For the Attention of Mrs Claudia Centoni Amazon EU S.A R.L. 5, Rue

pwc

For the attention of Mrs Claudia Centoni

Amazon EU S.a r.l. 5, rue Plaetis L-2338 Luxembourg

December 28, 2010

References: VCO /LTCL/DARA/Ai801004 7M-FSGT

Amazon EU S.a r.l. Amazon Services Europe S.a r.l. Amazon Media EU S.a r.1. Amazon Europe Holding Technologies S.C.S. and partners Amazon Eurasia Holdings S.a r.l. FinLux S.a r.1.

2009 Corporate tax returns

Dear Claudia,

We are pleased to provide you with the original corporate tax returns for the taxable year 2009, along with a copy for your records. These returns were prepared on the basis of the information provided by Ms Nancy Charlton.

Page 8 of the original income tax return must be signed by a legal representative of the company. The signed returns must then be sent to the following address for Amazon Services Europe S.a r.l., Amazon EU S.a r.l., Amazon Europe Holding Technologies S.C.S. and its partners, Amazon Media EU S.a r.l. and Amazon Eurasia Holdings S.a rJ.:

Administration des Contributions Directes Bureau d'imposition Societes V 18, rue du Fort Wedell L-2982 Luxembourg

The signed FinLux S.a r.l. return must then be sent to the following address:

Administration des Contributions Directes Bureau d'imposition - VI 18, rue du Fort Wedell

In could you us a copy of the tax assessments for the taxable year 2009 as soon as you receive them, so that we can that match the filed returns?

note that if it is necessary to the latter has to term of pwc

With respect to these tax returns, we would like to draw your attention to the following items.

1 General information

• Advance tax agreement

We understand the ATA currently in place is valid only until 2010 (financial year included). We would therefore advise to review it and, if necessary, amend the terms of the agreement already reached.

We remain at your disposal to work on that issue, should you need it.

• Investments in subsidiaries

As regards the financing of the investments in subsidiaries for Amazon EU S.a r.l. (AEU), and as requested by you, we completed the tax returns based on the excel file you sent us.

We understand that, based on your analysis, Amazon Joyo Co., Ltd., the Chinese joint-venture is considered as a qualifying entity.

As in 2008, it is our understanding that AEU acquired 35 % of the share capital of Lovefilm International LTD ("Lovefilm") as well as warrants by contributing the DVD rental business. Based on the 2009 accounts, only shares in Lovefilm are booked, meaning that, on December 31, 2009, in the accounts of AEU, no reference is made to the holding of warrant instruments.

• Transferable securities

The accounting policy regarding transferable securities is to hold them at cost less impairment if fair value is lower. Therefore, no latent gains should be recorded in the financial statements. Thus, we did not make, as for previous years, any adjustments from a tax perspective.

• Tax assessments

Please also note that we checked the 2006, 2007 and 2008 tax assessments issued by the tax authorities on June 9, 2010 for AEU and the 2006 and 2008 tax assessments issued on the same date for ASE and AMEU. The tax assessments are in line with the reviewed tax returns for the corresponding entities.

• Credit Facility Agreement and royalties

As mentioned every year, from a practical vievvpoint, it is PwC's position to the computation of the CF A and royalties to the tax authorities in order to enable them to assess more easily the tax returns. Therefore, we would like to draw your attention to fact that the tax authorities could request additional information in regard. As the and the CFA computations.

• Tax credit for investments

rP~'nP'"' to AEU and as mentioned last year, we understand that tangible assets named were linked to buildings. note that these

uco,1c;11L from the tax investments. Given the p-wc

Regarding this last condition, please note that the Administrative Tribunal of Luxembourg has recently raised the question to the European Court of Justice whether this condition can be considered as contrary to the free movement of capital (see Newsflash enclosed). If the Court of Justice confirms this, the investments of Amazon made in the EU (excluding the investments made in a permanent establishment, which should be the case here) should benefit from a tax credit in Luxembourg.

Moreover, we noticed that computers are amortized during a period of 2 years. Should you wish in the future to benefit from tax credit for investments for these assets, we would recommend amortizing them during a period of 3 years.

• Details of balance sheet and profit and loss account

As agreed, details of balance sheet and profit and loss account have been disclosed in the tax returns based on the details you provided us with.

Based on the details you provided us with, we noticed that the sole foreign withholding tax that has been booked in 2009 is related to the receipt of interest income from a Japanese counterpart. We therefore prepared a special appendix to show the computation of the maximum amount that can be deducted from the income tax charge.

• Other legal provisions applicable in Luxembourg

Given the information at our disposal, we were not able to assess the possibility for Amazon to benefit from all legal provisions applicable in Luxembourg.

The following may therefore be applicable to Amazon entities: Tax credit for continuous training, Tax credit for unemployed people, IP law.

We had a discussion regarding the potential benefits and the application of the IP law. We also provided you with the details of the application of the tax credit for unemployed people.

As we received no details on these, no tax credit has been requested in the tax returns as regards the above-mentioned ta.x credits.

Regarding the aids for continuous training, please note that the Amazon entities could obtain a financial contribution (direct grant) or a tax credit amounting to 10% net of tax of the trainings costs. If the costs exceed EUR 75 ooo per year, a prior approval needs to be obtained to benefit from the aid. For costs not exceeding EUR 75 ooo, the request to the competent authority must be filed within 5 months after the end of the accounting year. In practice, no aid could be obtained for the costs of the year 2009. For 2010, the expenses could benefit from the aid up to EUR 75 ooo if the is filed before 31, 2011.

2 Amazon EU S.a r.l. (AEU)

• Corporate Income Tax (CIT) and Municipal Business Tax (MBT)

On the basis of the annual accounts as at December 31, 2009, the commercial result of the company is a profit of EUR 10 590 530.

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Accordingly, the company realized a tax profit amounting to EUR 14 809 869. As we did not identify any other adjustment, the tax base should amount to EUR 14 809 869 on a stand-alone basis.

Moreover, the company benefits from a tax credit for investment for an amount of EUR 10 240, as well as a tax credit for foreign withholding tax paid for EUR 73 631.

• Net Wealth Tax (NWT)

The net wealth value for taxation purposes is known as the "unitary value". The latter is set on January 1 of each year and is determined by the difference between the assets and the liabilities against third parties, usually to be taken into account for their balance sheet value. The Net Wealth tax due is 0,5 % of the rounded unitary value.

The rounded unitary value as at January 1, 2009 should amount to EUR 24 203 ooo. Therefore, the company should be liable to the minimum Net Wealth Tax charge of EUR 121 015. However, we understand that the company allocated to a non-distributable reserve an amount of EUR 605 075. Therefore, the company should be liable to no Net Wealth Tax charge for the year 2009.

We would like to draw your attention to the fact that the rounded unitary value as at January 1, 2010 should amount to EUR 38 747 ooo. Therefore, the company should be liable to a Net Wealth Tax charge of EUR 193 735 for the year 2010. In order for the company not to be liable to this Net Wealth Tax charge, a non-distributable reserve for an amount of EUR 968 675 should be allocated before the end of the year 2010.

• Subscription to the "Chambre de Commerce"

We would like to inform you that the contribution to the "Chambre de Commerce" for the year 2011 is computed on the taxable basis for CIT 2009 before carried forward tax losses and any tax credits. The rate used to obtain the amount of the subscription is 0,2 %.

As the company's tax base should amount to EUR 14 809 869 on a stand-alone basis for the year 2009, the contribution to pay for 2011 should amount to EUR 29 620.

As regards the contribution to pay for 2009, the latter should amount to EUR 70 based on a stand alone 2007 negative tax base in the tax return.

3 Amazon Services Europe S.a r.l. (ASE)

• Corporate Income Tax and Municipal Business Tax

of the statutory annual accounts as at December 31, 2009, the company realized a profit to EUR 4 549 421, which to by the tax amounting to EUR 1422 347.

Based on the the tax the company should amount to EUR 4 971 basis.

• Net Wealth Tax p-wc

• Subscription to the "Chambre de Commerce"

As the company's tax base should amount to EUR 4 971 768 on a stand-alone basis for the year 2009, the contribution to pay for 2011 should amount to EUR 9 944.

As regards the contribution to pay for 2009, as the company's tax base should amount to EUR 16 896 818, the contribution to pay for 2009 should amount to EUR 33 794.

4 Amazon Media EU S.a r.1. (AMEU)

• Corporate Income Tax and Municipal Business Tax

On the basis of the statutory annual accounts as at December 31, 2009, the company realized a commercial loss amounting to EUR 1 102 063. This result has to be adjusted by the tax charge income for an amount of EUR 439 482.

Therefore, the tax base for the year 2009 should be a loss on a stand-alone basis.

Moreover, the company benefits from carried forward tax losses for an amount of EUR 1 519 685.

• Net Wealth Tax

The rounded unitary value as at January 1, 2009 should amount to EUR 177 ooo. Therefore, the company should be liable to a Net Wealth Tax charge of EUR 885. However, we understand that the company allocated to a non-distributable reserve an amount of EUR 4 425. Therefore, the company should be liable to no Net Wealth Tax charge for the year 2009.

• Subscription to the "Chambre de Commerce"

As the company realized a fiscal loss for the year 2009, the contribution to pay for 2011 should amount to EUR 70.

As regards the contribution to pay for 2009, the latter should amount to EUR 3 249 based on a stand-alone 2007 tax base of EUR 1 624 604.

5 Amazon EU S.a r.l. - Consolidated tax return

We entities are a tax in 2009:

• Amazon EU S.a • Amazon Services S.a • Amazon EU S.a r.L

As a consequence, the M1EU in 2009 may be AEUandASE.

Based on the the consolidated tax should amount to EUR 18 240 092. pwc

Therefore, AEU, the parent company of the tax unity, should be liable to a CIT charge amounting to EUR 3 899 756 and to an MBT charge amounting to EUR 1 230 022.

Due to a change in the templates of tax returns provided by the Tax Authorities, there is no need to prepare a consolidated tax return for the tax unity anymore. The tax return rather requires transferring all the taxable results to the parent company (Amazon EU S.a r.l.) in every single tax return of the entities that are part of the tax unity.

6 Amazon Europe Holding Technologies S.C.S.

This company is a tax transparent entity from a Luxembourg tax perspective. As a consequence, it does not need to subscribe to the "Chambre de Commerce" and the partners of Amazon Europe Holding Technologies S.C.S. should be taxed on their respective share of the partnership income.

Furthermore, Amazon Europe Holding Technologies S.C.S. is not a Luxembourg permanent establishment for the partners, as the partnership has no commercial activity. Therefore, the partners will not be subject to Luxembourg corporate income tax on their part of the S.C.S. profits and the partnership will not be subject to municipal business tax on its profit.

However, following the Luxembourg Tax Authorities request, you will find specific Corporate Income Tax returns for the company Europe Holding Technologies S.C.S. and for each of its partners.

Due to the fact that the partners do not have a permanent establishment in Luxembourg and, therefore, do not suffer any tax charge in Luxembourg, we did not show this year the change due to the liquidation of ACI Holdings Limited that occurred during the year 2009. We consider this should be done next year, presenting only the three partners in the tax return of the S.C.S ..

