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Yahoo! Shopping Takes Fans On A Shopping Spree With And Watch YOUtopia.com's Exclusive Footage of Britney and Justin Shopping and Simultaneously Buy Their Favorite on Yahoo! ShoppingVision

Bid on Britney's and Justin's Clothes through -Sponsored Yahoo! Auction

SUNNYVALE, Calif. -- June 11, 2001 -- Yahoo! Inc.(Nasdaq: YHOO), a leading online shopping destination, today announced that for the first time ever, fans can shop alongside pop stars Britney Spears and N'SYNC's Justin Timberlake as they shop in New York and retail stores. Yahoo! Shopping (http://shopping.yahoo.com) will be webcasting previously unseen footage of Justin and Britney shopping in some of their favorite stores through a custom Yahoo! ShoppingVision player, which enables consumers to buy contextually relevant merchandise while they simultaneously view a video stream. Sponsored by Pepsi, the promotion includes a charity auction on Yahoo! Auctions (http://auctions.yahoo.com), where fans can bid on items from Britney's "Oops, I Did It Again" concert tour and Justin's closet, as well as other merchandise. The webcast footage and auction items are being provided through a relationship with YOUtopia.com, which offers teens the ability to earn online currency, play games, chat and view exclusive content.

"Celebrity is a huge driver of consumer purchasing decisions, and now for the first time, people can conveniently see what their favorite stars like, and then buy those products at the same time," said Michael Landau, general merchandise manager, Yahoo! Shopping. "This promotion really gives Yahoo! shoppers and fans of Britney and Justin a behind-the-scenes look at hot trends and fashions, and demonstrates Yahoo!'s ability to design creative marketing solutions for companies like Pepsi and YOUtopia.com."

Consumers can access the shopping spree and auction from the front page of Yahoo! Shopping, from the front page of Yahoo! (www.yahoo.com), or directly at http://webevents.broadcast.com/pepsi/britney. Available today, the first segment of the shopping spree will run through June 14, 2001. Subsequent, unreleased episodes, will debut on June 21, June 28 and July 5, 2001, and each will be available for two days. Yahoo! also will distribute a personal email from Britney to more than 5 million Yahoo! users who have opted-in to receive such emails, personally inviting them to participate in the event.

"We are thrilled to work with Yahoo! to help deliver teens an exciting new way to shop online and to offer Yahoo!'s users the opportunity to see Britney's and Justin's true spirit and personality," said Randi Shinder, chief executive officer of YOUtopia.com. "This agreement is an incredible opportunity for us to extend our brand to one of the largest teen audiences on the Web."

Shop with Britney in New York and London Yahoo! ShoppingVision is a rich media extension of Yahoo! Shopping, and gives consumers a dynamic new way to buy products conveniently on the Web. Yahoo! ShoppingVision lets consumers view streaming video content and simultaneously purchase relevant merchandise through a single interface. As people see products that Britney talks about in the streaming video window, product information and links to the merchandise will simultaneously appear in the window adjoining the video stream, allowing consumers to immediately purchase the products being viewed.

Take Home Britney's and Justin's Clothes and Memorabilia Starting today, people can bid on outfits from Britney's and Justin's closets, as well as a number of other authentic collectible items donated by YOUtopia.com. Britney's red kimono, worn during the "Oops, I Did It Again" concert tour, will be on the block, as well as one of Justin's favorite outfits. Additionally, fans can bid on a special edition, 24 karat gold-plated "Oops, I Did It Again" single, and autographed Britney Spears merchandise. Each item comes with a letter of authenticity, and all proceeds from the auctions go to benefit the Britney Spears Foundation, which helps deserving youth by providing entertainment and performing arts programs, and the Justin Timberlake Foundation, which provides schools with needed assistance in creating high-caliber music programs for their students.

Pepsi and Yahoo! Pepsi's sponsorship includes co-branded placement on the custom Yahoo! ShoppingVision media player (http://webevents.broadcast.com/pepsi/britney), as well as featured placement on the front page of Yahoo! in the "Marketplace" section during the promotion. Additionally, Pepsi will be branded on all for the event, which will include media on the front page of Yahoo!, and placement within Yahoo! Shopping, Yahoo! Auctions and other relevant properties throughout the Yahoo! network.

This sponsorship is an extension of a comprehensive Fusion Marketing alliance between Pepsi-Cola Company and Yahoo!, established in March 2000 and including the successful PepsiStuff.com online promotion. Recently, the two companies collaborated to debut Pepsi's new "Performance" commercial prior to its television debut on the 2001 Academy Awards, which included Britney Spears' rendition of the "Joy of Pepsi" song and cut-ins of various people viewing the commercial, including former Senator . Yahoo! Fusion Marketing programs provide one-stop shopping for companies seeking to secure a measurable Internet presence and are designed to help connect Yahoo!'s significant global audience with leading offline brands.

YOUtopia.com YOUtopia offers teens between the ages of 13 and 19 the opportunity to earn their own online currency, "YOUdollars", in exchange for participating in a host of entertaining interactive activities at www.youtopia.com. Such entertaining activities include virtual tours, contests, chats, email and games. Members can then redeem their acquired YOUdollars for gift certificates from leading teen oriented retailers. Consumers also can access the shopping spree from YOUtopia.com.

Yahoo! Shopping Yahoo! Shopping is the only place consumers need to go to research, compare and buy almost anything online. Consumers will find the popular brand-name retailers and buying information they want, as well as millions of products from thousands of merchants in 20 retail categories. Yahoo! Shopping also has convenient features, such as Yahoo! Wallet and Express Checkout, that make online shopping fast and easy. Yahoo! Shopping is part of Yahoo!'s comprehensive suite of commerce services, which also includes Yahoo! Auctions, Yahoo! Travel and Yahoo! Store. Yahoo!'s audience has been ranked the most valuable shopping audience online according to Forrester Research, and during the first three months of 2001, Yahoo! has directly enabled more than $1.4 billion of transactions on its commerce platform.

About Yahoo! Yahoo! Inc. is a leading global Internet communications, commerce and media company that offers a comprehensive branded network of services to more than 192 million individuals each month worldwide. As the first online navigational guide to the Web, www.yahoo.com is the leading guide in terms of traffic, advertising, household and business user reach. Yahoo! is the No. 1 Internet brand globally and reaches the largest audience worldwide. The company also provides online business and enterprise services designed to enhance the productivity and Web presence of Yahoo!'s clients. These services include Corporate Yahoo!, a popular customized enterprise portal solution; audio and video streaming; store hosting and management; and Web site tools and services. The company's global Web network includes 24 World properties. Yahoo! has offices in Europe, Asia, Latin America, Canada and the , and is headquartered in Sunnyvale, Calif.

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