AudibleListener (R) members acquired during the quarter reached a
record 55,400, representing accelerating year over year growth of
139%.6 million to $4.

mehring engels

Dominic Pistillo, founder of the University of Advancing
Technology, said, "At UAT we strive not only to provide an enriching
educational environment, but to raise the bar with innovation, systems
thinking and programming that will carry us through the 21st century.
Cash and Cash Equivalents: Audible's cash, cash equivalents and
short-term investments totaled $65.3
million.com, recently named the best consumer Web service by
CNet.

marx phallus

----The University of
Advancing Technology (UAT), a leading innovator in education focused
on new and emerging technologies , has established the Da Vinci Chair
for the Study of Thinking.
A series of events leading to the presentation of the Da Vinci
Chair and Medallion at UAT's upcoming commencement (Saturday, April
30) will include Dr."
Dr. in psychology and physiology from Oxford, a D. A reconciliation to the U.
COMPARATIVE CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three months ended
-------- -------------------
March 31, December 31,
------------- -------------
2005 2004
------------- ---- ---------
(unaudited) (unaudited)
Revenue, net:
Content and services:
Consumer content $ 12,838,041 $ 10,114,197
Point of sale rebates (355,575) (410,399)
Services 19,444 20,333
---------- --- -------------
Total content and services 12,501,910 9,724,131
Hardware 103,656 164,026
Related party revenue 274,436 296,408
Other 24,868 19,887
------------- -------------
Total revenue, net 12,904,870 10,204,452
------ ------- -------------

Operating expenses:
Cost of content and services revenue:
Royalties and other content charges 4,152,886 3,157,516
Discount certificate rebates 601,221 683,214
------------- ---------- ---
Total Cost of content and services
revenue 4 ,754,107 3,840,730

Cost of hardware revenue 301,752 317,676
Operations 1,847,794 1,487,481
Technology and development 1,616,182 1,250,475
Marketing 2,289,253 1,851,692
General and administrative 1,537,929 1,172,783
------------- -------------
Total operating expenses 12,347,017 9,920,837
------------- ----- --------

Income from operations 557,853 283,615

Other income (expense):
Interest income 414,053 169,751
Interest expense (1,495) (5,874)
------------- -------------
Other income, net 412,558 163 ,877

------------- -------------
Income before income tax expense and state
income tax benefit 970,411 447,492

Income tax (expense) benefit (81,020) 75,241

State income tax benefit - 723,724

-------- ----- -------------
Net income 889,391 1,246,457
============= =============

Basic net income per common share $ 0.

astrocartographer 1818

Edward de Bono, regarded by many as the
leading authority in the world in the field of creative thinking and
the direct teaching of thinking as a skill, will be named as the
inaugural holder of the faculty chair at UAT.
de Bono will also be signing his books at the Borders Bookstore in the
Biltmore Fashion Park in Scottsdale, Ariz. Dr. He was a Rhodes Scholar at Oxford,
holds an M.
Audible(R) reported record net revenue for the first quarter 2005
of $12 .8 million reported in Q1-04 and up 26% quarter-over-quarter. The company maintained guidance for 2005
income before income taxes of $3.audible. GAAP.S.

marx lacanian

fr
Internet audio service for digitally delivered French-language
spoken audio.com/ir for audio streaming
access to the call.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three months ended
March 31 ,
---------------------------
2005 2004
--------- ---- -------------
(unaudited) (unaudited)

Cash flows from operating activities:
Net income $ 889,391 $ 57 ,772
Adjustments to reconcile net income to
net cash provided by operating
activities:
Depreciation and amortization 139,507 110,525
Services rendered for common stock
and warrants - 269,081
Non -cash compensation charge 37,342 34,113
Deferred cash compensation - (3,750)
Accretion of discounts on short-term
investments (300,779) -
Income tax benefit from exercise of
stock options 22,490 -
Changes in assets and liabilities:
Interest receivable on short-term
investments 49,006 -
Accounts receivable, net (141,490) (91 ,445)
Accounts receivable, from related
parties (61,811) -
Royalty advances (34,107) 33,126
Prepaid expenses and other current
assets 241,293 35,356
Inventory 20,112 (88,616)
Other assets (11,086) (804)
Accounts payable 1,106,936 161,626
Accrued expenses 1,335,273 66,919
Royalty obligations 14,830 (87,500)
Accrued compensation 73,900 (19,258)
Deferred revenue 122,628 (5,384)

------------- ------- ------
Net cash provided by operating
activities 3,503,435 471,761
------------- -------------

Cash flows from investing activities:
Purchases of property and equipment (462 ,423) (124,501)
Purchases of short-term investments (11,716,202) -
Proceeds from maturity of short-term
investments 5,000,000 -
------------- -------------
Net cash used in investing
activities (7,178,625) (124,501)
------------- -------------