We understand you are dealing with the substance of the S.C.S. However, please note that we noticed the S.C.S. holds shares in two affiliated undertakings and granted two loans towards affiliated undertakings.

7 Amazon Eurasia Holdings S.a r.l. (AEH)

• Corporate Income Tax and Municipal Business Tax

On the basis of the statutory annual accounts as at December 31, 2009, the company realized a commercial profit amounting to EUR 868, which has to be adjusted by the non-deductible CIT ~ucu,._,,v amounting to EUR 842 and the NWT to EUR 100.

After the carried fon,yard tax the year 2009 should amount to EUR 4 148.

Consequently, the company should be liable to a CIT amounting to EUR andnoMBT for the year 2009.

• Net Wealth Tax p-wc

• Subscription to the "Chambre de Commerce"

As the company realized a fiscal profit of EUR 8 810 for the year 2009, the contribution to pay for 2011 should amount to EUR 70.

As regards the contribution to pay for 2007, as the company realized a fiscal profit of EUR 24 for the year 2007, the contribution to pay for 2009 should amount to EUR 70.

8 FinLux S.a r .1. (FinLux)

We understand from the financial statements that the company did not create a foreign branch yet. Therefore, we did not prepare any adjustments taxwise.

• Corporate Income Tax and Municipal Business Tax

On the basis of the statutory annual accounts as at December 31, 2009, the company realized a commercial profit amounting to EUR 2 860 211. This result has to be adjusted by the non deductible tax charge amounting to EUR 251104.

After deducting the carried forward tax losses of EUR 2 228 889 from the total amount, the tax base for the year 2009 should amount to EUR 882 426.

Consequently, the company should be liable to a CIT charge amounting to EUR 192 716, and an MBT charge amounting to EUR 58 381.

We noticed that the company granted a loan to Amazon Japan Logistics KK during the year 2009, in addition to the loan granted to Abebooks Inc., and to the loan received from Amazon EU S.a r.l.. This implied a profit of around EUR 3 Mio at year-end. Given the loss resulting last year from the same activity, the Tax Authorities may request some additional details regarding this profit from a transfer pricing point of view.

• Net Wealth Tax

The rounded unitary value as at January 1, 2009 should be negative. Therefore, the company should be liable to the minimum Net Wealth Tax charge of EUR 25. However, despite the fact that the reserve was not allocated when approving the statutory annual accounts 2009, we understand that the company wants to allocate to a non-distributable reserve an amount of EUR 125 in order to reduce the Net Wealth Tax due. Therefore, the company should be liable to no Net Wealth Tax for the year 2009. This reserve should be allocated when approving the statutory annual accounts 2010.

We would like to your attention to that the rounded unitary value as at amount to EUR ooo. company be liable to a of EUR 215 year 2010. In order for the company not to liable to this Net a non-distributable reserve for an amount of EUR 691 075 should be allocated end of the year 2011. p-wc

• Subscription to the "Chambre de Commerce"

As the company realized a fiscal profit of EUR 3 111 315 for the year 2009, the contribution to pay for 2011 should amount to EUR 6 223.

Should you have any further questions, please do not hesitate to contact us.

Yours sincerely,

Laurent Paquet Partner Director

Enclosure: tax the 2009 pwc

ESTIMATED TAX CHARGE 2009

Without tax unity With tax unity

CIT before TC CIT after TC MBT Total I CIT before TC I Tax credits (TC) I CIT after TC MBT Total

234 471 3150 600 998 484 4 149 084 I 3 983 627 I 83 871 I 3 899 756 1230022 5129 778 Amazon 1085830 334 412 1420242

853 853 853 192 716 192 716 58 381 251 097 5570179 5129 778

tax be due the year 2009 for entities. Amazon EU S.a r.I. Tax number : 2004 2413 314 Tax file 2009 Amazon EU S.a r.l. Tax number : 2004 2413 314 Tax file 2009

Table of contents

Corporate income tax and municipal business tax return for the tax year 2009

Detail concerning the important shareholding (art 166 LITL)

Tax credit for investment for the tax year 2009 (art 152bis LITL)

Appendixes

Appendix I Annual accounts as at December 31, 2009 Appendix 2 Unitary value of the company as at January 1st, 2010 and January 1st, 2009 Appendix 3 Detail of some balance sheet items Appendix 4 Detail of some profit and loss accounts items Appendix 5 Depreciation table for tangible assets as at December 31, 2009 Appendix 6 Tax credit on foreign withholding tax

References

Letter dated referenced Amazon.com, Inc. File no. 2 0 I 0 4 2 I 4 1 3 3 1 4 LE GOUVER EMENT Form 500 E year: 2009 page: 1/8 DU GRAND-DUCHE DE LUXEMBOURG

www. imootsdirects. public. lu

Tax office: Societes V Amazon EU S.a r.l. 5, rue Plaetis

Corporate income tax and municipal business tax return for the year 2009

The sending of this form should be considered as an invitation to the taxpayer to submit an income tax return for the year 2009. It must be submitted to the appropriate tax office by 31 May 2010 at the latest.

The tax return must be submitted and signed by the legal representative. Details of the calculation of net income have to be attached to the tax return. Income which, in the opinion of the taxpayer, is not liable to taxation must also be declared. The decision concerning the taxability of this income is taken by the Direct Tax Authority. Any inaccurate or incomplete information may give rise to penalties. The Administration may compel the taxpayer by means of fines to submit a declaration (paragraph 202 A.O.). In the event of a failure to respect the submission deadline the administration is entitled to apply a surcharge of up to 10% of the final tax amount (paragraph 168 AO). une I. General information Name of the company or collective entity: Amazon EU S.a r.l. 2 Main place of business (full address): 5, rue Plaetis L-2338 Luxembourg 3 Registered office (full address): 5, rue Plaetis L-2338 Luxembourg 4 Telephone:

5 Legal representative (forename. name, address): Management of the Company 6 Telephone:

7 Object of the enterprise: Sells goods and services through certain websites 8 Beginning of the financial year: Closing of the financial year: 01/0112009 31/12/2009

9 Name of the person or firm that helped to draw up the declaration: PricewaterhouseCoopers S.a r.I. 10 Full address: Telephone: 400, route d'Esch - BP 1443 a L- 1014 Luxembourg 49 48 48 - 1

11 Bank account of the collective entity (IBAN code): SWIFT /BIC

For official use only Normal assessment 2 Case Owith no assessment details

amended 2=§100,1 3=§100,2 2 assessment IForm 500 E year: 2009 page: 2/8 I

Amount 1) une II. Taxabl e income

12 ProfiVloss acco rding to commercial balance sheet (excluding profi ts carried forward from the previous year) 0010

13 ProfiVloss acco rding to fiscal balance sheet 10 590 530 0020

14 Add the follow ing amounts provided that they have reduced or are

not included in the balance sheet result.

15 Disallowed or e xcessive depreciation for wear and tear or reduction in substance 0030

16 Deduction ford isallowed or excessive depreciation or provisions 0040

17 Allocation to the reserves (details attached) 1000

18 Hidden profit di stribution 1010

19 Expenses for fu !filling obligations imposed by the statutory commitments or by the social pact 1020

20 Remunerations of any kind paid to directors, statutory auditors or to persons exercis ing similar functions, to the extend that such remunerations are not granted for the day-to-day management of the company or the collective entity (including accommodation costs, travel and other expenses, provided that they exceed in

each individual case the expenses associated with these functions) 1030

21 Fines under the terms of Article 12, no 4 L. LR 1040

22 Withholding tax of 15% on Luxembourg income from capital (details attached) 1050

23 Foreign withhol ding tax creditable under a double tax treaty or under the terms of Article 134 bis L. LR 1000

24 Tax credits on f oreign dividends 1070

25 Withholding tax on directors fees 1080

26 Non-deductible taxes

27 a) Corporate in come tax 4 219 339 1090

28 b) Withholding tax income from capital 100

29 to be carried forward: 14 809 8691

for official only File no. 2 0 0 i 4 2 4 1 3 3 1 4 Form 500 E year: 2009 page: 3/8

- Amount 1\ -Line Carried forward: 14 809 869 30 c) Net worth tax 1110

31 d) Municipal business tax 1240

32 e) Non-deductible foreign taxes 1130

33 f) Late-payment interest on the taxes mentioned in a) - d) 1140

34 g) Other non-deductible taxes (please specify) 1145

35 Loss made by a permanent establishment in a country with a double tax treaty

with Luxembourg (details attached) 1150

36 Loss on foreign assets in a country with a double tax treaty with

Luxembourg (details attached) 1160

37 Expenses incurred for religious, charitable or public interest purposes, including donations

under the terms of Article 109, paragraph 1 no 3 L.l.R. (see also line 76 of the return) 1100

38 School savings accounts 1220

39 7010

40 .7010

41 7010

42 7010

43 Sub-total to be carried forward: 14 809 869 1500

44 Deduct the following income provided that it has increased the balance sheet result: Amount

45 Exempt income from substantial participations (details attached) 1610

46 - Operating expenses with an economic link to these participations

(details attached) 1620

47 Sub-total: 0 0 48 Exempt income under the terms of Article 115 no 15a L.l.R. (details

attached) 1630

49 uper"rn1y expenses with a link to this income (details

attached) 1635 50 Sub-total: 0 0 51 - to be carried forward: 14 809 869 lForm 500 E year: 2009 page· 4/8 I

Amount 1)

~ Line Carried forward: 14 809 869 - Amount

52 Tax exempt interest from Grand-Duchy government loans 1640

53 - Operating expenses with an economic link to this 1650

interest

54 Sub-total: 0 0

55 Adjustments of depreciation 1670

56 Refund and cancellation of provisions for non deductible taxes

57 a) Corporate income tax 1690

58 b) Tax on income from capital 1700

59 c) Net worth tax 1710

60 d) Municipal business tax 1800

61 e) Miscellaneous non-deductible taxes 1720

62 Profit made by a permanent establishment in a country with a double tax treaty with Luxembourg (details attached) 1730

63 Other income exempt in Luxembourg under the terms of a double tax treaty (details attached) 1740

64 Other deductions

65 Valuations that do not comply with the law (e.g. valuation exceeding the acquisition price) 1750

66 Exemptions for new businesses and manufacturing processes (details attached) 1820

67 Partial exemption under the terms of Article 50bis L.l.R. for income generated by certain types of intellectual property 1830

68 1020

69 7020

70 7020

5 71 Sub-total L 14 809 869 1900

72 Tax consolidation (article 164bis L.l.R.)

73 Transfert of the fiscal result of the subsidiary(ies) 3 430 223 1904

74 Transfer! of the fiscal result in line 71 lo the parent or the permanent establishment ' 1905

75 Profits to carry forward to page 6 line 104 18 240 092 1900

76 Special expenses

77 Donations (according to article 109, paragraph 1. number 3 L.1.R.) 910

78 Operating losses that can be carried forward under the terms of Article 14 i I I 2003 I 2005 2007 I 0 • 80 I 2004 I 2006 2008 I

