Be Free Forms Strategic Alliances With Leading Partners.

MARLBOROUGH, Mass.--(BUSINESS WIRE)--December 15, 1999--

OrderTrust Among Eleven Companies Entering Into

Marketing Partnerships with Be Free to Promote the Adoption

of Performance Marketing Programs

Be Free, Inc., (NASDAQ:BFRE), the leader of performance marketing, today announced strategic alliances with eleven category leading companies, including OrderTrust, Inc. Be Free will work in partnership with these companies to expand its reach within the industry and promote the valuable adoption of performance marketing programs with the partner companies' customers.

"As a truly customer-focused company, we look to align ourselves with partners that not only benefit our own marketing interests, but also provide added value and opportunity for our existing customer-base," said Rick Houpt, director of channel sales at Be Free. "These new alliances will further enhance our industry knowledge, perspective and service offerings to our customers, as well as help to spread the adoption of our services and position us as the leader in performance marketing."

"Be Free is well positioned to maintain leadership in the performance marketing space," said Jim Daniell, president and CEO of OrderTrust, Inc., a leading provider of order management services for e-commerce. "Be Free will bring increased traffic and buyers to our joint online merchant customers through dedicated, merchant-branded affiliate programs."

Following is a summary of the eleven firms entering into partnerships with Be Free:

--Absolutely Interactive (www.absolutelyinteractive.com), is an Internet advertising and marketing company based in Los Angeles, Calif. Absolutely Interactive uses site affiliations, targeted email campaigns and Web and offline incentives to target, capture, sell and resell its clients' products and services to specifically targeted customers.

--E-commerce Solutions Architects Group (ESA Group) (www.esagroup.com), of Manchester, N.H., is a leading provider of online marketing and technology components for the Internet. ESA Group's expertise includes market research, Web site development, customer profiling and affiliate marketing.

--InterActive Agency, Inc., (www.iagency.com), based in Santa Monica, Calif., develops creative marketing campaigns to drive traffic to Web sites. Their integrated use of public relations, advertising and online marketing extends their clients' communications strategies to the Web, increasing online awareness and sales.

--Interactive Papyrus (www.ipapyrus.com), of Colorado Springs, Colo., is a full-service interactive agency specializing in Web strategy, design and development for end-to-end solutions.

--OneChannel.net, of Mountain View, Calif., is a rapidly growing, Web-based provider of etail information management. It provides services and metrics for manufacturers and etailers, helping them efficiently manage and analyze their use of the Internet as a sales channel.

--OrderTrust, Inc., (www.ordertrust.net), based in Lowell, Mass., is a leading provider of order management services for e-commerce. Through its 24x7 order processing network, OrderTrust, Inc., manages information through the lifecycle of an order, providing 100% monitoring and auditing of all transactions. By taking advantage of OrderTrust's back-end services, merchants are free to focus on front-end initiatives such as building brand equity and driving site traffic.

--Solutions Factory, (www.solutionsfactory.com), based in Reston, Va., creates and manages results-driven e-business solutions that focus on revenue-generating opportunities that engage the customer. They specialize in customized content solutions, community management, e-commerce, global marketing and more.

--TechnoInteractive, formally Technomarketing, (www.technointeractive.com), a leading Web and multimedia developer based in Rolling Hills, Calif., helps create new business opportunities for its clients through emerging technologies. The company focuses on strategic Internet marketing, Web design, business and technical consulting, system integration, site hosting, connectivity and continuous online advertising to create effective and high profile Web sites.

--Vizium (www.vizium.com), is an Internet marketing consultancy and an e-CRM service solutions provider currently based in Marlborough, Mass. Vizium applies leading edge strategy, technology and expertise to help clients acquire, retain and maximize the lifetime value of customer relationships.

--W3PR (www.w3pr.com), of Woodland Hills, Calif., is an Internet marketing and public relations agency providing traditional and "pure play" Internet companies with strategic marketing counsel and marketing program implementation services. The company focuses on creating meaningful success and measurable performance through a comprehensive suite of services including affiliate marketing programs, search engine placement, online advertising, Internet public relations and Internet promotions.

--Whitestone Consulting, based in Orange, Calif., specializes in technical marketing for breakthrough technology companies.

About Performance Marketing

Performance marketing allows online marketers to increase sales, drive traffic, generate qualified leads and extend brand reach, all while paying only for the performance of their promotions. By paying only for results, marketers lower their customer acquisition costs and increase the power of their marketing budget. Be Free offers a truly customer-focused approach to performance marketing, producing superior overall results for its customers and enabling cross-promotions and cooperative marketing. In addition, Be Free offers a full-service suite of performance marketing services, from leading edge and scaleable infrastructure and tracking technology, to reliable reporting and channel management tools, to industry knowledge and value added services.

About Be Free, Inc.

Be Free, Inc. (NASDAQ: BFRE) is the leader of performance marketing - the next generation of online marketing. Be Free helps its customers build and manage uniquely branded online sales channels, e-nabling(sm) these sites to capture revenue by selling products in context on locations throughout the Web. Collectively, Be Free's customers have more than 2.2 million affiliates in their sales channels and include some of the Internet's leading merchants such as America Online, Inc. (NYSE: AOL), barnesandnoble.com (NASDAQ: BNBN), GoTo.com (NASDAQ: GOTO), Travelocity, Mercata, Reel.com (NASDAQ: HLYW), Priceline (NASDAQ: PCLN) and Yahoo!(R) GeoCities (NASDAQ: YHOO). Affiliates can enroll in performance marketing programs using Be Free's technology with a streamlined application form called FastApp, located at http://www.reporting.net/networks/affiliates/bf_fast_app.

Founded in 1996, Be Free has offices in Marlborough, MA, Pittsburgh, PA, Atlanta, GA, Chicago, IL, Los Angeles, CA, Campbell, CA and New York, NY. For more information, visit http://www.befree.com.

Statements in this news release about Be Free and its partners may be considered forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These statements are based on the Company's current expectations, hopes, beliefs and estimates. These statements involve risks and uncertainties that could cause actual results to differ materially from those anticipated or projected. Further information about the risk factors that could affect the Company's performance are contained in the Company's filings with the Securities Exchange Commission, including but not limited to its S-1 dated November 3, 1999.