006.

Net income increased 257% to $78 million in the second quarter, or $0.19 per diluted share, compared with net income of $22 million, or $0.05 per diluted share in second quarter 2006.

"Our strong revenue growth this quarter was fueled by low prices and the added convenience of Amazon Prime," said Jeff Bezos, founder and CEO of Amazon.com. "More and more customers are taking advantage of Amazon Prime and we're pleased with the acceleration in subscriber growth this quarter."

Amazon Prime, Amazon.com's first-ever membership program, was introduced in February 2005. For a flat membership fee of $79 per year, Amazon Prime members get unlimited, express two-day shipping for free, with no minimum purchase requirement on over a million eligible items sold by Amazon.com and our Fulfillment by Amazon (FBA) partners. Members can order as late as 6:30 p.m. ET and still receive their order the next day for only $3.99 per item, and they can share the benefits of Amazon Prime with up to four family members living in their household. Sign up for Amazon Prime at www.amazon.com/prime.

    Highlights    --  North America segment sales, representing the Company's U.S.        and Canadian sites, were $1.60 billion, up 38% from second        quarter 2006.    --  International segment sales, representing the Company's U.K.,        German, Japanese, French and Chinese sites, were $1.28        billion, up 31% from second quarter 2006. Excluding the        favorable impact from year-over-year changes in foreign        exchange rates throughout the quarter, International net sales        growth was 26%.    --  Worldwide Media grew 27% to $1.83 billion in second quarter        2007, compared to $1.45 billion in second quarter 2006.    --  Worldwide Electronics & Other General Merchandise grew 55% to        $970 million in second quarter 2007 and increased to 34% of        worldwide net sales compared with 29% in second quarter 2006.    --  The Company received orders for more than 2.2 million copies        of Harry Potter and the Deathly Hallows worldwide in advance        of its July 21 release, making it Amazon's largest new product        release.    --  Amazon.co.jp launched Amazon Prime for its Japanese customers        in June. Members pay an annual fee of JPY 3,900 for access to        unlimited express delivery service that can be used throughout        Japan. The service offers same-day delivery for the Kanto area        and next-day delivery to other locations.    --  Amazon Enterprise Solutions and Lacoste launched a        multi-channel e-commerce solution, including a website        (www.lacoste.com), phone ordering, customer service, and        fulfillment.    --  Amazon Europe launched a Jewelry and Watches store on its        amazon.co.uk website and a Watches store on its amazon.de        website, both offering customers thousands of items from        brands such as Rotary, Diesel, Timex and Citizen.    --  Amazon Europe launched Merchants@ technology on its amazon.fr        website, enabling branded businesses to offer their selection        of new products.    --  Joyo.com has been re-branded as Joyo Amazon and now        incorporates many of the features and functionalities found on        other Amazon websites.    --  Over 265,000 developers have registered to use Amazon Web        Services, up 25,000 from the prior quarter.    Financial Guidance

The following forward-looking statements reflect Amazon.com's expectations as of July 24, 2007. Results may be materially affected by many factors, such as fluctuations in foreign exchange rates, changes in global economic conditions and consumer spending, world events, the rate of growth of the Internet and online commerce, and the various factors detailed below.

    Third Quarter 2007 Guidance    --  Net sales are expected to be between $3.0 billion and $3.175        billion, or to grow between 30% and 38% compared with third        quarter 2006.    --  Operating income is expected to be between $75 million and        $110 million, or grow between 88% and 175% compared with third        quarter 2006. This guidance includes $50 million for        stock-based compensation and amortization of intangible        assets, and it assumes, among other things, that no additional        intangible assets are recorded and that there are no further        revisions to stock-based compensation estimates.    Full Year 2007 Expectations    --  Net sales are expected to be between $13.80 billion and $14.30        billion, or to grow between 29% and 34% compared with 2006.    --  Operating income is expected to be between $540 million and        $640 million, or grow between 39% and 65% compared with 2006.        This guidance includes $185 million for stock-based        compensation and amortization of intangible assets, and it        assumes, among other things, that no additional intangible        assets are recorded and that there are no further revisions to        stock-based compensation estimates.

A conference call will be webcast live today at 2 p.m. PT/5 p.m. ET, and will be available for at least three months at www.amazon.com/ir. This call will contain forward-looking statements and other material information regarding the Company's financial and operating results.

These forward-looking statements are inherently difficult to predict. Actual results could differ materially for a variety of reasons, including, in addition to the factors discussed above, 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, the extent to which we owe income taxes, competition, management of growth, potential fluctuations in operating results, international growth and expansion, the outcomes of legal proceedings and claims, fulfillment center optimization, risks of inventory management, seasonality, the degree to which the Company enters into, maintains and develops commercial agreements, acquisitions and strategic transactions, and risks of fulfillment throughput and productivity. Other risks and uncertainties include, among others, risks related to new products, services and technologies, system interruptions, significant indebtedness, 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, 2006, and all subsequent filings.

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 health and personal care, jewelry and watches, gourmet food, sports and outdoors, apparel and accessories, books, music, DVDs, electronics and office, toys and baby, and home and garden.

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.

