Amazon.com 2002 Annual Report Download - page 94

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Exhibit
Number Description
10.2‰ 1997 Stock Incentive Plan (incorporated by reference to Appendix B to the Company's Proxy
Statement on Schedule 14A, Ñled with the Securities and Exchange Commission on March 29,
2000).
10.3‰ 1999 Non-OÇcer Employee Stock Option Plan (incorporated by reference to the Company's
Registration Statement on Form S-8 (Registration No. 333-74419) Ñled March 15, 1999).
10.4 Common Stock Purchase Agreement, dated July 23, 2001, between Amazon.com, Inc. and America
Online, Inc. (incorporated by reference to the Company's Quarterly Report on Form 10-Q for the
Quarter Ended June 30, 2001).
10.5‰ Form of IndemniÑcation Agreement between the Company and each of its Directors (incorporated
by reference to the Company's Registration Statement on Form S-1 (Registration No. 333-23795)
Ñled March 24, 1997).
10.6‰ OÅer Letter of Employment to Rick Dalzell, dated August 13, 1997 (incorporated by reference to
the Company's Annual Report on Form 10-K for the Year Ended December 31, 1999).
10.7‰ OÅer Letter of Employment to JeÅ Wilke, dated September 2, 1999 (incorporated by reference to
the Company's Annual Report on Form 10-K for the Year Ended December 31, 1999).
10.8‰ Executive Compensation Letter to JeÅ Wilke, dated May 16, 2000 (incorporated by reference to the
Company's Quarterly Report on Form 10-Q for the Quarter Ended June 30, 2000).
10.9‰ OÅer Letter of Employment to Thomas J. Szkutak, dated August 26, 2002.
10.10‰ OÅer Letter of Employment to Mark Peek, dated February 28, 2000.
10.11‰ Executive Compensation Letter to Mark Peek, dated April 19, 2002.
10.12‰ Form of Restricted Stock Unit Agreement for OÇcers and Employees.
10.13‰ Form of Restricted Stock Unit Agreement for Directors.
10.14‰ Form of Restricted Stock Agreement (incorporated by reference to the Company's Annual Report
on Form 10-K for the Year Ended December 31, 2001).
12.1 Computation of Ratio of Earnings to Fixed Charges.
18.1 Preferability Letter of Ernst & Young LLP, Independent Auditors, regarding change in accounting
principle (incorporated by reference to the Company's Annual Report on Form 10-Q for the Quarter
Ended March 31, 2002).
21.1 List of SigniÑcant Subsidiaries.
23.1 Consent of Ernst & Young LLP, Independent Auditors.
99.1 CertiÑcation of JeÅrey P. Bezos, Chairman and Chief Executive OÇcer of Amazon.com, Inc.,
Pursuant to 18 U.S.C. Section 1350.
99.2 CertiÑcation of Thomas J. Szkutak, Senior Vice President and Chief Financial OÇcer of Ama-
zon.com, Inc., Pursuant to 18 U.S.C. Section 1350.
‰ Executive Compensation Plan or Agreement
(b) Reports on Form 8-K:
On November 7, 2002 the Company Ñled a Form 8-K under Item 9 announcing that Thomas O.
Ryder, Chairman and CEO of the Reader's Digest Association, was elected to the Amazon.com Board of
Directors.
85