81 ...... _ Income subject to taxation: 18 240 092 File no. 2 0 0 4 2 4 1 3 3 1 4 Form 500 E year: 2009 page: 5/8

-Ligne

82 Ill. Request for reduction of net worth tax by setting up a special five-year reserve (according to §Sa of the law concerning net worth tax)

83 constitution I commitment to constitute a special five-year reserve by Amount 1)

84 a) allocation of the profit for the tax yea r 2009 605 075 85 b) allocation of previously constituted free reserves (on ly if profits are insufficient)

86 c) amount allocated to the reserve (=a+b)

amount of the net worth tax reduction (115 of the reserve set up) (the amount under d) is (IF limited to the corporate income tax, increased by the contribution to the employment fund, 1150) due before any tax credits for the same tax year)

87 IV. Amounts to deduct from the tax charge Amount ,, . 88 Tax credit fo r audiovisual investment (the request, accompanied by the original of the certificate, must be presented to the relevant tax office) 2160

89 Tax credit fo r venture capital investment (the request , accompanied by the original of the ce rtificate , must be presented to the relevant tax office) 2170

90 Withholding tax of 20% on directors' fees (details attached) 2190

91 Withholding tax of 15% on Luxembourg income from capital (details attached) 2200

92 Foreign withholding tax creditable under a double tax treaty (details attached) 2210

93 Foreign withholding tax under the terms of Art icle 134bis L.l .R. (details attached) 73 631 2220

94 Tax cred it for investment ca rried forward (details attached)

95 Tax credit for investment (details in form 800) 10 240 2240

96 Tax credit for recruiting unemployed persons carried forward (details attached)

97 Tax credit for recruiting unemployed persons (details in form 805) 2245

98 Tax credit for further professional education carried forward (details attached)

99 Tax credit for further professional ed ucation (details in form 810) 2247

100 7030 .____ 101 7030

102 Su rcharge for late submission % of the total amount due 2260 - IForm 500 E year: 2009 page: 6/8 I -Line -103 v. Municipal business tax Amount 1) 104 Profit for the year 2009 (2008/2009) drawn up according to the provisions of the law on

corporate income tax 18 240 092 0010

105 - Amount not subject to municipal business tax (details attached) 0020 Sub-total: 106 18 240 092 oo30

107 Add the following amounts, deducted when establishing the profit:

108 Profit shares distributed to partners with indefinite and joint liability of a partnership limited by shares on unrealized contributions to the capital or as remuneration (directors' fees) for management 0230

109 Share of losses in collective commercial undertakings 0:270

110 Operating loss in permanent establishments located abroad 0280

111 7010

Total profit and additions 112 18 240 092 0400

113 To be deducted:

114 Share of profits in collective commercial undertakings and dividends or profit shares from a holding of at least 10% in a fully taxable stock corporation 0430

115 Share of operating profit relating to permanent establishments located abroad 0440

116 Donations (according to paragraph 9 of the municipal business tax law) 0460

117 7020

118 7020

119 7020

Operating profit 120 18 240 092 0500

121 Operating losses carried forward: ' l 122 2003 I' 2005 I 2007 0 123 ' 2004 I 2006 ' 2008 I

Remaining operating profit: 124 18 240 092 I 0600

125 Reduction in the tax base Global assessment base following lump-sum determination Surcharge for late submission % of the tax base ~ File no. 2 0 0 I 4 2 4 l 3 3 liI 4 Form 500 E year: 2009 page: 7/8 VI. Attached documents and information

financial accounts and attachments

profit and loss account

detail of stock of goods

details of taxes shown as profits and losses (debit and credit)

development of tax accounts (assets and liabilities)

133 [Z] depreciation table

134 D details of accruals (assets and liabilities)

135 D details of debtors other than customers

136 D details of securities portfolio

137 D details of creditors other than suppliers and details of expenses to pay and similar accounts

138 D details of provisions

justification and method for computing provisions (with the exception of provisions for taxes for which details have already been provided)

board of directors' report and statutory auditor's report

full independent auditor's report

minutes of annual general meeting

143 D attendance list of shareholders at the annual general meeting

144 0 tax credit for investment (details in form 800)

145 D tax credit for recruiting unemployed persons (form 805)

146 tax credit for further professional education (form 810)

147 Observations VII. Miscellaneous

During the operating year(s), did the enterprise have permanent establishments in several municipalities to be taken into 4 account to determine the operating profit? l 0 Yes No

150 2 Information concerning the shareholders

151 Holding Gross Other allocations Name, address and file no. of shareholders Profit distribution remuneration 21 and benefits 31 % Amount

152 3. Information in case of tax consolidation (article 164bis UR)

7 153 Request submitted on February 14,2006 to the tax office l Societes v

154 Bl Name(s) and file number(s) of the subsidiary companie(s)

Amazon Services Europe S.a r.l. 2003 2408 096

Amazon Media EU S.a r.I. 2005 2438 587

155 Name and file number of the parent company or the domestic permanent establishment

Amazon EU S.a r.1. - 2004 2413 314

156 We certify that this tax return is sincere and complete.

157 on

158 (signature of the legal representative)

159 Unsigned declarations are deemed to be null and void.

mentionning the !!1

8) To provide by the parent company or the domesuc permanent establishment 9) To provide by the subsidiary companie( s) www.impotsdirects.public.lu

Tax office: Societes V

Details of the shareholdings referred to in Article 166 L.l.R.* Tax year 2009

Company name Amazon Et: S.a r.1.

2 Name of the shareholding Amazon.de

Legal form of the subsidiary 3 GmbH Country 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes.. 0 No.. D

5 1) Data concerning the purchase price

Value following Number Value following fisca Date % commercial balance Observations of shares balance sheet (EUR sheet (EUR) 1 2 3*** 4 5*** 6 Situation at the beginning of the 6 financial year 01/01/2009 1 100 79 430 255 7 + Purchases I New contributions

10 - Sales

12 Value at the end of the financial year 3111212009 l 100 79 430 255

13 Financed by equity for an amount of**•

14 Refinanced for an amount of*** 100 79 430 255

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 79 430 2551 16 Valuation method used: **** Cout d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations

18 Taxable dividends

19 Exempt dividends

20 21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

166 L.LR. and 166 (6) LLR.)

Other (please specify) lform 506A year: 2009 page: 2/2

Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance shee Trading balance Fiscal balance shee (EUR) (EUR) (EUR) (EUR)

27 Valu e at the beginning of the financial year 79 430 255 28 + In crease

29 + 30 - De crease

32 Valu e at the end of the financial year 79 430 255 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid 4 199 198

35 Value adjustme nts 36 Management co sts

37 Other (e.g. fore ign exchange loss)

38 Total charges 4 199 198 0

39 Wherefrom non-deductible 40 Wherefrom deductible 4 199 1981

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the beg inning of the financial year 8 543 080

43 Variations 4 199 198

44 Value at the end of the financial year 12 742 278

45 d) Application of Article 166 (6) L.LR. (value adjustments in relation with tax exempt dividends)

EUR Allowances at t he beginning of the financial 46 year

47 + allowances ( non-deductible)

48 - write-back (no n-taxable I see line 23)

49 allowances at th e end the financial year 0 i I File no. 2 ol 0 41 2 4' 3 LE GOUVERN MENT form 506A year: 2009 page: 1/2 DU GRAND-DUCHE DE LUXEMBOURG

www.impotsdirects.public.lu

Tax office: Societes V

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.I.

2 Name of the shareholding Amazon.co.uk

3 Legal form of the subsidiary Limited 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes" 0 No" D

5 1) Data concerning the purchase price

Value following Number of Value following fisca Date % commercial balance Observations shares balance sheet (EUR sheet (EUR) 1 2 3*** 4 5*** 6 Situation at the beginning of the 6 financial year 01/01/2009 9 366 036 100 61620949

7 + Purchases I New contributions

10 - Sales

12 Value at the end of the financial year 31/12/2009 9 366 036 100 61620949

13 Financed by equity for an amount of*** 14 Refinanced for an amount of *** I .: I

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 616209491 16 Valuation method used:**** Cout d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations 18 Taxable dividends

19 Exempt dividends

20 21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

166 LLR. and 166 LLR.) Other (please specify)

value. lform 506A year: 2009 page: 2/2

Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance sheet Trading balance Fiscal balance sheet (EUR) (EUR) (EUR) (EUR)

27 Valu e at the beginning of the financial year 57 398 127

28 + In crease

29 + 30 - De crease

32 Valu e at the end of the financial year 57 398 127 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid 3 034 438

35 Value adjustme nts 36 Management co sts

37 Other (e.g. fore ign exchange loss)

3 034 438 0 38 Total charges

39 Wherefrom non-deductible 40 Wherefrom deductible

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the be ginning of the financial year 10 454 972

43 Variations 3 034 438

44 Value at the end of the financial year 13 489 410

45 d) Application of Article 166 (6) L.l.R. (value adjustments in relation with tax exempt dividends)

EUR Allowances at the beginning of the financial 46 year

47 +allowances (non-deductible) ~~~~~~~~~~~~----!

48 write-back (non-taxable I see line

49 end the financial year 0 File no. LE GOUVERNEMENT DU GRAND-DUCH E DE LUXEMBOURG ....._form ______506A __.. year: ______2009 __,_ page: _____ 1/2__,

www.impotsdirects.public.lu

Tax office: Societes V

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.l.

2 Name of the shareholding Amazon.fr 3 Legal form of the subsidiary SAS Country ~F~r_an_c_e ______4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes.. 0 No.. D

5 1) Data concerning the purchase price

7 + Purchases I New contributions

9 10 - Sales

12 Value at the end of the financial year 31/1212009 2500 100 40 923 368

13 Financed by equity for an amount of*** 19 923 3671 14 Refinanced for an amount of*** :: I 21000001

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 40 923 3681 16 Valuation method used:**** Cout d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations 18 Taxable dividends

19 Exempt dividends

21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

166 2 UR and 166 (6) LLR. ) 24 Other (please specify)

value Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance sheet Trading balance Fiscal balance sheet (EUR) (EUR) (EUR) (EUR)

27 Valu e at the beginning of the financial year 21 000 001 28 + In crease

29 + 30 - Decrease

32 Valu e at the end of the financial year 21000001 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid 897 456

35 Value adjustme nts 36 Management co sts

37 Other (e.g. fore ign exchange loss)

897 456 0 38 Total charges

39 Wherefrom non-deductible 40 Wherefrom deductible 897 4561

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the beg inning of the financial year

43 Variations 897 456

44 Value at the end of the financial year 897 456

45 d) Application of Article 166 (6) L.1.R. (value adjustments in relation with tax exempt dividends)

EUR Allowances at the beginning of the financial 46 year

47 +allowances (non-deductible) ~~~~~~~~~~~~~~~----4

48 - write-back (non-taxable I see line

the end of year 1 File no. 2 0, 0 4 2 4 1 3 3 Ii 4 LE GOUVERNEMENT DU GRAND-DUCH E DE LUXEMBOURG ,_fo_r_m_s_o_5A______--"y_e_ar_: -20-0-9------'p_a..;;;.g_e:_1_12__.

www.impotsdirects.publiclu

Tax office: Societes V

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.l.