Cash flows from financing activities:
Proceeds from exercise of common stock
warrants 273 ,000 2,500
Proceeds from exercise of common stock
options 66,125 223,578
Payments of principal on obligations
under capital leases (120,795) (35,466)
Payments received on notes due from
stockholders for common stock - 3,750
------------- -------------
Net cash provided by financing
activities 218,330 194,362
------------- -------------

Effect of exchange rate changes on cash and
cash equivalents 552 -
- ------------ -------------

(Decrease) increase in cash and
cash equivalents (3,456,308) 541,622

Cash and cash equivalents at beginning of
period 13,296,006 9,074,987
------------- -------------
Cash and cash equivalents at end of period $ 9,839,698 $ 9 ,616,609
============= =============

Non-GAAP Free Cash Flow reconciliation:
Net cash provided by operating
activities $ 3,503,435 $ 471,761
Purchases of property and equipment and
capital lease payments (583,218) (159,967)

------------- -------------
Non-GAAP Free Cash Flow $ 2,920,217 $ 311,794
------------- -------------

Non-cash investing and financing
activities:
Purchase of property and equipment
through capital leases $ - $ 402,023
--- ---------- -------------

engles splendor

"

First Quarter Highlights:

Net Revenue: net revenue totaled a record $12.audible. Actual results may differ materially
from those anticipated in any forward -looking statements as a result
of certain risks and uncertainties, including, without limitation ,
Audible's limited operating history, history of losses, uncertain
market for its services, and its inability to license or produce
compelling audio content and other risks and uncertainties detailed in
the company's Securities and Exchange Commission filings.

marxist enigmatic

that
is not historical fact and may be deemed to contain forward-looking
statements about the company.

phallus astrocartographer

de Bono, born in Malta, is known
worldwide for his work in designing the formal creative tools of
lateral and parallel thinking .

Business Editors

WAYNE, N. (NASDAQ:
ADBL; www.9 million, up 91%
from $6. Audible .

Other product or service names mentioned herein are the trademarks
of their respective owners .04 $ (0.

lacanian audiobook

Operating Income: operating income totaled a record $557,853, up
from $44,993 reported in Q1-04 and up 97% quarter over quarter.

Recent Highlights:

Development in wireless initiatives by implementing
AudibleReady technology into ARM Processors for digital audio
players and handheld electronic devices, following similar
announcements with Portal Player and SigmaTel.

Expansion into France with Audible's launch of the Audible.
Audible also maintained guidance for capital expenditures and free
cash flow. However, this non-GAAP measure should be considered in
addition to, not as a substitute for, or superior to, net cash
provided by operating activities , or other financial measures prepared
in accordance with U. The site offers a powerful
collection of audiobook best sellers and classics by authors such as
Tom Clancy, Stephen King, John Grisham , Janet Evanovich, James
Patterson, the Dalai Lama, David McCullough, Stephen Hawking, William
Shakespeare , Emily Dickinson, and Jane Austen.
CONDENSED CONSOLIDATED BALANCE SHEETS

March 31, December 31,
Assets 2005 2004
------------- - --------------
(unaudited)

Current Assets:
Cash and cash equivalents $ 9,839,698 $ 13,296,006
Short-term investments 55,403,380 48,386,399
Interest receivable on short-term
investments 27,145 76,151
Accounts receivable, net of allowance 928 ,477 786,987
Accounts receivable, related party 149,436 87,625
Royalty advances 174,741 140,634
Prepaid expenses and other current assets 424,691 665,984
Inventory 373,997 394,109
-------------- --------------
Total current assets 67,321,565 63,833,895

Property and equipment, net 1,242,006 919,090
Other assets 31,891 20,805

-------------- --------------
Total Assets $ 68,595,462 $ 64,773,790
============== ==============

Liabilities and Stockholders' Equity

Current Liabilities:
Accounts payable $ 1,957,842 $ 850,906
Accrued expenses 4,963,829 3,628,556
Royalty obligations, current 159,250 150 ,800
Accrued compensation 522,056 448,156
Capital lease obligations - 120,795
Deferred revenue 2,568,496 2,445,868
-------------- --------------
Total current liabilities 10,171,473 7,645,081

Royalty obligations, non current 44,380 38,000

Commitments and contingencies

Stockholders' Equity:
Common stock 240,681 241,697
Additional paid-in capital 187,877,474 187,248,675
Deferred compensation (567,739) (154,173)
Accumulated other comprehensive income 552 -
Treasury stock at cost - (184,740)
Accumulated deficit (129,171,359) (130,060,750)
-------------- ---------- ----
Total Stockholders' Equity 58,379,609 57,090,709

-------------- --------------
Total Liabilities and Stockholders'
Equity $ 68,595,462 $ 64,773,790
============== ==============

AUDIBLE INC.

manifesto lacanian

One thousand strong , student intelligence, talents and
interests are vast, helping us to stand apart in academia as a place
for those who are disenfranchised by ordinary institutions of higher
learning.03 per diluted share.m. To participate in the call, the dial-in number is
(877) 236-1078 or +1(213) 408-0663.