                           AMAZON.COM, INC.                Consolidated Statements of Cash Flows                            (in millions)                             (unaudited)                      Three Months     Six Months     Twelve Months                           Ended          Ended            Ended                         June 30,       June 30,         June 30,                      -------------- --------------- -----------------                        2007   2006    2007    2006     2007     2006                      ------- ------ ------- ------- -------- --------CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD  $  748  $ 507  $1,022  $1,013  $   683  $   629OPERATING ACTIVITIES:Net income                78     22     189      73      306      302Adjustments to reconcile net income to net cash from operating activities:  Depreciation of   fixed assets,   including   internal-use   software and   website   development, and   other amortization     60     43     122      83      244      149  Stock-based   compensation           46     30      80      41      140       84  Other operating   expense, net            3      3       3       6        7       10  Losses (gains) on   sales of   marketable   securities, net         -     (1)      1       1       (2)       -  Remeasurements and   other                   5    (11)      9      (7)       9      (14)  Deferred income   taxes                  (2)    (2)      -       8       14      (15)  Excess tax benefit   on stock awards       (35)   (21)    (60)    (29)    (133)     (34)Changes in operating assets and liabilities:  Inventories             25     30     151      63     (193)    (128)  Accounts   receivable, net   and other             (10)    16      56      66     (113)     (37)  Accounts payable        82      4    (520)   (438)     319      207  Accrued expenses   and other              31     22     (28)    (42)     256       88  Additions to   unearned revenue       64     38     109      92      223      181  Amortization of   previously   unearned revenue      (48)   (43)    (92)    (90)    (182)    (183)                      ------- ------ ------- ------- -------- --------   Net cash provided    by (used in)    operating    activities           299    130      20    (173)     895      610INVESTING ACTIVITIES:Purchases of fixed assets, including internal-use software and website development             (47)   (58)    (82)   (104)    (195)    (235)Acquisitions, net of cash acquired           (22)     -     (22)    (28)     (26)     (32)Sales and maturities of marketable securities and other investments             161    249     945     537    2,253      883Purchases of marketable securities and other investments            (180)  (232)   (694)   (362)  (2,262)  (1,009)                      ------- ------ ------- ------- -------- --------    Net cash provided     by (used in)     investing     activities          (88)   (41)    147      43     (230)    (393)FINANCING ACTIVITIES:Proceeds from exercises of stock options                  35      7      44      13       65       55Excess tax benefit on stock awards             35     21      60      29      133       34Common stock repurchased               -      -    (248)      -     (500)       -Proceeds from long- term debt and other       -     66       -      69        3       82Repayments of long- term debt and capital lease obligations             (29)   (21)    (46)   (334)     (67)    (341)                      ------- ------ ------- ------- -------- --------    Net cash provided     by (used in)     financing     activities           41     73    (190)   (223)    (366)    (170)Foreign-currency effect on cash and cash equivalents          4     14       5      23       22        7                      ------- ------ ------- ------- -------- --------    Net increase     (decrease) in     cash and cash     equivalents         256    176     (18)   (330)     321       54                      ------- ------ ------- ------- -------- --------CASH AND CASH EQUIVALENTS, END OF PERIOD               $1,004  $ 683  $1,004  $  683  $ 1,004  $   683                      ======= ====== ======= ======= ======== ========SUPPLEMENTAL CASH FLOW INFORMATION:Cash paid for interest             $    1  $   -  $   44  $   63  $    68  $    84Cash paid for income taxes                     7      3      10       8       17       15Fixed assets acquired under capital leases and other financing arrangements              9     17      21      21       68       27
                           AMAZON.COM, INC.                Consolidated Statements of Operations                 (in millions, except per share data)                             (unaudited)                                        Three Months     Six Months                                            Ended           Ended                                          June 30,        June 30,                                       --------------- ---------------                                         2007    2006    2007    2006                                       ------- ------- ------- -------Net sales                              $2,886  $2,139  $5,901  $4,418Cost of sales                           2,185   1,630   4,480   3,361                                       ------- ------- ------- -------Gross profit                              701     509   1,421   1,057Operating expenses (1):  Fulfillment                             258     189     518     383  Marketing                                65      53     137     107  Technology and content                  201     167     387     314  General and administrative               58      50     114      95  Other operating expense, net              3       3       3       6                                       ------- ------- ------- -------    Total operating expenses              585     462   1,159     905                                       ------- ------- ------- -------Income from operations                    116      47     262     152Interest income                            20      13      39      27Interest expense                          (19)    (19)    (38)    (38)Other income (expense), net                (1)      1      (1)      -Remeasurements and other                   (5)     12      (7)      9                                       ------- ------- ------- -------    Total non-operating expense            (5)      7      (7)     (2)                                       ------- ------- ------- -------Income before income taxes                111      54     255     150Provision for income taxes                 33      32      66      77                                       ------- ------- ------- -------Net income                             $   78  $   22  $  189  $   73                                       ======= ======= ======= =======Basic earnings per share               $ 0.19  $ 0.05  $ 0.46  $ 0.18                                       ======= ======= ======= =======Diluted earnings per share             $ 0.19  $ 0.05  $ 0.45  $ 0.17                                       ======= ======= ======= =======Weighted average shares used in computation of earnings per share:  Basic                                   412     418 #   412     417                                       ======= ======= ======= =======  Diluted                                 423     426 #   421     426                                       ======= ======= ======= =======(1) Includes stock-based compensation as follows:    Fulfillment                        $   10  $    7  $   17  $   10    Marketing                               2       1       3       2    Technology and content                 25      16      44      23    General and administrative              9       6      16       6
                           AMAZON.COM, INC.                         Segment Information                            (in millions)                             (unaudited)                                   Three Months Ended Six Months Ended                                        June 30,          June 30,                                   ------------------ ----------------                                       2007    2006     2007    2006                                   --------- -------- ------- --------North America  Net sales                          $1,601  $1,157   $3,223  $2,404  Cost of sales                       1,167     848    2,350   1,753                                   --------- -------- ------- --------  Gross profit                          434     309      873     651  Direct segment operating   expenses(1)                          352     284      705     565                                   --------- -------- ------- --------  Segment operating income           $   82  $   25   $  168  $   86                                   ========= ======== ======= ========International  Net sales                          $1,285  $  982   $2,678  $2,014  Cost of sales                       1,018     782    2,130   1,608                                   --------- -------- ------- --------  Gross profit                          267     200      548     406  Direct segment operating   expenses(1)                          184     145      371     293                                   --------- -------- ------- --------  Segment operating income           $   83  $   55   $  177  $  113                                   ========= ======== ======= ========Consolidated  Net sales                          $2,886  $2,139   $5,901  $4,418  Cost of sales                       2,185   1,630    4,480   3,361                                   --------- -------- ------- --------  Gross profit                          701     509    1,421   1,057  Direct segment operating   expenses                             536     429    1,076     858                                   --------- -------- ------- --------  Segment operating income              165      80      345     199  Stock-based compensation              (46)    (30)     (80)    (41)  Other operating expense, net           (3)     (3)      (3)     (6)                                   --------- -------- ------- --------  Income from operations                116      47      262     152  Total non-operating income   (expense)                             (5)      7       (7)     (2)  Provision for income taxes            (33)    (32)     (66)    (77)                                   --------- -------- ------- --------  Net income                         $   78  $   22   $  189  $   73                                   ========= ======== ======= ========Segment Highlights:  Y/Y net sales growth:    North America                        38%     21%      34%     21%    International                        31      24       33      21    Consolidated                         35      22       34      21  Y/Y gross profit growth:    North America                        40%     11%      34%     17%    International                        34      16       35      16    Consolidated                         38      13       34      16  Y/Y segment operating income   growth:    North America                       233%    (66%)     94%    (37%)    International                        50      (8)      56      (8)    Consolidated                        106     (39)      72     (23)  Net sales mix:    North America                        55%     54%      55%     54%    International                        45      46       45      46__________________________(1) A significant majority of our costs for "Technology and content" are incurred in the United States and most of these costs are allocated to our North America segment.