2 Name of the shareholding Amazon CS Ireland 3 Legal form of the subsidiary Limited Country Ireland 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes.. 0 No .. D

5 1) Data concerning the purchase price

9 10 - Sales

11 Value at the end of the financial year 3111212009 12 100 100 2 850 100

13 Financed by equity for an amount of***

-~-- 14 Refinanced for an amount of*** 100 2 850 100

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 2 850 100 I 16 Valuation method used: **** Cout d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations 18 Taxable dividends

19 Exempt dividends

20 21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

ru1iclcs l66 t5) 2 L.l.R. and 166 L.LR.) 24 Other (please specify) ltorm 506A year: 2009 page: 212

Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance shee1 Trading balance Fiscal balance shee (EUR) (EUR) (EUR) (EUR)

27 Valu e at the beginning of the financial year 2 850 100 28 + In crease

29 + 30 - De crease

32 Valu e at the end of the financial year 2 850 100 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid 121 802

35 Value adjustme nts 36 Management co sts

37 Other (e.g. fore ign exchange loss)

38 Total charges 121 802 0

39 Wherefrom non-deductible 40 Wherefrom deductible

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the beg inning of the financial year

43 Variations 121 802

44 Value at the end of the financial year 121 802

45 d) Application of Article 166 (6) LLR. (value adjustments in relation with tax exempt dividends)

EUR Allowances at the beginning of the financial 46 year

47 + allowances (non-deductible) ------+------~

48 - write-back (non-taxable I see

allowances at end 0 File no. 2i O' 0 4 2: 41 1 I 3 3 4 LE GOUVERNEMENT form 506A year: 2009 page: 1/2 DU GRAND-DUCH E DE LUX EM BOURG '------'

www.impotsdirects.public.lu

Tax office: Societes V

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.1.

2 Name of the shareholding Amazon Distribution

3 Legal form of the subsidiary GmbH Country 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes" 0 No.. D

5 1) Data concerning the purchase price

7 + Purchases I New contributions

9 10 - Sales

12 Value at the end of the financial year 31/1212009 25 000 100 25 000

Financed by equity for an amount of*** 13 100 25 000 14 Refinanced for an amount of***

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 25 ooo I 16 Valuation method used: **** Cout d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations 18 Taxable dividends

19 Exempt dividends

20 21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

articles 166 (5) 2 LLR. and 166 L.LR. ) 24 Other (please specify) form 506A year: 2009 page: 2/2

Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance sheet Trading balance Fiscal balance sheet (EUR) (EUR) (EUR) (EUR)

27 Value at the beginning of the financial year

28 + In crease

+ 29 30 - De crease

32 Value at the end of the financial year 0 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid

35 Value adjustme nts 36 Management co sts

37 Other (e.g. fore ign exchange loss)

38 Total charges 0 0

39 Wherefrom non-deductible 40 Wherefrom deductible

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the beg inning of the financial year

43 Variations

44 Value at the end of the financial year 0

45 d) Application of Article 166 (6) L.l.R. (value adjustments in relation with tax exempt dividends)

EUR Allowances at the beginning of the financial 46 year

47 +allowances (non-deductible) ~--~-~--~~------1

48 write-back (non-taxable I see line 23)

49 of 0 File no. 2 0 0 4 2 4 II 3 3 4 LE GOUVERNEMENT form 506A year· 2009 page: 1/2 DU GRAND-DUCH E DE LUX EM BOURG '------'--·------'--"----'

www.jmpotsdirects.public.lu

Tax office: Societes V

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.I.

2 Name of the shareholding Amazon Ltd. 3 Legal form of the subsidiary Limited Country China 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes·· 0 No.. D

5 1) Data concerning the purchase price

Value following Number Value following fisca Date % commercial balance Observations of shares balance sheet (EUR sheet (EUR) 1 2 3*** 4 5*** 6 Situation at the beginning of the 6 financial year

7 + Purchases I New contributions 09/02/2009 50 2 123 369

9 10 - Sales

12 Value at the end of the financial year 3111212009 0 50 2 123 369

13 Financed by equity for an amount of***

14 Refinanced for an amount of*** 100 2 123 369

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 2 123 3691 16 Valuation method used: **** Cout d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations 18 Taxable dividends

19 Exempt dividends

21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

166 L.LR. and 166 (6) LLR.) 24 Other (please specify) Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance shee Trading balance Fiscal balance shee (EUR) (EUR) (EUR) (EUR)

27 Valu e at the beginning of the financial year

28 + In crease 2 123 369

29 + 30 - De crease

32 Valu e at the end of the financial year 2 123 369 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid 90 744

35 Value adjustme nts 36 Management co sts

...--~·- 37 Other (e.g. fore ign exchange loss)

38 Total charges 90 744 0

39 Wherefrom non-deductible 40 Wherefrom deductible

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the beg inning of the financial year

43 Variations 90 744

44 Value at the end of the financial year 90 744

45 d) Application of Article 166 (6) L.l.R. (value adjustments in relation with tax exempt dividends)

EUR Allowances at the beginning of the financial 46 year

47 +allowances (non-deductible) ------+----~---~ 48 write-back (non-taxable I see line

at the the 0 File no. 21 ol o 4 2 4 3 3 4 LE GOUVERNEMENT DU GRAND-DUCHE DE LUXEMBOURG ._fo_r_m_s_o_5A______..y_e_ar_:_ 2o_o_9______P.._a .... g_e_: 1 _12_...

www.impotsdirects.public.lu

Tax office: Societes V

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.I. 2 Name of the shareholding Amazon Media EU 3 Legal form of the subsidiary S.a r.1. Country Luxembourg 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes" 0 No.. D

5 1) Data concerning the purchase price

7 + Purchases I New contributions

9 10 - Sales

11 Value at the end of the financial year 31/12/2009 12 1 100 12 500

Financed by equity for an amount of*** 13 100 12 500

14 Refinanced for an amount of***

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 12 500 16 Valuation method used: **** Coiit d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations 18 Taxable dividends

19 Exempt dividends

21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

articles I 66 (5) LI.R. 166 {6) L.LR.) 24 Other (please specify) Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance shee Trading balance Fiscal balance sheet (EUR) (EUR) (EUR) (EUR)

27 Valu e at the beginning of the financial year

28 +In crease

29 + 30 De crease

32 Valu e at the end of the financial year 0 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid

35 Value adjustme nts 36 Management co sts

37 Other (e.g. fore ign exchange loss)

38 Total charges 0 0

39 Wherefrom non-deductible 40 Wherefrom deductible

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the be ginning of the financial year

43 Variations

44 Value at the en d of the financial year 0

45 d) Application of Article 166 (6) L.l.R. (value adjustments in relation with tax exempt dividends)

EUR Allowances at the beginning of the financial 46 year

47 +allowances (non-deductible) ~~~~~~r~~~~~~-----1

48 write-back (non-taxable I see line

49 of 0 LE GOUVERNEMENT DU GRAND-DUCHE DE LUXEMBO

www.impotsdirects.public.lu

Tax office: Societes V

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.I.

2 Name of the shareholding Amazon Services

3 Legal form of the subsidiary S.a r.I. Country Luxembourg 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes·· 0 No"' D

5 1) Data concerning the purchase price

Value following Number Value following fisca Date % commercial balance Observations of shares balance sheet (EUR, sheet (EUR) 1 2 3*** 4 5*** 6 Situation at the beginning of the 6 financial year 01/01/2009 1 100 12 500 7 + Purchases I New contributions

9 10 - Sales

12 Value al the end of the financial year 31/12/2009 1 100 12 500

13 Financed by equity for an amount of*** 100 12 500 14 Refinanced for an amount of***

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 12 500 I 16 Valuation method used: **** Coiit d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations 18 Taxable dividends

19 Exempt dividends

20 21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

166 2 LLR. and 166 LLR. ) Other (please specify) ltorm 506A year: 2009 page: 2/2

Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance sheet Trading balance Fiscal balance sheel (EUR) (EUR) (EUR) (EUR)

27 Value at the beginning of the financial year

28 + Inc rease

29 +

30 - De crease

32 Value at the end of the financial year 0 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid

35 Value adjustme nts 36 Management co sts

37 Other (e.g. fore ign exchange loss)

38 Total charges 0 0

39 Wherefrom non-deductible 40 Wherefrom deductible

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the beg inning of the financial year

43 Variations

44 Value at the end of the financial year 0

45 d) Application of Article 166 (6) L.l.R. (value adjustments in relation with tax exempt dividends)

EUR Allowances at the beginning of the financial 46 year

47 +allowances (non-deductible)

48 - write-back (non-taxable I see line 23)

the 0 File no. 2l o ol 4 1 21 4 1 l 3 3J 1 I 4 LE GOUVERNEMENT DU GRAND-DUCH E DE LUXE M BOU R G ,_fo_r_m_s_o_5A______...y_ea_r_: -2o_o_9______.p_a __ g_e:_ 1_12__.

www.imootsdirects.public.lu

Tax office: Societes v

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.I.

2 Name of the shareholding Amazon.com

Legal form of the subsidiary 3 SL Country 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes'" 0 No" D

5 1) Data concerning the purchase price

7 + Purchases I New contributions 30/04/2009 11 107

10 - Sales

12 Value at the end of the financial year 31/12/2009 600 100 13 482

13 Financed by equity for an amount of*** 13 "' 14 Refinanced for an amount of*** I

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 13 4821 16 Valuation method used: **** Cofit d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations

18 Taxable dividends

19 Exempt dividends

21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

articles 166 2LLR. and 166 L.LR. ) 24 Other (please specify) Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance sheet Trading balance Fiscal balance shee (EUR) (EUR) (EUR) (EUR)

27 Valu e at the beginning of the financial year

28 + In crease

29 + 30 - De crease

32 Valu e at the end of the financial year 0 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid

35 Value adjustme nts

36 Management co sts

37 Other (e.g. fore ign exchange loss)

38 Total charges 0 0

39 Wherefrom non-deductible

40 Wherefrom deductible

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the beg inning of the financial year

43 Variations

44 Value at the end of the financial year 0

45 d) Application of Article 166 (6) L.1.R. (value adjustments in relation with tax exempt dividends)

EUR Allowances at the beginning of the financial 46 year

47 +allowances (non-deductible)

48 write-back (non-taxable I see line

of the 0 File no. 2 o, ol 4 2: 4 3 31 t, 4 LE GOUVERNEMENT form 506A year: 2009 page: 1/2 DU GRAND-DUCH E DE LUX EM BOURG '------.::..------'--"----'

www.impotsdirects.pub!ic.lu

Tax office: Societes V

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.1.