* Use of Non-GAAP Measures

Management believes that free cash flow is a useful measure of
liquidity because it includes cash provided by operating activities as
well as the impact of cash used for investment in property and
equipment. in the first-ever imprint to produce spoken word content
specifically suited for digital distribution, Random House Audible.

enigmatic astrocartographer

de Bono's commencement address on "A Report Card
on the World's Thinking" and an invitational luncheon with Arizona's
key leaders in the fields of education, government and business. "On the
heels of a very successful 2004 holiday season, we saw our momentum
accelerate in the first quarter and further position us to deliver on
Audible's aggressive growth plans for 2005 and beyond.

Business Outlook:

The company today raised full-year net revenue guidance for 2005
to $62 million to $65 million, which represents 80% to 89%
year-over-year revenue growth, up from the company's prior guidance of
$59 million to $62 million.

fredrick marx

He is equally renowned for
his development of the Six Thinking Hats technique and the Direct
Attention Thinking Tools.Phil.uat.0 million, excluding
the previously announced $2 million in expenses related to the launch
of Audible UK and before deducting any charges related to restricted
stock awards., PhatNoise Inc.06
============= =============

Basic weighted average common shares
outstanding 24,008,188 22,457,573
============= =============

Diluted net income per common share $ 0.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three months ended
March 31,
- --------------------------
2005 2004
------------- -------------
(unaudited) (unaudited)
Revenue, net:
Content and services:
Consumer content $ 12,838,041 $ 6,675,438
Point of sale rebates (355,575) (116,250)
Services 19,444 17 ,102
------------- -------------
Total content and services 12,501,910 6,576,290
Hardware 103 ,656 181,717
Related party revenue 274,436 -
Other 24,868 16,126
------------- -------------
Total revenue, net 12,904,870 6,774 ,133
------------- -------------

Operating expenses:
Cost of content and services revenue:
Royalties and other content charges 4,152,886 2,054,162
Discount certificate rebates 601,221 39,100
------------- -------------
Total Cost of content and services
revenue 4,754,107 2,093,262

Cost of hardware revenue 301,752 518,035
Operations 1,847,794 1,143,247
Technology and development 1,616,182 1,255,132
Marketing 2,289,253 1,152,286
General and administrative 1,537,929 567,178
------------- ------- ------
Total operating expenses 12,347,017 6,729,140
------------- -------------

Income from operations 557,853 44,993

Other income (expense):
Interest income 414,053 14,967
Interest expense (1,495) (2,188)
------------- -------------
Other income, net 412,558 12,779

------------- -------------
Income before income tax expense 970,411 57,772

Income tax expense (81,020) -

------------- -------------
Net income 889,391 57,772

Dividends on preferred stock - (614,116)
Charges related to conversion of
convertible
preferred stock - (9,873,394)
------------- -------------
Total preferred stock expense - (10,487,510)

------------- -------------
Net income (loss) applicable to common
shareholders $ 889,391 $(10,429,738)
============= =============

Basic net income (loss) applicable to
common shareholder per common share $ 0.

splendor manifesto

in
medicine and a Ph.edu/debono

03 per
diluted share.7 to $3.com's and the Apple iTunes Music Store's pre-eminent provider
of spoken word products for downloading or streaming via the Web.
Among the Company's key business relationships are Apple Corp.com, AudibleListener, and AudibleReady are
registered trademarks of Audible, Inc.

astrocartographer enigmatic

from Cambridge.
New AudibleListener Members: new AudibleListener members,
customers who have signed up for one of our monthly membership
programs totaled a record 55,400, up 139% from 23,000 in Q1 -04.
Free cash flow totaled a record $2.com:

Audible.com, and one of the "Best of Today's Web " by PC World, features
daily audio editions of The Wall Street Journal and The New York Times
-- available on a subscription basis in time for the morning drive to
work each day -- as well as Forbes, Harvard Business Review,
Scientific American, and Fast Company., Rio Audio, Sony Electronics , Texas
Instruments Inc.

phallus enigmatic

Dr.D. UAT's uniqueness is found in the creation, and the continual
nurturing , of a community of students and staff -- self-styled geeks,
many of them -- whose personal and professional lives revolve around
technology.
Operating and Free Cash Flow *: operating cash flow totaled a
record $3. GAAP
equivalents of this non-GAAP measure is contained in tabular form on
the attached unaudited condensed consolidated financial statements.audible.

reflected narrated

A.audible.