                           AMAZON.COM, INC.                  Supplemental Net Sales Information                            (in millions)                             (unaudited)                                   Three Months Ended Six Months Ended                                        June 30,          June 30,                                   ------------------ ----------------                                        2007    2006     2007    2006                                   ---------- ------- -------- -------North America  Media                               $  923  $  730   $1,913  $1,545  Electronics and other general   merchandise                           606     365    1,170     738  Other                                   72      62      140     121                                   ---------- ------- -------- -------    Total North America                1,601   1,157    3,223   2,404International  Media                                  910     718    1,910   1,481  Electronics and other general   merchandise                           364     259      747     524  Other                                   11       5       21       9                                   ---------- ------- -------- -------    Total International                1,285     982    2,678   2,014Consolidated  Media                                1,833   1,448    3,823   3,026  Electronics and other general   merchandise                           970     624    1,917   1,262  Other                                   83      67      161     130                                   ---------- ------- -------- -------    Total Consolidated                $2,886  $2,139   $5,901  $4,418                                   ========== ======= ======== =======Y/Y Net Sales Growth:North America:  Media                                   26%     15%      24%     16%  Electronics and other general   merchandise                            66      32       58      32  Other                                   15      25       16      25    Total North America                   38      21       34      21International:  Media                                   27%     17%      29%     15%  Electronics and other general   merchandise                            40      45       42      39  Other                                  143     354      147     388    Total International                   31      24       33      21Consolidated:  Media                                   27%     16%      26%     16%  Electronics and other general   merchandise                            55      37       52      35  Other                                   23      32       25      31    Total Consolidated                    35      22       34      21Y/Y Net Sales Growth Excluding Effect of Exchange Rates:International:  Media                                   23%     20%      23%     22%  Electronics and other general   merchandise                            34      48       34      46  Other                                  128     362      128     412    Total International                   26      27       27      28Consolidated:  Media                                   25%     18%      24%     19%  Electronics and other general   merchandise                            53      38       48      38  Other                                   22      32       23      32    Total Consolidated                    33      23       31      24Consolidated Net Sales Mix:  Media                                   63%     68%      65%     68%  Electronics and other general   merchandise                            34      29       32      29  Other                                    3       3        3       3
                           AMAZON.COM, INC.                     Consolidated Balance Sheets                 (in millions, except per share data)                                       June 30,   Dec. 31,  June 30,                                           2007     2006        2006                                      ----------- -------- -----------ASSETS                                (unaudited)          (unaudited)Current assets:  Cash and cash equivalents                                         $ 1,004  $ 1,022     $   683  Marketable securities                                             661      997         736  Inventories                                             735      877         521  Accounts receivable, net and other         384      399         225  Deferred tax assets                                              75       78          66                                      ----------- -------- -----------    Total current assets                   2,859    3,373       2,231Fixed assets, net                            443      457         405Deferred tax assets                          224      199         208Goodwill                                     214      195         193Other assets                                 244      139         128                                      ----------- -------- -----------    Total assets                         $ 3,984  $ 4,363     $ 3,165                                      =========== ======== ===========LIABILITIES AND STOCKHOLDERS' EQUITYCurrent liabilities:  Accounts payable                                         $ 1,295  $ 1,816     $   943  Accrued expenses and other                 641      716         467                                      ----------- -------- -----------    Total current liabilities              1,936    2,532       1,410Long-term debt                             1,256    1,247       1,237Other long-term liabilities                  242      153         135Commitments and contingenciesStockholders' equity:  Preferred stock, $0.01 par value:    Authorized shares -- 500    Issued and outstanding shares --     none                                      -        -           -  Common stock, $0.01 par value:    Authorized shares -- 5,000    Issued shares -- 427, 422 and 419    Outstanding shares -- 413, 414     and 419                                   4        4           4Treasury stock, at cost                     (500)    (252)          -Additional paid-in capital                 2,704    2,517       2,334Accumulated other comprehensive income (loss)                                 3       (1)         (2)Accumulated deficit                       (1,661)  (1,837)     (1,953)                                      ----------- -------- -----------    Total stockholders' equity               550      431         383                                      ----------- -------- -----------    Total liabilities and     stockholders' equity                $ 3,984  $ 4,363     $ 3,165                                      =========== ======== ===========
