FOR RELEASE January 23, 2003
eBook Leaders Team Up to Provide Digital Lending to Small and Midsized Public and School Libraries
Patrons Can Download Thousands of Best-selling Titles To PCs and Handheld Devices

(CLEVELAND - January 23, 2003) OverDrive, Inc., (www.overdrive.com) a world leader in digital media services, and Fictionwise, Inc. (www.fictionwise.com), one of the world's leading eBook retailers, have formed an alliance to provide affordable eBook lending solutions to small and independent libraries.

Under terms of the agreement, OverDrive will provide premium content and digital rights management services to Fictionwise for use in their Libwise product (www.libwise.com). Patrons of libraries using Libwise will be able to download eBooks to either a PC or any popular handheld devices such as Palm, PocketPC, WinCE, Psion, and even some Nokia cell phones. The agreement also includes a co-marketing alliance between the two companies to reach the library market.

Steve Pendergrast, co-founder of Fictionwise said, "Our partnership with OverDrive will give our Libwise customers the ability to choose from thousands of top titles to offer to their patrons. OverDrive has done an exceptional job of bringing the titles consumers want to the world of eBooks, and their extension of this effort to the library eBook market is crucial for industry growth."

Steve Potash, CEO of OverDrive said, "Fictionwise has developed a very cost effective product that makes it practical for any size library to establish a full-featured eBook lending site packed with thousands of best-selling titles from OverDrive's Content Reserve." He added: "The OverDrive-Fictionwise alliance will extend thousands of best-selling eBooks titles and leading digital rights management technology further into the library marketplace."

Earlier this year OverDrive introduced Digital Library Reserve, a digital media repository which has already gained the support of leading publishers and will be initially deployed by Cleveland Public Library.

About OverDrive
OverDrive, Inc. is a leading provider of digital book, DRM and media marketplace technologies enabling the secure distribution over global networks. OverDrive is a strategic partner to Microsoft Corporation (NASDAQ: MSFT), Adobe Systems, Inc. (NASDAQ: ADBE) and Palm Digital Media, a business unit of Palm, Inc. (NASDAQ: PALM). The company is a Gold Sponsor of the Open eBook Forum. OverDrive was founded in 1986 and is headquartered in Cleveland, Ohio.
Contact: Loree Potash (216) 573-6886 ext. 202 lpotash@overdrive.com

About Fictionwise
Fictionwise.com is the leading independent eBook retailer today with over 8,000 eBooks in all categories of fiction and nonfiction for sale in formats for personal computers and virtually all handheld devices. With sales topping 15,000 eBooks per month and extensive customer service experience, Fictionwise is uniquely positioned to service the fast-growing library market for eBooks. Fictionwise was founded in June, 2000 and is privately held.
Contact: Scott Pendergrast (973) 701-6771 scott@fictionwise.com