August 2, 2001, 12:00 AM

CDNOW Makes Online Payments More Secure With Visa Payer Authentication

Kurt Peters

Senior Executive Editor

SAN FRANCISCO, Aug. 1 -- CDNOW, the leading online music destination, and Visa U.S.A., the world`s largest consumer payment system, today announced CDNOW is one of the first e-Merchants to make online payments more secure with Visa`s Payer Authentication service, "Verified by Visa." Verified by Visa, based on Visa`s 3-D Secure Interoperability Standard, gives CDNOW customers a safer online shopping experience by adding a layer of security that helps to reduce fraudulent use of Visa card numbers on the Internet, ultimately building consumer confidence for online shopping while reducing customer disputes and fraud losses for CDNOW.

Beginning Fall 2001, Visa cardholders can register for Verified by Visa through their card-issuing bank, giving them the ability to make authenticated online purchases with their Visa card. Registered Visa cardholders will then be asked to enter a password every time they buy merchandise at CDNOW, thus authenticating their identity similar to the way a signature verifies a cardholder in the physical world. Registration for the program is easy for consumers and the process of entering a password during an online purchase will take only a matter of seconds. CDNOW anticipates that installation of the Verified by Visa software will be complete in October 2001.

"CDNOW is proud to take a leading role in the implementation of Verified by Visa," said Samantha Liss, CDNOW Vice President of Marketing and Promotion. "In a business where we rely so heavily on bank card sales, it is essential to provide the most secure shopping experience possible for our customers."

"Visa Payer Authentication provides the first line of defense for cardholders," Jim McCarthy, Senior Vice President, e-Visa, a division of Visa U.S.A. "CDNOW`s implementation of this service will help prevent fraud and drive online transaction volume, further strengthening the mass-market online payment channel."

About Visa U.S.A.

Visa is the world`s leading payment brand and largest consumer payment system, enabling banks to provide their consumer and merchant customers with the best way to pay and be paid. More than 14,000 U.S. financial institutions rely on Visa`s processing system, VisaNet, to facilitate over $810 billion in annual transaction volume -- including more than half of all Internet payments -- with virtually 100 percent reliability. U.S. consumers carry more than 353 million Visa-branded smart, credit, commercial, stored value and check cards, accepted at approximately 22 million locations worldwide. Visa has long led the industry in developing payment security standards, and has been named the most trusted payment brand online. Visa`s people, partnerships, brand and payment technology are helping to create universal commerce -- the ability to safely conduct transactions anytime, anywhere and by any device. Please visit http://www.visa.com for additional information.

About CDNOW-Never miss a beat. (TM)

CDNOW, Inc. is part of the world`s #1 global music service company, BeMusic, a division of the Bertelsmann eCommerce Group (BeCG). As the ultimate connection to the world of music, CDNOW has 4.8 million customers and sells over 500,000 items including CDs, movies and digital downloads. Music fans can access exclusive artist video interviews, album reviews, expert recommendations, and daily music news from allstar News. CDNOW helps people discover and enjoy music in a personalized environment.

About BeMusic

BeMusic serves over 12 million subscribers, part of 23 million customers online and offline, and operates the world`s largest music club, BMG Music Service, industry-leading technology and Digital Rights Management companies, myplay, Inc., the pioneering digital music locker service, and CDNOW. BeCG properties include BMG Direct, Digital World Services, barnesandnoble.com, myplay, Inc., and its strategic alliance with Napster.

CONTACT:
Debby Appelbaum of CDNOW, Inc.
+1-215-619-9546
dappelbaum@cdnow.com

Ginger Baker of Visa U.S.A.
+1-650-432-1263
gibaker@visa.com

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