Barnes & Noble Opens Superstore in the Historic Baltimore Power Plant At the Inner Harbor On October 6.

NEW YORK--(BUSINESS WIRE)--Oct. 5, 1998--

Store Contains 16-Foot, 3,000-Gallon Freshwater Habitat,

First Off-Site Exhibit from Baltimore's National Aquarium 

Barnes & Noble, Inc., the nation's largest bookseller, will open its new superstore in Baltimore's Inner Harbor on Tuesday, October 6, at 5 p.m. The two-story, 35,000 square-foot store is located in Baltimore's historic Power Plant at 601 E. Pratt St., Pier 4. The public is invited to celebrate the opening at a gala, which will take place that day from 5 p.m. to 9 p.m.

The new Barnes & Noble Inner Harbor store is housed in a building rich with historical significance. The Power Plant was built in 1901 by the United Railways and Electric System, which transported more than a million passengers annually. The Power Plant's water-tube boilers were coal fired, and the transit company soon found it was cheaper to buy hydroelectric power generated elsewhere.

Baltimore Gas and Electric purchased the Power Plant in 1921 and refitted its boilers to produce steam for the heating and cooling of downtown buildings and other needs. The building served in this capacity until it was retired from service in 1973 and has been vacant for a number of years. Today, the Power Plant's distinctive brick exterior and smokestacks continue to be an historic and beloved feature of the Inner Harbor skyline. The new Barnes & Noble store has been built around the original smokestacks.

"We're proud to play a part in maintaining the architectural integrity of this Baltimore landmark," said Alan Kahn, chief operating officer of Barnes & Noble, Inc. "We're happy to be part of Baltimore -- The City That Reads, and we're confident that our new store will match the needs of even the most voracious Baltimore reader. In addition to the books on the shelves, the store will offer in excess of one million book titles, usually shipped within 24 hours, from our distribution center."

The opening day gala will feature the unveiling of a permanent National Aquarium exhibit in the store -- the result of a unique partnership between The National Aquarium in Baltimore and Barnes & Noble. The 16-foot, 3,000-gallon aquarium, designed and built exclusively for Barnes & Noble by the National Aquarium, will include 100 species of fish and plants found in the flooded forests of the Amazon riverbank. This first off-site exhibit by the National Aquarium will be maintained by its staff.

In addition to the aquarium unveiling, Barnes & Noble's October 6 gala will include performances by the Atlantic String Quartet, featuring members of the Baltimore Symphony Orchestra. Guests will sample light fare by Chef John Shields, author of Chesapeake Bay Cooking with John Shields and host of the Maryland Public Television show of the same name. Signed copies of his book will be available.

A percentage of the gala's sales will benefit First Book, a national organization dedicated to distributing books to children who have little or no access to books. In partnership with the local First Book chapter, Barnes & Noble will host a book party at a later date where children from New Song Community Learning Center in Sandtown will visit the store to choose a book of their very own.

The Barnes & Noble Inner Harbor store will employ more than 100 knowledgeable booksellers from the Baltimore area. It will carry more than 175,000 different book titles in a wide range of subjects, many from thousands of small, independent publishers and university presses. While some 50,000 titles are common to all Barnes & Noble stores, the other 125,000 book titles are carefully selected to reflect the local lifestyles and interests of Baltimore customers.

"Barnes & Noble is dedicated to providing the kinds of community services our customers want in a relaxed and welcoming environment," said Kelly Brandt, the store manager for the new Inner Harbor store. "These services involve an ongoing calendar of exciting, free events, including poetry readings, book discussion groups and author signings, all designed to respond to the specific interests of the Baltimore community."

The new Inner Harbor store's large and imaginative children's department features more than 15,000 titles, including all Newbery and Caldecott Award winning titles, as well as time-honored classics and new arrivals. Its music department offers more than 55,000 CDs and cassette titles. The store will also have a Barnes & Noble Cafe.

About Barnes & Noble, Inc.

Barnes & Noble, Inc. (NYSE:BKS) operates 500 Barnes & Noble bookstores and 508 B. Dalton bookstores. Barnes & Noble stores stock an authoritative selection of more than 175,000 titles and offer books from more than 27,000 publisher imprints with an emphasis on small, independent publishers and university presses. Barnes & Noble is the world's largest bookseller on the World Wide Web (http://www.barnesandnoble.com), and the exclusive bookseller on America Online (Keyword: bn). The company also publishes books under the Barnes & Noble imprint for exclusive sale through its retail stores, mail-order catalogs, and Web site.

General financial information on Barnes & Noble, Inc. can be obtained via the Internet by visiting the company's investor relations Web site: http://www.shareholder.com/bks/.