2 Name of the shareholding Amazon Data Services Ireland

3 Legal form of the subsidiary Limited Country Ireland 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes" 0 No.. D

5 1) Data concerning the purchase price

7 + Purchases I New contributions

9 10 - Sales

12 Value at the end of the financial year 31112/2009 100 100 2 040 000

13 Financed by equity for an amount of*** 0 0

14 Refinanced for an amount of*** 100 2 040 000

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 2 040 ooo I 16 Valuation method used: **** Cout d'acquisition

17 3) Income from shareholding Date (EUR) Amount ations 18 Taxable dividends

19 Exempt dividends

20 21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

articles 166 2 L.LR. and 166 LLR. ~~~~~.-+-~~~~~~~~~~~~~~~~~~~~~~~~~~~~ 24 Other (please specify) ltorrn 506A year: 2009 page 2/2

Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance shee1 Trading balance Fiscal balance shee (EUR) (EUR) (EUR) (EUR)

27 Value at the beginning of the financial year 2 039 900

28 + Inc rease 100 + 29 30 ·Decrease

32 Value at the end of the financial year 2 040 000 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and corn missions paid 87 181

35 Value adjustrne nts 36 Management co sts

37 Other (e.g. fore ign exchange loss)

38 Total charges 87 181 0

39 Wherefrorn non-deductible 40 Wherefrorn deductible

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the beg inning of the financial year

43 Variations 87 181

44 Value at the end of the financial year 87 181

45 d) Application of Article 166 (6) L.l.R. (value adjustments in relation with tax exempt dividends)

EUR Allowances at t he beginning of the financial 46 year

47 + allowances ( non-deductible)

48 - write-back (no n-taxable I see line 23)

49 allowances at th e end of the financial year 0 File no, 2 0 i 0, 4 2 4' 3 3 i I I 4 LE OUVERNEMENT form 506A 2009 112 DU GRAND-DUCH E DE LUX EM BOURG ------~y_e_ar_:------~pa~g._e_: ____.

www,impotsdirects,public,lu

Tax office: Societes v

Details of the shareholdings referred to in Article 166 L.l.R.* Tax year 2009

Company name Amazon EU S.a r.I. 2 Name of the shareholding

3 Legal form of the subsidiary Limited Country UK 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes" [21 No" D

5 1) Data concerning the purchase price

7 + Purchases I New contributions

9 10 - Sales

11 12 Value at the end of the financial year 31112/2009 100 100 18 671 877

13 Financed by equity for an amount of***

14 Refinanced for an amount of*** 100 18 671 877

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 18 671 8771 16 Valuation method used: **** Cout d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations 18 Taxable dividends

19 Exempt dividends

20 21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

articles 166 (5) 2 LIR 166 LLR, ) 24 Other (please specify) lform 506A year: 2009 page: 2/2

Line

25 4) Charges in relation with the shareholding

. 26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance shee Trading balance Fiscal balance shee (EUR) (EUR) (EUR) (EUR)

27 Valu e at the beginning of the financial year 18 671 877 28 +In crease

29 + 30 - De crease

32 Valu e at the end of the financial year 18 671 877 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid 668 382

35 Value adjustme nts 36 Management co sts

37 Other (e.g. fore ign exchange loss)

38 Total charges 668 382 0

39 Wherefrom non-deductible

40 Wherefrom deductible 668 ,., 1

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the be ginning of the financial year

43 Variations 668 382

44 Value at the end of the financial year 668 382

45 d) Application of Article 166 (6) L.LR. (value adjustments in relation with tax exempt dividends)

EUR Allowances at the beginning of the financial 46 year

47 +allowances (non-deductible) ~-~~~~~~~~~~~~~

48 write-back (non-taxable I see line

49 at the of the 0 File no. 2' oi o 4 2l 4 3 3 4 LE GOUVERNEMENT DU GRAND-DUCH E DE LUXEMBOURG ._fo_r_m_s_o_5A______.y_e_ar_: -2o_o_e______p._a_.g_e_: 1 _12__.

www.impotsdirects.public.lu

Tax office: Societes V

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.1.

2 Name of the shareholding Fin Lux 3 Legal form of the subsidiary S.a r.1. Country 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes" 0 No.. D

5 1) Data concerning the purchase price

7 + Purchases I New contributions 29/06/2009 27 000 000

10 - Sales

11 12 Value at the end of the financial year 31/12/2009 l 100 27 012 500

13 Financed by equity for an amount of*** 14 Refinanced for an amount of*** I ,J 27 0!2 '"" I

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 27 012 500 1 16 Valuation method used:**** Coilt d'acquisition

17 3) In come from shareholding Date (EU Amount Observations

18 Taxable dividends

19 Exempt dividends

21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

articles 166 (5) 2 UR and 166 (6) LLR.} 24 Other (please specify)

disposal Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance shee Trading balance Fiscal balance sheet (EUR) (EUR) (EUR) (EUR)

27 Valu e at the beginning of the financial year 12 500

28 +In crease 27 000 000

29 + 30 - De crease

32 Valu e at the end of the financial year 27 012 500 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid 1428056

35 Value adjustme nts 36 Management co sts

37 Other (e.g. fore ign exchange loss)

38 Total charges 1 428 056 0

39 Wherefrom non-deductible 40 Wherefrom deductible

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the be ginning of the financial year

43 Variations 1428056

44 Value at the en d of the financial year 1428056

45 d) Application of Article 166 (6) L.l.R. (value adjustments in relation with tax exempt dividends)

EUR Allowances at the beginning of the financial 46 year

47 + allowances (non-deductible) ~~~~~~~~~~~~~

48 write-back (non-taxable I see line 23)

allowances the end year File no. 21 O O 4 2 4 I· 3 3' 4 LE GOUVERNEMENT DU GRAND-DUCHE DE LUX MBOURG _fo_r_m_s_o_5A______...y_ea_r_: -o_o_2 9______,P_a ... g_e:_ 1_12.....

www.impotsdirects.public.lu

Tax office: Societes v

Details of the shareholdings referred to in Article 166 L.l.R.*

Line Tax year 2009

Company name Amazon EU S.a r.1.

2 Name of the shareholding Lovefilm International

Legal form of the subsidiary 3 Limited Country UK 4 Is the subsidiary fully taxable to a tax corresponding to the corporate income tax ? Yes" 0 No" D

5 1) Data concerning the purchase price

10 - Sales

12 Value at the end of the financial year 31/12/2009 0 35 68393178

13 Financed by equity for an amount of*** 28 19 207 178

14 Refinanced for an amount of*** 72 49 186 000

15 2) Valuation as at 31.12.2009 (§ 13 BewG.) 68 393 1781 16 Valuation method used: **** Cout d'acquisition

17 3) In come from shareholding Date (EUR) Amount Observations

18 Taxable dividends

19 Exempt dividends

21 Taxable capital gains on sales

22 Tax exempt capital gains on sales

23 Reversal of value adjustments (relating to

articles 166 (5) 2 LLR. and 166 L.LR. ) 24 Other (please specify) !form 506A year: 2009 page: 2/2

Line

25 4) Charges in relation with the shareholding

26 a) Balance sheet data Refinancing Provision for depreciation Balance sheet Fiscal balance shee Trading balance Fiscal balance sheel (EUR) (EUR) (EUR) (EUR)

27 Valu e at the beginning of the financial year 49 186 000 28 + In crease

29 + 30 - De crease

32 Valu e at the end of the financial year 49 )86 000 0 0 0

33 b) Profit and Loss account data

(EUR) EUR

34 Interest and com missions paid 2 600 292

35 Value adjustme nts 36 Management co sis

37 Other (e.g. fore ign exchange loss)

38 Total charges 2 600 292 0

39 Wherefrom non-deductible 40 Wherefrom deductible 2 600 2921

41 c) Charges deducted to be deferred on capital gains

EUR

42 Value at the be ginning of the financial year 2 355 827

43 Variations 2 600 292

44 Value at the en d of the financial year 4 956 119

45 d) Application of Article 166 (6) L.LR. (value adjustments in relation with tax exempt dividends)

EUR Allowances at th e beginning of the financial 46 year

47 + allowances {n on-deductible)

48 - write-back (no n-taxable I see line 23)

49 allowances th e the financial year 0 File no. 0 4 2 4 form 800 year: 2009 page: 112

Tax office: Societes VI

Name of taxpayer: Amazon EU S.a r.I. Tax credit for investment* (Appendix to the 2009 income tax return) - -Line (Art. 152bis L.l.R.) 1 Closing date of investment financial year: 31/12/2009 2 I. Tax credit for additional investment 1 2 3 Detail of the net book value of investment assets according to fiscal balance sheef l < l + 92.485,00 14 Sub-total: -1.592. 137,00 15 - Additional investment of the assignor (in the case of free of charge block acquisition of an enterprise, an autonomous part or a fraction of an enterprise during the investment financial year) - 16 + Additional investment relating to the part of the investment financial year prior to the free of charge block disposal of an autonomous part or a fraction of an enterprise + (1) (2) 17 Amount of additional investment (max. value of investment realised) 0,00 18 Amount of the tax credit for additional investment (12% of line 17) I I I 19 II. Tax credit for global investment 5 Details of new investments

21 I vv•,, ovov,_y infrastructure 3 295.934,00 22 23 24 25 26 Total of new investments: 309.437,00

27 Tax credit for global investment (6% - 2%) m 10.239,60 28 + Increase for investments in assets approved for the special depeciation referred to in Article 32bis L.l.R (2% of the amount of the said investments)

29 Total: 10.239,60 30 Ill. Total of the tax credit 31 Tax credit for additional investment (line 18) 32 Tax credit for global investment (line 29) .239,60

33 Total of the tax credit: 1.60

34 , on

(signature) - The investments must have been made in establishments situated in the Grand Duchy with the intention of remaining there permanently, and they must also be physically used on the territory of Luxembourg. The above tax credit will not be granted, or only partially granted, where the taxpayer benefits from a special tax regime under the tenns of an agreement approved by law or based on Article 9 of the law of 4. 12.1967 concerning income tax. 004-000112-20090831·EN·l1 - -Line Determination of global book values at the end of the reference financial years (Jl 35 .!~~l<:sing d11te_c>!~~(l_r(lf(lr~nce financi!ll years______, ___ 2004 2005 2006 2007 2008 36 2. Details of the net book value of 1 investment assets according to the fiscal balance sheets" ) 37 0,00 5.621.251,00 4. 772.402,00 591.533.00 38 39 40 41 '-~-

42 ____ , ___ 43 !------~-,~~---'------· 44 !------,~~~-- - 45 3. In the case of the acquisition of an enterprise, an autonomous part or a fraction of an enterprise by means of a transfer free of charge or by means of an assimilated transfer for the purpose of the realisation of unrevealed reserves

