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AMAZON.COM, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)

Year Ended December 31,

2013 2012 2011
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD $ 8,084 $ 5,269 $ 3,777
OPERATING ACTIVITIES:
Net income (loss) 274 (39) 631
Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation of property and equipment, including internal-use software and website development, and
other amortization 3,253 2,159 1,083
Stock-based compensation 1,134 833 557
Other operating expense (income), net 114 154 154
Losses (gains) on sales of marketable securities, net 1 (9) (4)
Other expense (income), net 166 253 (56)
Deferred income taxes (156) (265) 136
Excess tax benefits from stock-based compensation (78) (429) (62)
Changes in operating assets and liabilities:
Inventories (1,410) (999) (1,777)
Accounts receivable, net and other (846) (861) (866)
Accounts payable 1,888 2,070 2,997
Accrued expenses and other 736 1,038 1,067
Additions to unearned revenue 2,691 1,796 1,064
Amortization of previously unearned revenue (2,292) (1,521) (1,021)
Net cash provided by (used in) operating activities 5,475 4,180 3,903
INVESTING ACTIVITIES:
Purchases of property and equipment, including internal-use software and website development (3,444) (3,785) (1,811)
Acquisitions, net of cash acquired, and other (312) (745) (705)
Sales and maturities of marketable securities and other investments 2,306 4,237 6,843
Purchases of marketable securities and other investments (2,826) (3,302) (6,257)
Net cash provided by (used in) investing activities (4,276) (3,595) (1,930)
FINANCING ACTIVITIES:
Excess tax benefits from stock-based compensation 78 429 62
Common stock repurchased (960) (277)
Proceeds from long-term debt and other 394 3,378 177
Repayments of long-term debt, capital lease, and finance lease obligations (1,011) (588) (444)
Net cash provided by (used in) financing activities (539) 2,259 (482)
Foreign-currency effect on cash and cash equivalents (86) (29) 1
Net increase (decrease) in cash and cash equivalents 574 2,815 1,492
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 8,658 $ 8,084 $ 5,269
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest on long-term debt $ 97 $ 31 $ 14
Cash paid for income taxes (net of refunds) 169 112 33
Property and equipment acquired under capital leases 1,867 802 753
Property and equipment acquired under build-to-suit leases 877 29 259

See accompanying notes to consolidated financial statements.

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AMAZON.COM, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per share data)

Year Ended December 31,

2013 2012 2011
Net product sales $ 60,903 $ 51,733 $ 42,000
Net services sales 13,549 9,360 6,077
Total net sales 74,452 61,093 48,077
Operating expenses (1):
Cost of sales 54,181 45,971 37,288
Fulfillment 8,585 6,419 4,576
Marketing 3,133 2,408 1,630
Technology and content 6,565 4,564 2,909
General and administrative 1,129 896 658
Other operating expense (income), net 114 159 154
Total operating expenses 73,707 60,417 47,215
Income from operations 745 676 862
Interest income 38 40 61
Interest expense (141) (92) (65)
Other income (expense), net (136) (80) 76
Total non-operating income (expense) (239) (132) 72
Income before income taxes 506 544 934
Provision for income taxes (161) (428) (291)
Equity-method investment activity, net of tax (71) (155) (12)
Net income (loss) $ 274 $ (39) $ 631
Basic earnings per share $ 0.60 $ (0.09) $ 1.39
Diluted earnings per share $ 0.59 $ (0.09) $ 1.37
Weighted average shares used in computation of earnings per share:
Basic 457 453 453
Diluted 465 453 461
_____________
(1) Includes stock-based compensation as follows:
Fulfillment $ 294 $ 212 $ 133
Marketing 88 61 39
Technology and content 603 434 292
General and administrative 149 126 93

See accompanying notes to consolidated financial statements.

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AMAZON.COM, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in millions)

Year Ended December 31,

2013 2012 2011
Net income (loss) $ 274 $ (39) $ 631
Other comprehensive income (loss):
Foreign currency translation adjustments, net of tax of $(20), $(30), and $20 63 76 (123)
Net change in unrealized gains on available-for-sale securities:
Unrealized gains (losses), net of tax of $3, $(3), and $1 (10) 8 (1)
Reclassification adjustment for losses (gains) included in Other income (expense),
net, net of tax of $(1), $3, and $1 1 (7) (2)
Net unrealized gains (losses) on available-for-sale securities (9) 1 (3)
Total other comprehensive income (loss) 54 77 (126)
Comprehensive income $ 328 $ 38 $ 505

See accompanying notes to consolidated financial statements.

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AMAZON.COM, INC.
CONSOLIDATED BALANCE SHEETS
(in millions, except per share data)

December 31,
2013 2012
ASSETS
Current assets:
Cash and cash equivalents $ 8,658 $ 8,084
Marketable securities 3,789 3,364
Inventories 7,411 6,031
Accounts receivable, net and other 4,767 3,817
Total current assets 24,625 21,296
Property and equipment, net 10,949 7,060
Goodwill 2,655 2,552
Other assets 1,930 1,647
Total assets $ 40,159 $ 32,555
LIABILITIES AND STOCKHOLDERS EQUITY
Current liabilities:
Accounts payable $ 15,133 $ 13,318
Accrued expenses and other 6,688 4,892
Unearned revenue 1,159 792
Total current liabilities 22,980 19,002
Long-term debt 3,191 3,084
Other long-term liabilities 4,242 2,277
Commitments and contingencies
Stockholders equity:
Preferred stock, $0.01 par value:
Authorized shares 500
Issued and outstanding shares none
Common stock, $0.01 par value:
Authorized shares 5,000
Issued shares 483 and 478
Outstanding shares 459 and 454 5 5
Treasury stock, at cost (1,837) (1,837)
Additional paid-in capital 9,573 8,347
Accumulated other comprehensive loss (185) (239)
Retained earnings 2,190 1,916
Total stockholders equity 9,746 8,192
Total liabilities and stockholders equity $ 40,159 $ 32,555

See accompanying notes to consolidated financial statements.

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AMAZON.COM, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(in millions)

Common Stock
Additional Accumulated Other Total
Treasury Paid-In Comprehensive Income Retained Stockholders
Shares Amount Stock Capital (Loss) Earnings Equity
Balance as of January 1, 2011 451 $ 5 $ (600) $ 6,325 $ (190) $ 1,324 $ 6,864
Net income 631 631
Other comprehensive income (loss) (126) (126)
Exercise of common stock options 5 7 7
Repurchase of common stock (1) (277) (277)
Excess tax benefits from stock-based
compensation 62 62
Stock-based compensation and issuance of
employee benefit plan stock 569 569
Issuance of common stock for acquisition
activity 27 27
Balance as of December 31, 2011 455 5 (877) 6,990 (316) 1,955 7,757
Net income (loss) (39) (39)
Other comprehensive income 77 77
Exercise of common stock options 4 8 8
Repurchase of common stock (5) (960) (960)
Excess tax benefits from stock-based
compensation 429 429
Stock-based compensation and issuance of
employee benefit plan stock 854 854
Issuance of common stock for acquisition
activity 66 66
Balance as of December 31, 2012 454 5 (1,837) 8,347 (239) 1,916 8,192
Net income 274 274
Other comprehensive income 54 54
Exercise of common stock options 5 4 4
Repurchase of common stock
Excess tax benefits from stock-based
compensation 73 73
Stock-based compensation and issuance of
employee benefit plan stock 1,149 1,149
Balance as of December 31, 2013 459 $ 5 $ (1,837) $ 9,573 $ (185) $ 2,190 $ 9,746

See accompanying notes to consolidated financial statements.

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