AMAZON COM INC — Director's Dealing 2011

Nov 17, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMAZON COM INC (AMZN)
CIK: 0001018724
Period of Report: 2011-11-15

Reporting Person: WILKE JEFFREY A (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-11-15	Common Stock, par value $.01 per share	M	10000	—	Acquired	98934	Direct
2011-11-15	Common Stock, par value $.01 per share	S	200	$219.1803	Disposed	98734	Direct
2011-11-15	Common Stock, par value $.01 per share	S	1300	$217.8296	Disposed	97434	Direct
2011-11-15	Common Stock, par value $.01 per share	S	1700	$216.7253	Disposed	95734	Direct
2011-11-15	Common Stock, par value $.01 per share	S	700	$215.5714	Disposed	95034	Direct
2011-11-15	Common Stock, par value $.01 per share	S	100	$214.67	Disposed	94934	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-11-15	Restricted Stock Unit Award	$0	M	10000	Disposed	2014-02-15	Common Stock, par value $.01 per share (10000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.01 per share	475.589	Indirect

Footnotes

F1: This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F2: Represents the weighted average sale price. The highest price at which shares were sold was $219.55 and the lowest price at which shares were sold was $218.82.

F3: Represents the weighted average sale price. The highest price at which shares were sold was $218.17 and the lowest price at which shares were sold was $217.22.

F4: Represents the weighted average sale price. The highest price at which shares were sold was $217.17 and the lowest price at which shares were sold was $216.27.

F5: Represents the weighted average sale price. The highest price at which shares were sold was $215.93 and the lowest price at which shares were sold was $214.95.

F6: Converts into Common Stock on a one-for-one basis.

F7: This award vests based upon the following vesting schedule and the satisfaction of certain business criteria intended to qualify the award as tax-deductible compensation under Section 162(m) of the Internal Revenue Code: 10,000 shares on each of May 15, 2011, August 15, 2011, November 15, 2011, February 15, 2012, May 15, 2012, August 15, 2012, November 15, 2012 and February 15, 2013 and 7,500 shares on each of May 15, 2013, August 15, 2013, November 15, 2013 and February 15, 2014.