About Audible.,
Creative Labs, Hewlett-Packard Company, Microsoft Corporation,
palmOne, Inc.04 $ 0.

poststructuralist marx

The University of Advancing Technology Announces the Da Vinci Chair for the Study of Thinking

He is the
originator of Lateral Thinking, which treats creativity as the
behavior of information in a self-organizing information system --
such as the neural networks in the brain.
"A record jump in new AudibleListener members and total new
customers, tremendous revenue and operating income growth, as well as
a new record high for free cash flow all made for a successful quarter
for Audible," stated Donald Katz, chairman and CEO of Audible.9 million, up from $312,000 in
Q1-04 and up 30% quarter over quarter .0 million.S.com(R)) is the Internet's leading premium
spoken audio source.

deconstruction manifesto

Dr.5 million, up from $471,761 in Q1-04 and up 42% quarter over
quarter.

Conference Call:

Senior management will host an investor teleconference at 5:00
p. and all are part of the family
of Audible, Inc .

astrocartography marxist

In that regard, we are honored to be able to present such a
distinguished thinker as Edward de Bono as the inaugural holder of the
Da Vinci Chair for the Study of Thinking.
For more information on Dr., the leading producer of spoken word audio in the United
Kingdom, to bring hundreds of unabridged audiobooks and the
BBC titles derived originally from BBC broadcast programs to
Audible.

Audible, www.

This press release contains information about Audible , Inc.

fredrick enigmatic

Income Before Income Taxes: income before income tax expense
totaled a record $970,411, up from $57,772 in Q1-04 and up 117%
quarter over quarter.
Net Income: net income totaled a record $889,391 or $0.

AUDIBLE INC.05
============= =============

Diluted weighted average common shares
outstanding 26,117,932 25,085,716
============= =============

AUDIBLE INC.

poststructuralist fredrick

His work and concepts are in use
with thousands of schools and hundreds of businesses and governments
worldwide.--- -Audible, Inc.
New Customers: new customers, a combination of new AudibleListener
members and individual title purchasers, totaled a record 72,000, up
121% from 32,600 in Q1-04.

Expansion into the UK market with the announcement of a
significant content licensing agreement with BBC Audiobooks
Ltd. Free cash flow for 2005 is expected to be in the range of
$1.com.

About Audible , Inc.
Additionally, the Company is strategically aligned with Random House,
Inc.

handwritten 1818

2 million at the end of Q1-05.
All of the programs at audible.03 $ 0.

audiobook reflected

Edward de Bono, please visit
http: //www.9 million, up 91% over the year-over-year quarter; operating
income of $557,853, representing a 4% operating margin; and net income
after taxes of $889,391, or $0.:

Audible(R) (www. Audible has more than 70,000 hours of audio programs
from more than 200 content partners that include leading audiobook
publishers, broadcasters, entertainers, magazine and newspaper
publishers, and business information providers.03 $ (0.

audiobook manifesto

Business Editors/Education Editors/High-Tech Editors

TEMPE, Ariz. de Bono has written 62 books with translations into 37
languages and has been invited to lecture in 54 countries.com(R)), the leading provider of digitally delivered
spoken word audio , today announced financial results for the first
quarter ended March 31, 2005. EDT today, to discuss first quarter results as well as related
financial and operational developments. A live webcast of the
conference call is available at www. There are also
speeches, lectures, and on-demand radio programs including
Marketplace, All Things Considered, Car Talk, Fresh Air, and This
American Life, and original shows such as RobinWilliams@audible.com is
Amazon., and VoiceAge Corporation.

trademarks.56)
============= =============

Basic weighted average common shares
outstanding 24,008,188 18,664 ,387
============= =============

Diluted net income (loss) applicable to
common shareholder per common share $ 0.56)
============= =============

Diluted weighted average common shares
outstanding 26,117,932 18,664,387
============= =============

AUDIBLE INC.

marxist handwritten

About UAT: The University of Advancing Technology is a private
college dedicated to advancing technology both in practice and in
theory.

Audible Announces First Quarter 2005 Financial Results; Company Reports Record Revenue of $12.9 Million; Reports Diluted EPS of $0.03; Raises 2005 Revenue Guid

J. Capital expenditures in information technology
infrastructure are expected to be in the range of $2.6 million to $2.com are available for computer-based
playback, burning to audio CD, and on-the-go listening using numerous
AudibleReady(R) portable digital audio players offered by leading
consumer electronics and computer manufacturers. Content from Audible is downloaded and played
back on personal computers, CDs, or AudibleReady(R) computer-based
mobile devices.