                           AMAZON.COM, INC.       Supplemental Financial Information and Business Metrics                 (in millions, except per share data)                             (unaudited)----------------------------------------------------------------------                                                                Y/Y %                   Q2 2006  Q3 2006  Q4 2006  Q1 2007  Q2 2007  Change                   ---------------------------------------------------Cash Flows and SharesOperating cash flow -- trailing twelve months (TTM)             $   610  $   587  $   702  $   726  $   895    47%Purchases of fixed assets (incl. internal-use software & website development) -- TTM               $   235  $   221  $   216  $   205  $   195   (17%)Free cash flow (operating cash flow less purchases of fixed assets) -- TTM               $   375  $   366  $   486  $   521  $   700    87%Common shares and stock-based awards outstanding           443      435      436      430      435    (2%)Common shares outstanding           419      411      414      409      413    (1%)Stock-based awards outstanding            24       24       22       21       22   (10%)Stock-based awards outstanding -- % of common shares outstanding           5.8%     5.8%     5.3%     5.1%     5.3%  N/AResults of OperationsWorldwide (WW) net sales             $ 2,139  $ 2,307  $ 3,986  $ 3,015  $ 2,886    35%WW net sales -- Y/Y growth, excluding F/X          23%      23%      30%      29%      33%  N/AWW net sales -- TTM               $ 9,253  $ 9,701  $10,711  $11,447  $12,193    32%WW net sales -- TTM Y/Y growth, excluding F/X          24%      23%      26%      27%      29%  N/AGross profit       $   509  $   549  $   850  $   719  $   701    38%Gross margin -- % of WW net sales      23.8%    23.8%    21.3%    23.8%    24.3%  N/AGross profit -- TTM               $ 2,187  $ 2,273  $ 2,456  $ 2,628  $ 2,820    29%Gross margin -- TTM % of WW net sales                23.6%    23.4%    22.9%    23.0%    23.1%  N/AOperating income (1)               $    47  $    40  $   197  $   145  $   116   149%Operating margin -- % of WW net sales                 2.2%     1.7%     4.9%     4.8%     4.0%  N/AOperating income -- TTM (1)        $   372  $   357  $   389  $   429  $   498    34%Operating margin -- TTM % of WW net sales             4.0%     3.7%     3.6%     3.7%     4.1%  N/ANet income (2)     $    22  $    19  $    98  $   111  $    78   257%Net income per diluted share (2) $  0.05  $  0.05  $  0.23  $  0.26  $  0.19   261%Net income -- TTM (2)               $   302  $   292  $   190  $   249  $   306     1%Net income per diluted share -- TTM (2)           $  0.71  $  0.69  $  0.45  $  0.59  $  0.72     2%SegmentsNorth America Segment:  Net sales        $ 1,157  $ 1,257  $ 2,208  $ 1,622  $ 1,601    38%  Net sales -- Y/Y   growth,   excluding F/X        20%      21%      31%      30%      38%  N/A  Net sales -- TTM $ 5,128  $ 5,343  $ 5,869  $ 6,244  $ 6,687    30%  Gross profit     $   309  $   343  $   532  $   439  $   434    40%  Gross margin --   % of North   America net   sales              26.7%    27.3%    24.1%    27.1%    27.1%  N/A  Gross profit --   TTM             $ 1,361  $ 1,411  $ 1,525  $ 1,623  $ 1,747    28%  Gross margin --   TTM % of North   America net   sales              26.5%    26.4%    26.0%    26.0%    26.1%  N/A  Operating income   (1)             $    25  $    22  $   123  $    86  $    82   233%  Operating margin   -- % of North   America net   sales               2.1%     1.7%     5.5%     5.3%     5.1%  N/A  Operating income   -- TTM (1)      $   245  $   200  $   230  $   254  $   312    27%  Operating margin   -- TTM % of   North America   net sales           4.8%     3.8%     3.9%     4.1%     4.7%  N/AInternational Segment:  Net sales        $   982  $ 1,050  $ 1,778  $ 1,393  $ 1,285    31%  Net sales -- Y/Y   growth,   excluding F/X        27%      26%      28%      27%      26%  N/A  Net sales -- TTM $ 4,125  $ 4,358  $ 4,842  $ 5,203  $ 5,506    33%  Net sales -- TTM   % of WW net   sales                45%      45%      45%      45%      45%  N/A  Gross profit     $   200  $   206  $   318  $   280  $   267    34%  Gross margin --   % of   International   net sales          20.4%    19.6%    17.9%    20.1%    20.8%  N/A  Gross profit --   TTM             $   827  $   862  $   931  $ 1,005  $ 1,072    30%  Gross margin --   TTM % of   International   net sales          20.0%    19.8%    19.2%    19.3%    19.5%  N/A  Operating income $    55  $    50  $   106  $    93  $    83    50%  Operating margin   -- % of   International   net sales           5.6%     4.8%     6.0%     6.7%     6.4%  N/A  Operating income   -- TTM          $   260  $   256  $   270  $   306  $   333    28%  Operating margin   -- TTM % of   International   net sales           6.3%     5.9%     5.6%     5.9%     6.0%  N/AConsolidated Segments:  Operating   expenses        $   429  $   477  $   621  $   540  $   536    25%  Operating   expenses -- TTM $ 1,681  $ 1,816  $ 1,956  $ 2,068  $ 2,175    29%  Operating income   (1)             $    80  $    72  $   229  $   179  $   165   106%  Operating margin   -- % of   consolidated   sales               3.7%     3.1%     5.7%     6.0%     5.7%  N/A  Operating income   -- TTM (1)      $   506  $   457  $   500  $   560  $   645    28%  Operating margin   -- TTM % of   consolidated   net sales           5.5%     4.7%     4.7%     4.9%     5.3%  N/ASupplemental North America Segment Net Sales:  Media            $   730  $   785  $ 1,251  $   990  $   923    26%  Media -- Y/Y   growth,   excluding F/X        15%      14%      21%      21%      26%  N/A  Media -- TTM     $ 3,260  $ 3,361  $ 3,582  $ 3,757  $ 3,949    21%  Electronics and   other general   merchandise     $   365  $   409  $   876  $   564  $   606    66%  Electronics and   other general   merchandise --   Y/Y growth,   excluding F/X        32%      35%      51%      51%      66%  N/A  Electronics and   other general   merchandise --   TTM             $ 1,622  $ 1,727  $ 2,024  $ 2,214  $ 2,456    51%  Electronics and   other general   merchandise --   TTM % of North   America net   sales                32%      32%      34%      35%      37%  N/A  Other            $    62  $    63  $    81  $    68  $    72    15%  Other -- TTM     $   246  $   255  $   263  $   273  $   282    15%Supplemental International Segment Net Sales:  Media            $   718  $   757  $ 1,247  $ 1,000  $   910    27%  Media -- Y/Y   growth,   excluding F/X        20%      19%      21%      24%      23%  N/A  Media -- TTM     $ 3,077  $ 3,205  $ 3,485  $ 3,722  $ 3,914    27%  Electronics and   other general   merchandise     $   259  $   290  $   523  $   383  $   364    40%  Electronics and   other general   merchandise --   Y/Y growth,   excluding F/X        48%      51%      50%      34%      34%  N/A  Electronics and   other general   merchandise --   TTM             $ 1,033  $ 1,136  $ 1,337  $ 1,455  $ 1,560    51%  Electronics and   other general   merchandise --   TTM % of   International   net sales            25%      26%      28%      28%      28%  N/A  Other            $     5  $     3  $     8  $    10  $    11   143%  Other -- TTM     $    15  $    17  $    20  $    26  $    33   120%Supplemental Worldwide Net Sales:  Media            $ 1,448  $ 1,542  $ 2,498  $ 1,990  $ 1,833    27%  Media -- Y/Y   growth,   excluding F/X        18%      17%      21%      23%      25%  N/A  Media -- TTM     $ 6,337  $ 6,566  $ 7,067  $ 7,479  $ 7,863    24%  Electronics and   other general   merchandise     $   624  $   699  $ 1,399  $   947  $   970    55%  Electronics and   other general   merchandise --   Y/Y growth,   excluding F/X        38%      41%      51%      44%      53%  N/A  Electronics