46 + Amount or portion of the net book value of the assignor's entire investment assets from closings prior to the acquisition !4! + + 47 4. In the case of incorporation into the enterprise of another enterprise acquired free of charge or acquired by an assimilated transfer for the purposes of the realisation of unrevealed reserve 48 + Amount or portion of the net book value of the assignor's entire investment assets from closings prior to the acquisition + + 49 Sub-total 10.609.00 5 621 251,00 4. 772402,00 591 533,00 50 5. In the case of block disposal in return for payment or free of charge, of an autonomous part or fraction of the enterprise (4) 51 - Portion of the part or fraction sold - - 52 Total: 10 609,00 5 621 251,00 4772402,00 591 533,00 53 6. Total of investment assets for all reference financial years I 10.995.795.00 I 54 7. Arithmetic average: (divide the previous line by the number of reference years, maximum 5) I 2127 159.00 I (1) "Investment asset" refers to depreciable tangible assets other than buildings, agncultural hvestock and mineral and fossil deposits. (2) The following investment assets acquired during the investment financial year, should not be taken into consideration and should be induded in an appendix: 1. assets depreciable over a period of less than three years; 2. assets acquired through the wholesale integration of an enterprise, an autonomous part of an enterprise or a fraction of an enterprise and second-hand assets acquired other than via one of the above-mentioned operations; these assets must not be eliminated when they are invested for the purpose of a first establishment (investments made during the first three years). If during this period the purchase price of these assets exceeds EUR 250,000, the calculation bases for the respective tax credits are reduced to the threshold of EUR 250,000. The following should not be considered as assets invested for the purpose of a first establishment. the block acquisition of an enterprise, an autonomous part or a fraction of an enterprise in return for attribution to the assignor of a direct or indirect shareholding m the newly incorporated enterprise or where the assignor has a direct or indirect shareholding in the newly incorporated enterprise; second-hand assets that were previously covered by a leasing agreement which was granting the benefit of the tax credits for the lessor; 3. individual assets acquired free of charge: 4, motorised vehicles, except: a) those assigned exdusively to the business of transporting persons or forming part of the net assets of a car rental company; bl those assigned exdusively to the transport of goods or merchandise; c) those assigned exdusively within an enterprise to the transport of employees to or from their place of work. provided that such vehides are allowed to circulate with a capacity of al least nine occupants (induding the driver); d) those specially fttted out exdusively for use as a breakdown/repair service; e) self-propelled machinery. (3) Where the enterprise was acquired free of charge or by a similar mean for the purpose of the realisation of unrevealed capital gains of the enterprise, the acquirer must state the book values of the assignor for the dosings prior to their acquisition. If the enterprise acquired in this way was integrated into the enterprise of the taxpayer, see 4 above. (4) The portion in question is determined using the ratio between the net book value, on the date of transfer. of the assets transmitted and the global net book value of the assignor on the dale of transfer. Attach an appendix with the relevant calculations. (5) The form should not be used for investments in sanitary and central heating installations for hotel buildings, (6) The following items are concerned: 1, tangible depreciable assets other than buildings, agricultural livestock and mineral and fossil deposits; 2. miscellaneous investments in hotel buildings and investments of a social nature (defined by a regulation relating to the Grand Duchy decree) 3. investments in the fixed assets referred to in Artide 32bis UR However, the assets listed under (2) 1. 2 and 4 are exduded. (7) The tax credit amounts to 6% for the first tranche of investment not exceeding EUR 150,000 and 2% for the tranche of investment exceeding EUR 150,000. These rates are increased by 2% for investments in the fixed assets referred lo in Artide 32bis U.R.

(9) For official use only. Amazon EU S.a r.I. Appendix 1 Tax number: 2004 2413 314

Annual accounts as at December 31, 2009 In EUR •

•iii ..• ,.•

•i

ii Ill

Amazon EU S.a rJ. 5, rue P1aetis ..1111 L-2338 Luxembourg R.C.S. Luxembourg B 101.818 d• Annual accounts as at 31 December 2009 and Independent Auditor's report

.....,, Table of contents

Pages

.. Independent Auditor's report 1-2 - Annual accounts •... Balance sheet 3

Profil and loss account 4

Notes to the accounts 5- 15 ..• -• -;; -Ill -;;

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LiJ'.!fmhou;q t1 47 17~ T'IA llJ !6Q6.3tJ74 ~ .. Independent Auditor's report

To the Shareholders of Amazon EU S.a r.I. 5. rue Plaetis L-2338 Luxembourg

We have aud·1ted the accompanying annual accounts of Amazon EU S.a r.I. (the "Company"), which comprise the balance sheet as at 31 December 2009 and the profit and loss account for the year then ended iii • and a summary of signlflcant accounting po!lcles and other explanatory notes . • Board of Managers' responsibility for the annual accounts " The Board of Managers is responsible for the preparation and fair presentation of these annual accounts in accordance with Luxembourg legal and regulatory requirements relating lo the preparation of the annual .. accounts. This responsibility includes: designing, implementing and maintainlng internal control relevant to • the preparation and fair presentation of annual accounts that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting iii • estimates that are reasonable in the circumstances . Responsibility of tho "r6visour d'entrepriscs· •ii Our responsiblllty is to express an opinion on these annual accounts based on our audit We conducted our audit in accordance with International Standards on Auditing as adopted by the "lnstltut des Reviseurs • d'Entreprlses". Those standards require that we comply with ethical requirements and plan and perform the • audit to obtain reasonable assurance whether the annual accounts are free from material misslatement. ii • An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in !he annual accounts. The procedures selected depend on the judgment of the •reviseur d'entreprises", including the assessment of the risks of material misstatement of lhe annual accounts, whether due to fraud or error. In making those risk assessments, the "reviseur d'enlreprises" considers internal control relevant to the entity's preparation and fair presentation of the annual accounts in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness or the entity's internal control.

An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of ii.. accounting estimates made by !he Board of Managers. as well as evaluatlng lhe overall presentation of the annual accounts.

We believe Iha! lhe audit evidence we have obtained !s sufficient and appropriate lo provide a basis for our audit opinion.

·&4...

- 1 - ~

!t/ fmvs1 'Vf If ltH, 11~ 1111111111111111111111111!1111111 ""'

Opinion

In ou' opinion. lhe annual accounts give a true and fair view of lhe financial position of Amazon EU S.a r.t as of 31 December 2009. and of the results of its operations ror U1e year then ended in accordance with lhe Luxembourg legal and regulatory requirements relating to the preparation and presentation of lhe annual accounts.

Report on other legal and regulatory requirements

The management report, which is the responsibility or the Board of Managers and which is available at the 1egislered address of the Company. is consistent with the annual accounts.

ERNST & YOUNG Societe Anonyme Reviseur d'En!teprises

• Olivier LEMAIRE

29 April 2010 g

~! Amazon EU S.a r.L :1 Societe a Responsabl!ite Umltee Balance sheet As of 31 December 2009 :t (expressed In EUR)

=1 ASSETS 2009 2008

:I Fixed assets Tangible assets (Note 3) 1,150,200 1,215,593 Shares in affiliated undertakings (Note 4) 303,158,772 274,024.296 ~ 304,308,972 275,239,889

Current assets· ~ Stocks • goods for resale (Note 5) 384, 122,065 244,675.182

~ Debtors Trade debtors (No!e 6) becoming due and payable within one year 250,809,881 187,226,822 ~ Amounts owed by affiliated undertakings {Note 7) becoming due and payable within one year 3,719,077 10,493,052 ~ becoming due and payable after more than one year 44,$71,764 63,287,137 53,590,841 73,780,189 ~.. Other debtors becoming due and payable within one year 15,231,408 4,548,431 ~ Transferable securities (Note 8) 1,048,978,303 376,087,146 2 Cash at bank 643,646, 193 631,914,668 Prepayments and accrued income 1,351,675 733,735 t I

•I

Total assets 2,702,039,338 1,794,206,062 i I

notes form an part or the accounts. SHAREHOLDgfrs EQUITY 2009 2008 AND LIABILITIES

Capital and reserves (Note 9) Subscribed capital 37,500 37,500 Share premium account 24,129,938 24,129,938 Legal reserve 3,750 3,750 Other reserves 297,650 45,825 Foreign currency translallon 26,934,050 21.408,292 Profit brought forward 26,939,923 8,350,365 Profil for the financial year 10,590,530 18,841,383 88,933,341 72,817,053

Creditors Trade creditors (Note 10) becoming due and payable within one year 1,135,770, 108 779,292,541

Amounts owed to affiliated undertakings (Note 11) becoming due and payable within one year 181,231,773 136,9513, 768 becoming due and payable after more than one year 1,104,143,344 695,954,300 1,285,375, 117 832, 911,068

Tax and social security debts (Nole 12) 3,344,370 4,905,522

Other creditors (Note 13) becoming due and payable within one year 96,244,445 55,698,587 becoming due and payable aHer more than one year 53,978 2,909,825 96,298.423 58,608,412

Deferred income (Note 14) 92,317,979 45,671,466

Total shareholder's equity and liabilities

3 Amazon EU S.a rJ. Socle!e a Responsabilite Limitee

Profit and loss account For the year ended 31 December 2009 (expressed in EUR)

CHARGES 2009 2008

Other external charges 5,416.460,034 4, 188,494,085

Staff costs (Notes 15, 16) Wages and salaries 9,764,292 6.486,735 Social securily costs accruing by reference to wages and salaries 1,598,156 1,012,459 11,362,448 7,499,194

Value adjustment In respect of intangible assets 111,529

Value adjustment in respect of tangible assets (Note 3) 588,710 3,400,588

Value adjustment In respect of current assets 15,342,860 12,556,140

Interest payable and similar charges 38,308,232 35,480,670 (2009: 30,867,191 EUR, 2008: 30,010,225 EUR payable to affiliated undertakings) (Note 11)

Tax expense on profit 4,219,339 6,687,401

Profit for the financial year 10,590,530 18,841,383

Total charges 5,496,872, 153 4,273,070,990

INCOME

Net turnover 5, 191, 120,846 4,031,646.271

Other operating income (Note 17) 286,568,498 203,691,428

Income from participating interests concerning affiliated undertakings 8,000,000

Interest receivable and similar income 19,182,809 29.733,291 (2009: 2,822,509 2008: 770,596 EUR payable by affiliated undertakings) (Note 7)

Total income 4, 273,070,990 Amazon EU S.a r.f. Societe a Responsabilite limitee

Notes to the accounts As of 31 December 2009

Note 1 - General

Amazon EU S.a r.I. ("The Company") was incorporated in Luxembourg on 8 June 2004. The registered office is established at 5, rue P!aetis, L-2338 Luxembourg. The registration number Is B 101 818.

The financial year begins on 1 January and ends on 31 December of each year.

The Company's principal purpose is lo sell goods and services through certain websites. The Company also holds Interests in other companies and other assets.

The Company's accounts are Included within the consolidated accounts of Amazon.cam, Inc., loeUnited States.

Note 2 - Significant accounting pollcles

Generaf principfes

The annual accounts are drawn up in conformity with the Luxembourg legal and regulatory requirements and according to generally accepted accounting principles applicable in Luxembourg.

The significant accounting policies are as follows: i Tangible Assets "

Tangible assets are stated at cost fess accumulated amortisation and any impairment adjustments. Amortisation is calculated on a straight line basis over !he estimated useful life of the assets (1 to 7 years). The carrying values of tangible assets are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be f recoverable.

Intangible assets

Intangible assets acquired are capitalised at cost. Intangible assets, excluding development costs, created within the business are not capitalised and expenditure Is charged against profits in the year in which ii is incurred.

The carrying values of intangible assets are reviewed for impairment when events or changes in circumstances Indicate that the carrying value may nol be recoverable. Intangible assets are amortised over their expected useful lives {2 years).

