ANDALE, INC. AND HONESTY.COM MERGE TO CREATE THE MOST POWERFUL ECOMMERCE SERVICES NETWORK FOR ONLINE AUCTIONEERS WORLDWIDE

Combined, the 600,000 Andale and Honesty Sellers generate $1.7 billion in annualized auction transactions

Mountain View, Calif. and Chicago – July 17, 2000 – Andale™, Inc., the leading provider of auction management tools and services for online sellers, and Honesty.com, the highest trafficked auction community and support site in the world, today announced a merger that will create a powerful eCommerce services network for auction merchants and large corporate businesses around the world. This eCommerce network includes a wide range of auction management tools, community-based forums, and the industry's first sellers' council through Honesty'sOnline Traders Web Alliance (OTWA). By joining Honesty sellers, the OTWA community, and the Andale Merchant network together, the companies are unifying a force of 600,000 sellers who account for 31 percent of auctions – or approximately one out of every three ads – on eBay alone and are well positioned to have a potent impact on the industry.

Together, this union offers a world-class customer service team, improved technical resources, strong financial backing, and powerful auction products and services that empower today's Internet auction sellers, from the independent business seller all the way up to large corporations. The merger also strengthens OTWA, the auction community's most popular message forum, making it an official online sellers' council and the largest auction merchant organization in the industry. OTWA will feature regular, hosted guest forums, educational business seminars, seller chapter meetings, networking events, sellers' polls, buyer services, and many other informational and fun activities. More importantly, OTWA will be the auction sellers' business liaison and develop an intermediary function that helps to resolve disputes and pools merchant interests on top issues such as fraud, dead beat bidders, advertising, fees and other topics.

"Together, Andale and Honesty offer a full range of tools, services and community support that enhance online sales for the whole range of sellers in the industry, from casual, part-time participants, to 'Power Sellers' that use online auctions as their primary source of income, to multi-million dollar corporations leveraging the auction sales channel. It's the most complete resource for auction merchants on the web today," said Munjal Shah, CEO of Andale. "Online businesses that want to sell on auctions are the real winners. Now, they can display the Andale Merchant network brand, which signifies the most trusted and professional auction businesses online – and through OTWA, auctioneers have a stronger voice for driving change in the online marketplaces."

Honesty and Andale are well known in the auction industry for their personalized, world-class customer service, which remains a primary focus. Together, the new organization now offers a full range of tools and services designed to assist online auction sales at all revenue levels. Honesty's popular counters, quick listing, and image hosting services will continue to be offered free of charge. Joined with Andale, Honesty has an even stronger technical team, powerful new resources, and expanded facilities for continuing to give sellers what they need over the long term. Andale's complete auction management services will continue to enable these merchants to increase their online auction income as desired with the tools and support needed to grow successfully. Andale's B2B Channel Manager helps large, multi-million dollar corporations drive business-to-business (B2B) eCommerce on auction sites and exchanges as well.

"Online auctions aren't just a passing fad – this is an economic revolution," said Scott Samuel, CEO of Honesty and Chief Community Officer of Andale. "Sellers need powerful tools that can help grow their auction sales volume and increase their personal income, as well as a stronger voice to ensure they have a say in how the industry evolves. Andale brings Honesty users exactly what they have been demanding for the last 12 months. Together, we're a solid unit that has been created to empower auction sellers in a proactive manner to adegree that hasn't yet been seen in the online world."

Shah continued, "Now, both Andale and Honesty sellers are equipped with a revenue growth path, the world-class customer service and the community support to truthfully say that the auction revolution starts now."

Andale/Honesty Products and Services

The new organization offers the widest range of services and support for independent auction sellers, small businesses, and corporations leveraging auction sites and exchanges. The products and services now available include:

• Andale Auction Sales Manager – web-based service for driving successful online small businesses, allowing auction merchants to sell up to three times as many items as they usually do in a fraction of the time and effort.
• Honesty image storage, counters, quick listing tools – a place to start for casual or new sellers. These tools and services are free of charge and are designed to help budding businesses learn more about the ins and outs of online auction selling.
• Andale Merchant network (The Sellers' Brand) – The Andale Merchant network standardizes the auction experience, increases customer service levels and reduces risk for both buyers and sellers.
• Online Traders Web Alliance (The Sellers' Voice) – the industry's largest message forum that helps to unify the auction community, educate and inform auction sellers, and promotes networking among members. OTWA will evolve to become the industry's first sellers' council.
• Full-Service Auction Advisors – auction selling experts available by phone and email to provide counsel, support, and assistance for sellers looking to grow their business. Andale Customer Support representatives are also available to assist auction buyers in the online sales process.
• Andale auction buyer services – Directory of online merchants, standardized auction checkout, and personalized support for online auction buyers. Auction buyer services are free of charge.
• Andale B2B Channel Manager – powerful, hosted software that allows large companies such as Avcom, the largest reseller of Sun Microsystems equipment, to sell millions of dollars in hardware and software on auction sites and B2B exchanges.

About Andale
Andale (Ahn-du-lay) app.vendio.com is the first Web-based Auction Business Management service for online sellers that makes it possible to sell twice as much merchandise, on multiple markets such as eBay™, Amazon.com™ Auctions, Yahoo!™ Auctions and others, with half the amount of time and effort. Andale offers a best-of-breed resource for automating and managing all aspects of online selling – from product merchandising, to inventory and financial management, to customer communications and supplier sourcing – on multiple Net markets. Andale has received $62 million in financing from Bowman Capital Management, Texas Pacific Group's (TPG) Tarrant Venture Partners, Accel Partners, Mohr Davidow Ventures, Oak Hill Venture Partners and other angel investors. For more information call, 1-800-450-7515 or visit app.vendio.com.

About Honesty.com
Founded in March 1999, Honesty.com is the world's leading provider of counters, listing tools, OTWA message forums, and Internet measurement data for the online auction community. Honesty.com pioneered the automated, real-time auction counters used on eBay™, Amazon.com™, and Yahoo!™. Honesty is the world's highest trafficked auction community and support site in the world receiving more than 5.2 million web hits weekly, while Honesty counters and hosted images are placed on more than 2.1 million new auction ads each week. For more information call, 847-564-6800 or visit www.honesty.com.

Copyright 2000 Andale, Inc. and Honesty.com
All rights reserved.

Andale is a trademark of Andale, Inc. and Honesty.com is a trademark of Honesty. The names of actual companies and products mentioned herein may be the trademarks of their respective owners.

EDITORS' ADVISORY: Appointments to discuss the merger of Andale, Inc. and Honesty.com will be scheduled on a first come, first served basis. Interested editors should contact Debbie Foos at Lutchansky Communications at (408) 938-9051 x16.

EDITORIAL CONTACT:
Mary Camarata
Andale, Inc.
650-230-3017
mary@andale.com

Robin Lutchansky
Lutchansky Communications, Inc.
408-938-9051
robin@lcomm.com