and   other general   merchandise --   TTM             $ 2,655  $ 2,863  $ 3,361  $ 3,669  $ 4,015    51%  Electronics and   other general   merchandise --   TTM % of WW net   sales                29%      30%      31%      32%      33%  N/A  Other            $    67  $    66  $    89  $    78  $    83    23%  Other -- TTM     $   261  $   272  $   283  $   299  $   315    21%Balance SheetCash and marketable securities        $ 1,419  $ 1,219  $ 2,019  $ 1,420  $ 1,665    17%Inventory, net -- ending            $   521  $   736  $   877  $   754  $   735    41%Inventory -- average inventory % of TTM net sales                 5.3%     5.8%     6.0%     6.0%     5.9%  N/AInventory turnover, average -- TTM               14.3     13.2     12.7     12.9     12.9   (10%)Fixed assets, net  $   405  $   449  $   457  $   442  $   443    10%Accounts payable days -- ending         53       63       53       47       54     2%OtherEmployees (full- time and part- time; excludes contractors & temporary personnel)         12,700   13,300   13,900   14,000   14,400    14%----------------------------------------------------------------------Note: The attached "Financial and Operational Summary" is an integral part of this Supplemental Financial Information and Business Metrics.(1) In Q2 2006, a fee dispute with Toysrus.com reduced our operating income by $20 million.(2) Q4 2005 net income includes a tax benefit of $90 million related to determining that certain of our deferred tax assets are realizable.
    Amazon.com, Inc.    Financial and Operational Summary    (Unaudited)

Quarterly Results of Operations (comparisons are with the equivalent period of the prior year, unless otherwise stated)

    Net Sales    --  Generally, revenue is recorded gross for sales of our own        inventory and net for sales by third parties.    --  Amounts paid in advance for subscription services, including        amounts received from Amazon Prime, online DVD rentals and        other membership programs, are deferred and recognized as        revenue over the subscription term.    --  Shipping revenue was $152 million, up 19% from $128 million.    Cost of Sales    --  Cost of sales consists of the purchase price of consumer        products sold by us, inbound and outbound shipping charges,        packaging supplies, amortization of our DVD rental library and        costs incurred in operating and staffing our fulfillment and        customer service centers on behalf of other businesses.    --  Payment processing and related transaction costs, including        those associated with our third-party seller transactions, are        classified in "Fulfillment" on our consolidated statements of        operations.    --  Outbound shipping costs totaled $227 million, up 21% from $188        million. Net shipping cost was $75 million or 2.6% of net        sales, up 25% from a net shipping cost of $60 million or 2.8%        of net sales in the prior period.    --  We offer free-shipping and subscriptions to Amazon Prime,        which result in a net cost to us in delivery of products.    Operating Expenses    --  Depreciation expense for fixed assets, including amortization        of internal-use software and website development, was $63        million, up from $41 million.    --  Depreciation is recorded on a straight-line basis over the        estimated useful lives of the assets (generally two years or        less for assets such as internal-use software and our DVD        rental library, two or three years for our technology        infrastructure, five years for furniture and fixtures, and ten        years for heavy equipment).    --  We utilize the accelerated method, rather than a straight-line        method, for recognizing stock-based compensation expense.        Under this method, over 50% of the compensation cost would be        expensed in the first year of a four-year vesting term.    --  Stock-based compensation was $46 million, compared to $30        million.    --  Operating expenses with and without stock-based compensation        are as follows:                    Three Months Ended         Three Months Ended                      June 30, 2007              June 30, 2006                -------------------------- --------------------------                  As     Stock-Based         As     Stock-Based                Reported Compensation Net  Reported Compensation Net                -------- ------------ ---- -------- ------------ ----Operating Expenses: Fulfillment      $ 258     $  (10)   $248   $ 189      $   (7)  $182 Marketing           65         (2)     63      53          (1)    52 Technology and  content           201        (25)    176     167         (16)   151 General and  administrative     58         (9)     49      50          (6)    44 Other operating  expense             3          -       3       3           -      3                -------  ----------   ---- -------  -----------  ----    Total     operating     expenses     $ 585     $  (46)   $539   $ 462      $  (30)  $432                =======  ==========   ==== =======  ===========  ====Year-over-year Percentage Growth: Fulfillment         36%                36%     20%                20% Marketing           23                 23      26                 28 Technology and  content            20                 16      58                 63 General and  administrative     15                 11      32                 37Percent of Net Sales: Fulfillment        9.0%               8.6%    8.9%               8.5% Marketing          2.2                2.2     2.5                2.4 Technology and  content           7.0                6.1     7.8                7.1 General and  administrative    2.0                1.7     2.4                2.1
    Fulfillment    --  Certain of our fulfillment-related costs that are incurred on        behalf of other businesses are classified as cost of sales        rather than fulfillment.    --  The increase in fulfillment costs in absolute dollars relates        to variable costs corresponding with sales volume and        inventory levels; our mix of product sales; payment processing        and related transaction costs, including mix of payment        methods and costs from our guarantee from certain third-party        seller transactions; and costs from expanding fulfillment        capacity.    --  Additionally, because payment processing costs associated with        third-party seller transactions are based on the gross        purchase price of underlying transactions, and payment        processing and related transaction costs are higher as a        percentage of revenue versus our retail sales, our third-party        sales have higher fulfillment costs as a percentage of net        sales.    --  We expanded our fulfillment capacity in the first half of 2007        and throughout 2006 through gains in efficiencies as well as        increases in leased warehouse space. This expansion is        designed to accommodate greater selection and in-stock        inventory levels and meet anticipated shipment volumes from        sales of our own products as well as sales by third parties        for whom we provide the fulfillment.    