. 5 -

l i Amazon EU S.a r.I. Soclete a Responsabilite Umitee

Notes to the accounts (continued) As of 31 December 2009

Note 2 - Significant accounting polfcies (continued)

Financial assets

Shares in affiliated undertakings are valued at their historical acquisition cost including the incidental cosls of acquisition.

When the management considers that a permanent impairment in value of financial assets exists. a value adjustment is recognized, so Iha! they are valued at the !owe( value to be attributed to them at the balance sheet date. These value adjustments may not be continued if the events for which the value adjustments were made have ceased to apply.

Cash at bank

Cash at bank includes cash on hand, cash with banks and short term, highly liquid investments that are readily convertible to known amounls of cash with original maturities of ninety days or less and that are subject to an insignificant risk of a change in value.

Transferable securities

Transferable securities primarily consist of government bonds, government agency securities and other investment grade securities including AM-rated money market funds. I hey are valued at the lower of .cost or market value.

Debtors

Debtors are recorded at their nominal value. A value adjustment is made when their reimbursement is partly or completely in doubt These value adjustments may not be continued if the reasons for which the value adjustrnenls were made have ceased to apply.

Stocks - goods for resale

Goods for resale are accounted for using the FIFO method, and are valued at the lower of cost or market value. This valuation requires !he Company to make judgments, based on current available information. about the likely method of disposition, such as through sales to individual customers, returns to product vendors, or liquidations, and expected recoverable values of each disposition category. Based on this evaluation, the Company adjusts the carrying amount of goods for resale to lower of cost or market value.

Foreign currency translation

The Company maintains its books and records in EUR Transac!iOns in other wrrencles are translated into EUR at the rates of exchange prevailing on the dates of the transactions.

6 ~

~ Amazon EU S.a r.I. Soclate a Responsabilite Umitee

Notes to the accounts (continued) e As or 31 December 2009 ~

t l Note 2 - Significant accounting policies (continued) I' Non-monetary assets and llabllities denominated in other currencies are translated into EUR at t 'I the historical exchange rate. other assets and liablllties denominated in other currencies are translated Into EUR at the exchange rate at the balance sheet date. Realized exchange gains .,I and losses and unrealized exchange losses are reflected in the profit and loss account. t Unrealized exchange gains are not recognized in the profit and loss account I J The Company has a business unit which transacts most of its business in Great Britain Pound t ("GBP.). For purposes of including this business unit Into the annual accounts of the Company, the balance sheet Is lransfated from GBP to EUR using the closing rate method, Including I J amounts owed between the GBP business unit and EUR business units. Prom and loss t accounts are translated at average exchange rates prevailing throughout the period. Exchange I, differences arising from this translation are recorded in shareholder's equity under the caption e. of foreign currency translation account. I Effective 1 January 2009, and applied on a prospective basis, the Company made the decision ~ I to settle amounts owed between the GBP business unit and the EUR business units and, accordingly, any realized CUl'rency gains or losses resulting from setuements and unrealized J I losses arising from the remeasurement of the balances between the business units will be f!. recorded to the profit and loss account Unrealized gains are not recognized in lhe profit and loss accounts. I t. I The following is a table of the currency translation rates from GBP to EUR as of 31 December I 2009 and 2008. and the average rates for the years ended 31 December 2009 and 2008. ~ 2009 31 December 2009 2008 31 December 2008 Average rate Closing rate Average rate Closing rate t! 1, 12 1, 13 1,26 ~~ Trade creditors

Debts are recorded at their repayment value. ~

Revenue reoognltiM ~ The Company recognises revenues for product sold and other revenue when the following rour recognition criteria are me!: persuasive evidence of an mrangemen! exists, delivery has ~~· occurred or services have been rendered, the selling Is fixed or determinable, and collectibilily is reasonably assured. ~ Revenue primarily consists of net sales and related revenues.

~: Amazon EU S.~ r.1. Societe a Responsabilite Umitee

Notes to the accounts (continued) As of 31 December 2009

Note 2 - Significant accounting policfes (continued)

Other external c/larges

Other external charges include costs of product safes and other ongoing costs related lo the operation of the Company.

Note 3 - Tangible assets

Tangible assets consist of furniture and equipment, leasehold improvements and technology infrastructure. 31 December 31 December 2009 2008 EUR EUR Cost al the beginning of the year 3,455,167 13,537,042 Additions 523,317 2.082,428 Disposals (12,467,181) ~ F0

Accumulated amortisation at the beginning of the year (2,239,574) (8,087,561) Amortisalion charged during lhe year (588,710) (3.400,588) Disposals 9,453,290 Foreign exchange adjustments Accumulated amortisation at the end of the year

Net book value at the end of lhe year 1,150,200

...f11

8- Amazon EU S.a r.I. Societe a Responsabilite Llmiteo

Notes to the accounts (continued) As of 31 December 2009

Note 4 - Shares In affiiiated undertakings

Undertakings in which the Company holds at !east 20% of their share capital are as follows:

Ownership Cost of acquisition % 31 December 2009 31 December 2008 R Company name EUR EUR Amazon.de GmbH, Germany 100% 79,430,255 79,430,255 I Lovefilm fnternatlonal Limited, UK 35% 68,393,178 68,393,178 Amazon.co.Uk Ltd, UK 100% 61,620,949 61,620,949 Amazon.fr Holdings SAS, France 100% 40,923,368 40,923,368 R Finlux S.a d, Luxembourg 100% 27,012,500 12,500 Opreview.com Limited, UK 100% 18,671,877 18,671,877 Amazon CS Ireland limited, Ireland 100% 2,850,100 2,650,100 I! Amazon Joyo Co. Ltd., People's Republic of China 50% 2,123,369 Amazon Data Services Ireland limited, Ireland 100% 2,040,000 2,040,000 It Amazon Distribution GmbH, Germany 100% 25,000 25,000 Amazon (Jersey) Limited, Jersey 100% 14,847 14,847 Amazon (Jersey) Sales Limited, Jersey 100% 14,847 14,847 ! Amazon.com Spain S.L., Spain 100% 13,482 2,375 Amazon Media EU S.a r.I .. Luxembourg 100% 12,500 12,500 Amazon Services Europe S.a r.I., Luxembourg 100% 12,500 12,500 !

Total 303, 158, 772 274,024,296 !;

In June 2009, the Company has increased its investment into Finlux S.a.rJ, Luxembourg, by a I contribution in cash of EUR 27,000,000. ~

The Company has entered into a Sino-Foreign Entity Joint Venture Contracl with an affiliate for J a 50% interest into Amazon Joyo Co. Lid .. People's Republic of China (!he Joint Venture). ~ During 2009, the Company made a contribution lo the Joint Venture of RMB 21,600,000 corresponding to EUR 2, 123,369. I [ 'I The Board of Managers considers !hat there is no permanent impairment in the value of lhe participalion as of 31 December 2009. I ~ - Art 65 parag(aph (1} 2" of the faws or 19 December 2002 on the Trade Registry and Accounting and Annual Accounts of undertakings (the "law") requires the disclosure of !he amount of capital and reserves and prom and loss for the last financial year of each affiliated ~· undertaking. In conformity with Art 67 (3) ot the law lhese details have been omitted since the undertakings are included in the consolidated annual accounts of Amazon.com, Inc , !!

-9 ~

~ Amazon EU S.a r.L Societe a Responsabilite Umilee

Notes to the accounts (continued) As of 31 December 2009

Note 5 - Stocks - goods for resale

31 December 31 December 2009 20()8

EUR EUR

Stocks - goods for resale, gross 419,481,989 269,802, 193 Provi$1on for value adjustments (35,359,924) (25.127,011)

Stocks - goods for resale, net 384, 122.065

Note 6 ~ Trade debtors

31 December 31 December 2009 2008

EUR EUR

Oulslanding billed revenues 259,829,361 200,966.146 Provisions for doublful accounts (9,019,480) (13,739,324)

Trade debtors 250,809,881 187,226,822

JI ...1

- 10 - ~ I I [ I Amazon EU S.a r.I. Societe a Responsabilite Llmitee I l Notes to the accounts (continued) e As of 31 December 2009 I f I I I Note 7 - Amounts owed by affilfated undertakings I Company naroo Becoming due Becoming due Total Total I I and payable and payable after 31 December 31 December within 1 year more than 1 year 2ootr ~ 2008 I e· I EUR EUR EUR EUR I I FinLux S.a rJ., Luxembourg t loan 44,871,764 44,871,764 45,973,489 Interest 134,591 134,591 I 255,128~ Other ra:::eivable 253,265 253,265 1,740 Amazon.com Int'! Sales, Inc., USA 3,075,314 3,075,314 I Arna;::on Data Services lraand Limited, Ireland I Loon 2,361,866 2,361,866 t Amazon.fr Hddings SPS, France 2,358,351 2,358,351 1.103,444 I Other 535,000 535,690 689,100~ I Amazon Jai:~m Lcgistics KK, Japan Loon 17,313,648 I Amazon ServlC€S El.rope S.a t.I .. Luxenbourg 6,349,06~ IMDb Servi~ Limited, UK 2,094.478

Total 8,719,077 44,871,764 53,590,841 73,780,1;1:

The Company has received l;ln amount of EUR 2,822,509 as interest Income for the year in relation to the above loans (2008: EUR 770,596).

Note 8 - Transferable securities ~ The following table summarizes transferable securilies.

31 December 31 December ~· 2009 2008

EUR. EUR ~·

Transferable securities 1,048,978,303 378,087, 146 ~·

The market value of the transferable securities amounts to EUR 1,057, 187,762 as at 31 December 2009 (31 December 2008: EUR 382,683,292).

- 11 - Amazon ElJ S.a r.I. Societe a Responsabilite Umitee

Notes to the accounts (continued) As of 31 December 2009

Note 9 - Capital and reserves

Balance as of Foreign Balance as of 31 December Allocation currency Profit for 31 December 2008 of profit translation the year 2009

Subscribed capital 37,500 37,500 Share premium account 24,129,938 24,129,938 Legal rese1Ve 3,750 3,750 Other reserves 45,825 251,825 297,650 Profit brought forward 8,350,385 16,589,558 26,939,923 Profit for the year 18,841,383 (18,841,383) 10,590,530 10,590,530 Foreign currency translation 21,408,292 5,525,768 26,934,050

Total 72,817,053 5,525,758 10,590,530 88,933,341

Subscribed capital

As of 31 December 2009 and 2008 the subscribed capital amounts lo EUR 37,500 divided into 3 shares of EUR 12,500 each.

Legal rese1Ve

In accordance with the Luxembourg company law, the Company is required to transfer a minimum of 5% of its net profit for each financial year fo a legal reserve. This requirement ceases to be necessary once the legal reserve reaches 10% of the Issued subscribed capital. The legal reserve is not available for distribution to the shareholder.

!'·~, Other reserves " In accordance wilh Luxembourg tax law, Iha Company decided to allocate under non ;· J distributable reserves. (ilem "other reserves") an amount that corresponds to five times the I ;i amount of the Net Wealth Tax. This reserve is non-distributable for a period of live years from the year fallowing the one during which lhe Net Weallh Tax was reduced.

