Bidnow.com Completes Acquisition of Gallatin Mortgage Company; Major Creditors of Bidnow.com Restructure Debt.

Business Editors/Technology Writers

WARMINSTER, Pa.--(BUSINESS WIRE)--Jan. 4, 2000

Bidnow.com Calls Special Shareholder Meeting to

Seek Approval of Reverse Stock Split

Bidnow.com, Inc. (the "Company") (OTCBB:BIDN) announced today that it has entered into a definitive agreement to acquire all the outstanding shares of Gallatin Mortgage Company ("Gallatin") in a stock for stock exchange effective December 31, 1999. The shareholders of Gallatin are being issued a newly designated series of a preferred voting, convertible, junior preferred stock (the "Acquisition Preferred"). Gallatin has been working closely with the Company and its creditors for more than 90 days and already provided bridge funding to the Company. Gallatin's shareholders have agreed to assist the Company in raising at least $1,000,000 of new financing and to seek and fund additional acquisitions and business opportunities.

"One of our first projects will be to create a mortgage banking site linked directly to the Bidnow.com web site," stated Michael Mullin, President of Gallatin, who will become the Company's new CEO. "Gallatin has been in business since 1996 and it has a seasoned management team of mortgage and commercial bankers. We are excited regarding the synergy between Gallatin and Bidnow.com. The Company's software is very sophisticated and they continue to get good traffic on the bidnow.com web site, even without the funding to advertise and continue its development," continued Mullin.

The Gallatin acquisition was the condition precedent for a restructuring of a majority of the Company's debt, totaling approximately $3.3 million, into a newly designated series of convertible preferred stock (the "Creditor Preferred"). These major creditors agreed to accept this preferred stock effective December 31, 1999, with the closing of the Gallatin acquisition. The Creditor Preferred stock bears a cumulative dividend of ten percent per annum and converts into approximately 41 million shares of common stock at the option of the holder. (This will be adjusted to 4,100,000 shares of common stock post-reverse split, if a proposed reverse split is approved by the shareholders.) The Company also approved three (3) series of warrants. Each series allows the purchase of up to 2,000,000 post-reverse shares of common stock. These warrants were structured to provide incentive for the Gallatin shareholders to perform as forecasted. These warrants are exercisable at post-reverse split prices of $1.00, $2.00, $3.00 respectively and expire on December 31, 2000, December 31, 2001, December 31, 2002 respectively.

The Company has set Monday, January 31, 2000 as the date for a special shareholders' meeting to seek shareholder approval of a one-for-ten reverse stock split of the common shares currently outstanding, which totals approximately 14,000,000 shares. Upon such formal shareholder approval, the Acquisition Preferred issued to the Gallatin shareholders will automatically convert into 9,600,000 post-reverse split shares of common stock. Combined with the approximately 1,400,000 post-reverse split shares remaining outstanding, there will be a total of approximately 11,000,000 shares of common stock outstanding. The shareholders will also be asked to ratify a new Board of Directors to replace the majority of the Board of Directors who have submitted their resignations as part of the Gallatin acquisition.

Edward Stanojev, President of Bidnow.com and who will continue as President of the Company stated, "We are excited to have completed this complex restructuring and the building of a new foundation for the Company's growth through the acquisition of Gallatin. Auction houses, such as bidnow.com's, have a large financial component. Gallatin's financial expertise, contacts and capital will be invaluable in exploiting our opportunities to develop the interactive auction model."

About bidnow.com. Bidnow.com, Inc. is an Internet and television based e-commerce platform, which combines the excitement of live auction entertainment and home shopping into one venue. The Company plans to generate revenue, profitability and shareholder value by leveraging its unique market positioning and key strategic relationships to become an important Internet auction portal site. The general public, special collectors, auctioneers, manufacturers and liquidators can receive information by contacting the webmaster via e-mail at [e-mail]. The Company plans to re-locate all of its operations to its newly acquired 24,000 square foot facility, located in New Kensington, Pennsylvania, with the completion of this project. Until then, various aspects of the daily operations will be outsourced to provide for a seamless transition.

Forward Looking Statements. Certain matters discussed within this press release may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurances that its expectations will be attained. Such statements are inherently uncertain, and actual results and activities may differ materially from those estimated or projected. The Company has no obligation to update the statements contained in this release or to take action that is described herein or otherwise presently planned.