Technology and Content    --  Technology and content expenses consist principally of payroll        and related expenses for employees involved in application        development, category expansion, editorial content, buying,        merchandising selection, and systems support, as well as costs        associated with the systems and telecommunications        infrastructure.    --  We continue to invest in several areas of technology and        content including seller platforms, web services, and digital        initiatives, as well as expansion of new and existing product        categories. We are also investing in technology infrastructure        so that we can continue to enhance the customer experience and        improve our process efficiency. The growth rate of our        technology and content spending decreased in Q2 2007 and the        six months ended June 30, 2007 compared to the comparable        prior period. We intend to continue investing in areas of        technology and content as we continue to add employees to our        staff and add technology infrastructure.    --  Certain costs relating to development of internal-use        software, including development of software to upgrade and        enhance our websites and processes supporting our business,        are capitalized and depreciated over two years.
                                                   Q2 2007    Q2 2006                                                  ---------- ---------                                                     (in millions)Capitalized costs of internal-use software        $     33   $     32and website developmentAmortization of previously capitalized amounts         (28)       (20)                                                  ---------- ---------   Net capitalization                             $      5   $     12                                                  ========== =========
    Stockholders' Equity and Stock-Based Awards    --  We granted restricted stock unit awards of 5.8 million shares        in Q2 2007 with a per share weighted average fair value of        $44.    --  As of June 30, 2007, there were 22.1 million shares underlying        outstanding stock awards, consisting of 18.6 million shares        underlying restricted stock units and 3.5 million shares        underlying stock options with a $23 weighted-average exercise        price.    --  As of June 30, 2007, outstanding common shares plus shares        underlying outstanding stock-based awards were 435 million,        down 2% from 443 million as of June 30, 2006. This total        includes all stock-based awards outstanding, without regard        for estimated forfeitures, consisting of vested and unvested        awards and in-the-money and out-of-the-money stock options.    --  The increase in stock-based compensation is primarily        attributable to the increased number of outstanding restricted        stock units and higher grant date fair value per share.    --  In August 2006, our Board of Directors authorized a 24-month        program to repurchase up to an aggregate of $500 million of        our common stock from which we repurchased 8.2 million shares        for $252 million in 2006 and 6.3 million shares for $248        million in Q1 2007.    --  In April 2007, our Board of Directors authorized a new        24-month program to repurchase up to an aggregate of $500        million of our common stock.    Other Expense, net    --  Other expense, net consists primarily of gains or losses on        marketable securities, foreign-currency transaction gains and        losses, and other miscellaneous gains and losses.    --  Foreign-currency transaction gains (losses) primarily relate        to the interest payable on our 6.875% PEACS, as well as        foreign-currency gains and losses on cross-currency        investments. Since interest payments on our 6.875% PEACS are        settled in Euros, the balance of interest payable is subject        to gains or losses resulting from changes in exchange rates        between the U.S. Dollar and Euro between reporting dates and        payment.    Remeasurements and Other    --  The remeasurement of our 6.875% PEACS and intercompany        balances can result in significant gains and losses associated        with the effect of movements in currency exchange rates.    Income Taxes    --  Our tax provision for interim periods is determined using an        estimate of our annual effective tax rate. The 2007 effective        tax rate is estimated to be lower than the 35% statutory rate        primarily due to anticipated earnings of our subsidiaries        outside of the U.S. in jurisdictions where our effective tax        rate is lower than in the U.S. There is a potential for        significant volatility of our 2007 effective tax rate due to        several factors, including variability in accurately        predicting our taxable income and the taxable jurisdictions to        which it relates.    --  The effective tax rate in 2006 was higher than the 35%        statutory rate resulting from establishing our European        headquarters in Luxembourg, which we expect will benefit our        effective tax rate over time. Associated with the        establishment of our European headquarters, we transferred        certain of our operating assets in 2005 and 2006 from the U.S.        to international locations.    --  Effective January 1, 2007, we adopted the provisions of FIN        48. As of January 1, 2007, our unrecognized tax benefits ("tax        contingencies") totaled $110 million.    --  As a result of the implementation of FIN 48, our tax        contingencies increased $8 million, which was accounted for as        a decrease to retained earnings of $11 million, which would        otherwise have increased our income tax expense in prior        periods, and an increase to additional paid-in capital of $3        million related to the tax benefits of excess stock-based        compensation deductions. These amounts do not include the        federal tax benefit associated with these tax contingencies        that will be available to us. To reflect the federal benefit        upon the implementation of FIN 48, we also recorded an        increase to our deferred tax assets of $2 million which was        accounted for as a $3 million increase to retained earnings        and a $1 million decrease to additional paid-in capital. As of        June 30, 2007, changes to our tax contingencies that are        reasonably possible in the next 12 months are not material.    --  We recognize accrued interest and penalties related to our tax        contingencies as income tax expense. Our January 1, 2007 tax        contingencies include $13 million of interest and penalties,        including a $9 million increase related to our adoption of FIN        48. This increase decreased retained earnings by $6 million,        net of a $3 million federal tax benefit.    --  We file U.S. federal income tax returns as well as income tax        returns in various states and foreign jurisdictions. We may be        subject to examination by the Internal Revenue Service ("IRS")        for calendar years 2003 through 2006. Additionally, any net        operating losses that were generated in prior years and        utilized in these years may also be subject to examination by        the IRS. We are under examination, or may be subject to        examination, in the following major jurisdictions for the        years specified: Pennsylvania for 2002 through 2006, Kentucky        for 2003 through 2006, Delaware for 2004 through 2006, France        for 2003 through 2006, Germany for 1998 through 2006,        Luxembourg for 2003 through 2006, and the United Kingdom for        1999 through 2006. In addition, in February 2007, Japanese tax        authorities assessed income tax, including penalties and        interest, of approximately $90 million against one of our U.S.        subsidiaries for the years 2003 through 2005. We believe that        these claims are without merit and are disputing the        assessment. Further proceedings on the assessment will be        stayed during negotiations between U.S. and Japanese        authorities over the double taxation issues the assessment        raises, and we have provided bank guarantees to suspend        enforcement of the assessment. We also may be subject to        income tax examination by Japanese tax authorities for 2006.    --  We have U.S. federal net operating losses that are classified        as deferred tax assets and are being utilized to reduce our        taxes payable to nominal levels.    Foreign Exchange    --  The effect on our consolidated statements of operations from        year-over-year changes in exchange rates versus the U.S.        dollar throughout the period is as follows:
                               Three Months Ended June 30,                   ---------------------------------------------------                             2007                      2006                   ------------------------- -------------------------                     At                        At                    Prior  Exchange           Prior  Exchange                    Year     Rate             Year     Rate                   Rates   Effect      As    Rates   Effect      As                     (1)      (2)   Reported   (1)      (2)   Reported                   ------- -------- -------- ------- -------- --------Net sales          $2,840      $46   $2,886  $2,163    $ (24)  $2,139Gross profit          691       10      701     514       (5)     509Operating expenses    578        7      585     464       (2)     462Income from operations           113        3      116      49       (2)      47Net interest expense and other(3)               -        -        -      (4)      (1)      (5)Remeasurements and other income (expense)(4)          (3)      (2)      (5)      2       10       12Net income             77        1       78      19        3       22Diluted earnings per share         $ 0.19      $ -   $ 0.19  $ 0.04    $0.01   $ 0.05(1) Represents the outcome that would have resulted had currencyexchange rates in the current period been the same as those in effectin the comparable prior year period for operating results, and if wedid not incur the variability associated with remeasurements for our6.875% PEACS and intercompany balances.(2) Represents the increase or decrease in reported amounts resultingfrom changes in exchange rates from those in effect in the comparableprior year period for operating results, and if we did not incur thevariability associated with remeasurements for our 6.875% PEACS andintercompany balances.(3) Includes foreign-currency gains and losses on cross-currencyinvestments.(4) Includes foreign-currency gains and losses on remeasurement of6.875% PEACS and intercompany balances.
    Cash Flows and Balance Sheet    --  Tax benefits resulting from stock-based compensation        deductions in excess of amounts reported for financial        reporting purposes were $35 million in Q2 2007 and $133        million for the trailing twelve months, compared to $21        million in Q2 2006 and $34 million for the trailing twelve        months ended June 30, 2006.    --  Our cash, cash equivalents and marketable securities of $1.66        billion, at fair value, primarily consist of cash, investment        grade securities and AAA-rated money market mutual funds.        Included are amounts held in foreign currencies of $530        million, primarily in Euros, British Pounds and Japanese Yen.    --  Other assets include, among other things, $171 million of        marketable securities restricted for longer than one year, $39        million of intangible assets net, $19 million of certain        equity investments, and $6 million of deferred issuance costs        on long-term debt. Marketable securities restricted for longer        than one year primarily relate to amounts pledged or otherwise        restricted as collateral for standby letters of credit,        guarantees, debt, and real estate leases.    --  Accrued expenses and other current liabilities include, among        other things, liabilities for gift certificates of $173        million, professional fees, marketing activities, workforce        costs - including accrued payroll, vacation and other        benefits--and unearned revenue of $77 million, which is        recorded when payments are received in advance of performing        our service obligations and is recognized ratably over the        service period.    Long-term debt primarily includes the following (in millions):
                                      Principal                                         at     Interest Principal Due                                       Maturity   Rate        Date                                      --------- -------- -------------Convertible Subordinated Notes        $  900(1)   4.750% February 2009Premium Adjustable Convertible Securities ("PEACS")                    325(2)   6.785% February 2010                                      ------                                      $1,225                                      ------(1) The 4.75% Convertible Subordinated Notes are convertible into our common stock at the holders' option at a conversion price of $78.0275 per share. Total common stock issuable upon conversion of our outstanding 4.75% Convertible Subordinated Notes is 11.5 million shares, which is excluded from our calculation of earnings per share as its effect is anti-dilutive. We have the right to redeem the 4.75% Convertible Subordinated Notes, in whole or in part, by paying the principal and a redemption premium, plus any accrued and unpaid interest. At June 30, 2007, the redemption premium, which decreases by 47.5 basis points on February 1 of each year until maturity, was 0.95%.(2) The 6.875% Premium Adjustable Convertible Securities ("6.875% PEACS") are convertible into our common stock at the holders' option at a conversion price of EUR 84.883 per share ($114.96 per share, based on the exchange rate as of June 30, 2007). Total common stock issuable upon conversion of our outstanding 6.875% PEACS is 2.8 million shares, which is excluded from our calculation of earnings per share as its effect is anti-dilutive. The U.S. Dollar equivalent principal, interest, and conversion price fluctuate based on the Euro/U.S. Dollar exchange ratio. We have the right to redeem the 6.875% PEACS, in whole or in part, by paying the principal plus any accrued and unpaid interest.
