Audible, Inc. Announces $3.5 Million Equity Investment; Company Also Announces It Will Significantly Beat Q4 Cash Burn Guidance.

Business Editors

WAYNE, N.J.--(BUSINESS WIRE)--Jan. 28, 2002

Audible, Inc. (NASDAQ NM: ADBL) announced today that it has executed a $3.5 million private equity investment agreement with the New York-based institutional investment firm, Special Situations Funds.

Audible is the leading provider of downloadable spoken audio that informs and entertains anywhere and at any time with audio editions of books, newspapers, magazines, radio programs and original shows. Audible expects to close the transaction shortly, subject to standard closing conditions.

In related news, Audible also announced that the company will significantly exceed its stated expectations of reducing cash burn in the 4th quarter. The company will report that it used $2.0 million in cash during Q4 2001, a decrease of $3.6 million, or 64%, as compared to the $5.6 million in cash used during Q3 2001.

"We welcome this new investment and endorsement from Special Situations Funds, as we also welcome this transaction's positive effect on our balance sheet," said Donald Katz, Chairman and CEO of Audible, Inc. "The cash cushion provided by this investment - in concert with increased operating efficiencies and growth levels that have allowed Audible to so dramatically decrease our cash burn - are important elements of our determined march to profitability."

Audible has agreed to sell 4,069,768 shares of common stock in the transaction at a per share price of 86 cents, a 2% discount to the 20 day moving average price of Audible shares on January 14th, when negotiations with Special Situation Funds were completed. In addition, Audible will issue warrants to acquire an additional 1,220,930 shares of common stock, at a per share exercise price of $1.15. The shares and warrants have not been registered under the Securities Act of 1933 or applicable state securities laws and may not be offered or sold in the United States or any state thereof absent registration under the Securities Act and applicable state securities laws or an applicable exemption from registration requirements.

Audible also announced that it expects to call a special meeting of its stockholders as soon as practicable at which it will seek approval of an amendment to its certificate of incorporation increasing the authorized number of common shares.

About Audible, Inc.

Audible(R) (www.audible.com(R)) is the Internet's largest, most diverse

provider of premium spoken audio services for content download or playback on personal computers or AudibleReady(TM) PC-based mobile devices. Audible has more than 32,000 hours of audio programs and 165 content partners that include leading audiobook publishers, broadcasters, magazine and newspaper publishers and business information providers. Audible.com is Amazon.com's (www.amazon.com) exclusive provider of spoken word products for downloading or streaming via the Web. Additionally, the Company is strategically aligned with Random House, Inc., to pioneer the first-ever imprint to produce spoken word content specifically suited for digital distribution, Random House Audible. Among the Company's key business partners are Card Access Inc., Casio Inc., Compaq Computer Corporation, Handspring, Hewlett-Packard Company, Microsoft Corporation, Royal Philips Electronics, RealNetworks, Inc., SONICblue Incorporated's Rio Audio Group, Sony Electronics, Texas Instruments and VoiceAge Corp.

Audible and www.audible.com are registered trademarks of Audible, Inc.; AudibleReady is a trademark of Audible, Inc. and all are part of the family of Audible, Inc. trademarks.

Other product or service names mentioned herein are the trademarks of their respective owners.

This press release contains information about Audible, Inc. that is not historical fact and may be deemed to contain forward-looking statements about the company. Actual results may differ materially from those anticipated in any forward-looking statements as a result of certain risks and uncertainties, including, without limitation, Audible's limited operating history, history of losses, uncertain market for its services, and its inability to license or produce compelling audio content and other risks and uncertainties detailed in the company's Securities and Exchange Commission filings.