Note 10 Trade creditors

All creditors are due and payable within a period of one year. Certain amounts are secured by letters of crediL

12 ~ Amazon EU S.a r.L Societe a Responsabillte Umitee

Notes to the accounts (continued) As of 31 December 2009

Note 11 - Amounts owed to affiilated undertakings

Company name Becoming due Becoming due Total Total and payable and payable after 31 December 31 December r within 1 year more than 1 year 2009 2008

EUR EUR EUR EUR =~

Amazon Eun:ipe Hording Technologies S.C.S, Luxembourg ~' Loans 1,104,143.344 1, 104, 143,344 695,954,300 Amazon.com lnl"I Sales, Inc., USA 2,526,553 Amazon.co.uk Ltd, UK 43,673.700 . 43,673,700 36,195.963 :=· Amazon Services Europe S.a r.I., Luxembourg 28,945,943 28,945,943 Amazon.Ir SAS, France 26,957,014 26.957,014 19,871,482 Amazon Media EU S.a r.I .. Luxemlfourg 26,793,277 26,793,277 17,941,028 = Amazon.de GmbH. Germany 16,800,747 16,806,747 6,589,342 Amazon.fr Logistique SAS, France 13,130,605 13,130,605 13,046,720 Amazon Distribution GmbH. Germany 5,453,648 5,453,648 6,961,028~ Amazon Logislik GmbH, Germany 5,285,993 5,265,993 11,644,931 Amazon CS Ireland Limited, Ireland 5,180,833 5,180.633 S,807,015 Amazon Data Services Ireland Limited, lrel;ind 4, 100.148 4,100,148 3,904,572[ NV Services, Inc., USA 3,870,776 3,870,776 9,230,492 Amazon Procuremenl. Inc , USA 879,500 879,500 1,043,909 Olhers 153,589 153,589 193,733;t

Total 1, 104, 143,344 1,285,375, 117 832,911,008 =

The amounts owed to affiliated undertakings, due and payable within one year, mainly consist of payables for support services provided by group companies and cash pooling arrangements with group companies.

The Company has Incurred an amount of EUR 30,867, 191 as an interest expense for the year in relation to the above loans (2008: EUR 30,010,225).

Note 12- Tax and social security debts

The Company Is subject lo all taxes applicable to Luxembourg commercial companies The Company has secured approval, in conformity with Article 164 bis of the law on income tax, for the fiscal consolidation of the Company with Amazon Services Europe S.a r.L and Amawn Media EU S.a r.I. Amazon EU S.a r.I. societe a Responsabilile Limitee

Notes to the accounts (continued) As of 31 December 2009

Note 13 - Other creditors

Debts are recorded at their repayment value and summarized as folfows:

Becoming due Becoming due 31 December 31 December •.;~· ' and payable and payable after 2009 2008 wlthfn 1 year more than 1 year ·.~· '·' EUR EUR EUR EUR

Marketing and sales 67,753,621 67,753,621 39,873,556 Other 15,520,151 53,978 15,574, 129 12,947,584 VAT 12,970,673 12,970,673 5,787,272

Other creditors 96,244,445 53 978 96!298,423 58,608.412

Note 14 - Defe"ed Income

Deferred income is recorded when payments are received in advance of performing service obligations and consists of unredeemed gift certificates and other deferred income.

Note 15 - Staff

The Company employed an average of 109 full time employees during the financial year (2008: i f'I 74). I :i i 1 Note 16 - Emoluments I ;;

No emoluments. advances or credits were granted to the Board of Managers during the I, "lI\ financial year.

.'/ .11•,• Note 17 - Other operating Income Other opera!lng income is primarily related to revenue from license agreements with affiliated

.. , I., t. Note 18 - Litigation

The Company and its operations am subject to various lawsuits Iha! have arisen in the course of business. Management is of lhe opinion !hat !he ultimate outcome of this litigaUon is not anticipated lo have a material adverse effect on the Company's annual accounts.

-14 - Amazon EU S.tl r.l. Societe a Responsabilite limitee

Notes to the accounts (continued) As of 31 December 2009

Note 19 - Commitments and contingencies

Future minimum payments under operating leases with initial terms of more than one year consist of the following as of 31 December 2009:

2010 2011 2012 Thereafter Total EUR EUR EUR EUR EUR

Facllitles 1,201,332 1,201,332 1,201,332 4,404,884 8,008,880

Note 20 - Subsequent event

On 27 April 2010, the Company completed the purchase of additional ordinary shares of an existing affiliate, Lovefilrn International Limited (lovefilm), for approximately £13.3M which increased the Company's interest in Lovefilrn from 35% to 45%. Amazon EU S.a r.I. Appendix 2 Tax number: 2004 2413 314

Unitary value of the company as at January 1st, 2010 and January 1st, 2009 In EUR

0110112010 01/01/2009

Assets

Tangible assets 1 150 200 1 215 593 Shares in affiliated undertakings 303 158 772 274 024 296 ./. Exemption according to §60 BewG (303 129 078) (273 994 602) Stocks - goods for resale 384 122 065 244 675 182 Trade debtors 250 809 881 187 226 822 Amounts owed by affiliated undertakings - short term 8 719 077 10 493 052 Amounts owed by affiliated undertakings - long term 44 871 764 63 287 137 Other debtors 15 231 408 4 548 431 Transferable securities 1 048 978 303 376 087 146 Cash at bank 643 646 193 631 914 668 Prepayments and accrued income 1 351 675 733 735

2 398 910 260 1520211460 Amazon EU S.a r.l. Appendix 2 Tax number: 2004 2413 314

Unitary value of the company as at January 1st, 2010 and January 1st, 2009

In EUR

01/01/2010 01/01/2009

Liabilities

Trade creditors (l 135 770 108) (779 292 541) Amounts owed to affiliated undertakings - short term (181 231 773) (136 956 768) Amounts owed to affiliated undertakings - long term (1 104 143 344) (695 954 300) ./. Debts related to the important participations 259 712 229 230 588 760 Tax and social security debts (3 344 370) (4 905 522) ./. Tax to be paid 2 513 305 4 640 444 2004 CIT (as per tax assessment dated 04/0712007) (593) 2005 CIT (as per tax assessment dated 13/05/2009) (268 440) 2005 MBT (as per tax assessment dated 13/05/2009) (86 681) 2006 CIT (as per tax assessment dated 09/06/2010) (134 353) 2006 MBT (as per tax assessment dated 09/06/2010) (115 098) 2007 CIT (as per tax assessment dated 0910612010) (2 581 901) (3 024 182) 2007 MBT (as per tax assessment dated 09/06/2010) (893 754) 2008 CIT (as per tax assessment dated 09/06/2010) (4110 Ill) 2008 MBT (as per tax assessment dated 09/06/2010) (1 570 205) (1214946) 2009 CIT (estimation) (3 899 756) 2009 MBT (estimation) (1 230 022) Other creditors - short term (96 244 445) (55 698 587) Other creditors - long term (53 978) 909 825) Deferred income (92 317 979) (45 671 466)

(2 360 162 347) (1 496 007 962)

Unitary value 38 747 913 24 203 498

000

NWT basis Amazon EU S.a r.I. Appendix 3 Tax number: 2004 2413 314

Detail of some balance sheet items

In EUR

Other debtors

VAT receivable 15 231 408

15 231 4081

Prepayments and accrued income

Prepaid services 128 520 Prepaid license l 152 099 Prepaid other 23 558 Deferred bonus 47 498

1 351 6751

Tax and social security debts

Accrued payroll taxes (598 298) Sales tax payable (232 767) Corporation tax payable (2513305)

(3 344 370),

Deferred income

Deferred revenue (44 403 047) Gift certificate liability (47 914 932)

(92 317 979)1 Amazon EU S.a r.l. Appendix 4 Tax number: 2004 2413 314

Detail of some profit and loss aecounts items In EUR

Net turnover 5 191 120 8461

Other external charges

Product costs (3 931 187 563) Rental library costs (41 728) Shipping costs (392 20 I 387) Temporary service employees 45 800 Office supplies and expense (94 522) Employee training and recruitment (173 026) Employee relocation (2 150 074) Associates program commissions and expenses (70 943 537) Marketing costs (52 914 979) Occupancy (I 934 153) Software expense (496 285) Equipment expense (86 047) Telephone (567 779) Postage and courier (161 910) Insurance expense (2 045) Bank and credit card charges (48 996 579) Travel (889 659) Meals and entertainment (169 011) Professional fees (15 010 539) Dues and subscriptions (174 375) Commissions (2920514) Service fee expense (378 763 538) Royalty expense (519 316 268) Miscellaneous (gain) loss 2 689 684

(5 416 460 034)1

Other operating income

income 285 606 326 Other operating income 962 172

Tax expense Amazon S.a LI. Annexe 5 Tax number 2004 2413 314

·e1.~umon table for tangible assets as at December 31, 2009

Acquisition Net Acquisttion Accumulated cost- Currency adj Acquisitions Disposals of Currency adj I I Amortis I R 10 1 I C d· 1Accumulated I Currency I Net book IEligible assets I I value at cost-End of amort. as at eversa urrency a J. amort. as at adj value as at for tax credit 2007 of the year the year 2008 2009 7 01/0112009 the year 0110112009 amortis. 200 3111212009 2008 3111212009 investment

830 960 272 715 117 326 390 041 440 919 NO I 69 852 4 037 9 778 13 815 56 037 NO ~ ! 49 551 49551 9156 9156 40 395 NO 055 147 055 68 626 29 410 98 036 49 019 YES 19 639 19 639 5 502 3 891 9 393 10 246 YES 103 435 103 435 14 201 20 106 34 307 69128 YES

13 503 13 503 900 900 12 603 YES 2006 155 562 158 562 158 529 003 33155 562 158 0 YES 2007 560 22 644 22644 15 063 6 095 21158 3 980 5 466 YES 546 70 449 70 449 15 904 23 436 39 340 31110 YES

237 11 237 11 237 11 237 0 NO 2007 051 59 344 59344 45 300 11 606 56 906 7 2 445 NO

409 535 17 535 5126 8 529 13 655 3 880 NO 31 640 31 640 5 963 5963 25 677 NO 2006 000 410 16 1410116 1 233117 177 000 1410117 0 YES

284 121 284 20 239 40 428 60 667 60 617 YES 295 934 295 934 91 585 91 585 204 349 YES

0 0 3 492 346 3 838 -3 838 NO 459 9 460 132 689 142 149 1 1 142148 NO 1 215 592 3 455167 0 523 317 0 0 3 978 484 2 243 561 588 710 0 0 2 832 271 3 987 1150 200

A 180c\A 180c09\Declarations\A 180c09 annexes xls5., Amazon EU S.a r.I. Appendix 6 Tax number: 2004 2413 314

Tax credit on foreign withholding tax

In EUR

1. Income Interest received on the note receivable from Amazon Japan Logistics KK 736 309

736 3091

II. Determination of the net foreign income

Gross income 736 309

Withholding tax (73 631)

Foreign income (R) 662 6781

III. Computation of the tax credit

The maximum of tha tax creditable is computed following the formula 185 170 i = R *ti (1 - t)

Tax credit 73 631

R= Foreign income tax creditable t= 21