    --  Other long-term liabilities include tax contingencies,        long-term capital lease obligations, and other long-term        obligations. For further discussion of long-term tax        contingencies, see our discussion of "Income Taxes" above.    --  We acquired certain companies during Q2 2007 for an aggregate        purchase price of $33 million, including cash payments of $24        million in the three months ended June 30, 2007 and future        cash payments of $9 million. We also made principal payments        of $13 million on acquired debt in connection with one of        these acquisitions. Additional consideration for these        acquisitions is contingent upon continued employment. This        amount is expensed as compensation over the employment period        and not included in the purchase price. Acquired intangibles        totaled $24 million and have estimated useful lives of between        two and ten years. The excess of purchase price over the fair        value of the net assets acquired was $17 million and is        classified as "Goodwill" on our consolidated balance sheets.        The purchase price allocation for each acquisition is        preliminary and subject to revision, and any change to the        fair value of net assets acquired will lead to a corresponding        change to the purchase price allocable to goodwill. The        results of operations of the acquired companies have been        included in our consolidated results from each closing date        forward. The effect of these acquisitions on consolidated net        sales and operating income for Q2 2007 was not significant.    Certain Definitions and Other    --  We present segment information for North America and        International. We measure operating results of our segments        using an internal performance measure of direct segment        operating expenses that excludes stock-based compensation and        other operating expense, each of which is not allocated to        segment results. Other centrally incurred operating costs are        fully allocated to segment results. Our operating results,        particularly for the International segment, are affected by        movements in foreign exchange rates.    --  The North America segment consists of amounts earned from        retail sales of consumer products (including from third-party        sellers) and subscriptions through North America-focused        websites such as www.amazon.com, www.shopbop.com,        www.endless.com and www.amazon.ca; from our Amazon Prime        membership program; and from non-retail activities such as        North America-focused Amazon Enterprise Solutions program, and        marketing and promotional agreements. This segment includes        export sales from www.amazon.com and www.amazon.ca.    --  The International segment consists of amounts earned from        retail sales of consumer products (including from third-party        sellers) and subscriptions through internationally focused        websites such as www.amazon.co.uk, www.amazon.de,        www.amazon.co.jp, www.amazon.fr, and Joyo Amazon websites at        www.joyo.cn and www.amazon.cn; from our International DVD        rental service; and from non-retail activities such as        internationally focused marketing and promotional agreements.        This segment includes export sales from these internationally        based sites (including export sales from these sites to        customers in the U.S. and Canada) but excludes export sales        from www.amazon.com and www.amazon.ca.    --  We provide supplemental sales information within each segment        for three categories: Media, Electronics and Other General        Merchandise, and Other. Media consists of amounts earned from        DVD rentals and retail sales from all sellers of books, music,        DVD/video, magazine subscriptions, software, video games and        video-game consoles. Electronics and Other General Merchandise        consists of amounts earned from retail sales from all sellers        of items not included in Media, such as electronics and        office, camera and photo, toys and baby, tools, home and        garden, apparel, shoes, sports and outdoors, kitchen and        housewares, gourmet food, grocery, jewelry and watches, health        and personal care and beauty. The Other category consists of        non-retail activities, such as the Amazon Enterprise Solutions        program and miscellaneous marketing and promotional        activities, such as our co-branded credit card programs.    --  Operating cash flow is net cash provided by (used in)        operating activities, including cash outflows for interest and        excluding proceeds from the exercise of stock-based employee        awards. Free cash flow is operating cash flow less cash        outflows for purchases of fixed assets, including internal-use        software and website development.    --  Operating cycle is number of days of sales in inventory plus        number of days of sales in accounts receivable minus accounts        payable days. Accounts payable days are calculated as the        quotient of accounts payable to cost of sales, multiplied by        the number of days in the period. Inventory turns are        calculated as the quotient of trailing twelve month cost of        sales to average inventory over five quarter ends.    --  Return on invested capital is trailing-twelve-month free cash        flow divided by average total assets less current liabilities        over five quarter ends.    --  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 our websites. Customer accounts        include customers of Amazon Marketplace, and our Merchants@        and Syndicated Stores programs, but exclude certain customers,        including DVD rental customers, customers associated with        certain of our acquisitions (including Joyo Amazon customers),        Amazon Enterprise Solutions program customers, Amazon.com        Payments customers and the customers of select companies with        whom we have a technology alliance or marketing and        promotional relationship. Customers are considered active when        they have placed an order during the preceding twelve-month        period.    --  References to sellers or merchants mean active seller        accounts, which are established when a seller receives an        order from a customer account. Seller accounts include sellers        in Amazon Marketplace, and Merchants@ platforms, but exclude        Amazon Enterprise Solutions sellers. Sellers are considered        active when they have received an order during the preceding        twelve-month period.    --  References to registered developers mean cumulative registered        developer accounts, which are established when potential        developers enroll with Amazon Web Services and receive a        developer access key.    --  References to units mean units sold (net of returns and        cancellations) by us and by third-party sellers at Amazon.com        domains worldwide - such as www.amazon.com, www.amazon.co.uk,        www.amazon.de, www.amazon.co.jp, www.amazon.fr and        www.amazon.ca - and at Syndicated Stores domains, as well as        Amazon.com-owned items sold through catalogs and at        non-Amazon.com domains, such as books, music and DVD/video        items ordered from Amazon.com's store at www.target.com. Units        sold do not include units associated with certain of our        acquisitions (including Joyo Amazon units), Amazon.com gift        certificates or DVD rentals.
    CONTACT: Amazon.com Investor Relations             Kim Nelson, 206/266-2171             ir@amazon.com             www.amazon.com/ir             or             Amazon.com Public Relations             Patty Smith, 206/266-7180    SOURCE: Amazon.com, Inc.