Autoweb Completes Merger With Autobytel

SANTA CLARA, Calif., Aug. 15 Autoweb.com, Inc. , a leading consumer automotive Internet
service, today announced the completion of a merger between Autoweb and
Autobytel.com, Inc. , a leading online automotive commerce
company.
Under the terms of the merger, originally announced April 11, 2001 and
approved by Autoweb's stockholders on August 14, 2001, Autobytel will exchange
shares of Autobytel common stock for all outstanding shares of Autoweb common
stock and assume all outstanding options to purchase Autoweb common stock.
The exchange and assumption will occur at a rate of 0.3553 Autobytel shares
for each Autoweb share.
Autoweb will become a wholly-owned subsidiary of Autobytel. Following the
merger, Jeffrey A. Schwartz, formerly the President and Chief Executive
Officer of Autoweb, will become the Vice Chairman of Autobytel. Autoweb will
seek immediate delisting of it common stock from the NASDAQ National Market
following the completion of the merger.

About Autoweb
Autoweb.com is a leading automotive Internet service, guiding users
through every stage of vehicle ownership. Through its direct and referral
commerce channels, Autoweb.com offers consumers a variety of ways to purchase
new and used vehicles in conjunction with vehicle manufacturers, local Member
Dealers and other commerce partners. The Company's Web site also provides
consumers with a wide range of automotive-related products to support the
complete lifecycle of the vehicle, including finance, insurance and
maintenance. Autoweb.com features comprehensive, unbiased research from its
Automotive Information Center (AIC) division.
Autoweb also continues to set the standard in the business-to-business
marketplace by providing Web sites with the most advanced technology to view
automotive information, and accurate and reliable automotive data and content.
Currently, major automobile manufacturers, including DaimlerChrysler, Ford,
General Motors, Honda and Toyota, use Autoweb's automotive data ("AutoSuite")
to power their sites. Some of the major consumer portals also use Autoweb's
content and technology, including AOL, Yahoo, Lycos, MSN and Carpoint.
AutoSuite is highly configurable for any individual AIC customer, as the
interface can match look and feel, while vehicles (both target and competitor)
and specific features can be limited to desired selections. For more
information, please visit http://www.autoweb.com and http://www.autosite.com.

Safe Harbor Statement:
Certain statements in this news release, including statements that include
words such as "expects," "believes" or other future-oriented statements, are
forward-looking statements. Forward-looking statements involve risks and
uncertainties that could cause actual results to differ from anticipated
results. In particular, factors that could cause Autoweb not to reach
profitability in 2001 include, but are not limited to: our ability to attract
consumers through existing portal relationships; the combined viability of
current and new car buying process on our site; consumer acceptance of online
car buying and our ability to continue to reduce expenses without comparable
or greater revenue reductions; and the effect of the restructuring of certain
marketing agreements. Autoweb has also entered into an Acquisition by Merger
Agreement with Autobytel.com. Failure to realize anticipated synergies
related to the proposed merger, failure of the combined company to retain and
hire key employees, difficulties in successfully integrating the parties'
businesses and technologies, or failure of the companies to obtain the
required stockholder or regulatory approvals or that the merger does not close
for any other reason could adversely impact Autoweb. Other risks and
uncertainties include the fact that the Company received a Nasdaq Staff
Determination letter on March 1, 2001, indicating that the Company has failed
to comply with the minimum bid price requirement for continued listing, and is
subject to delisting from the Nasdaq National Market; changes in competitive
behavior or market forces; uncertainties regarding response from the vehicle
manufacturers; changes in the legal or regulatory environment, changes or lack
of changes in consumer preferences over time, technological challenges and an
inability to forecast future traffic and transactions.

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