November 06, 1998 Letter to Attorney General and FTC Chairman November 6, 1998 Attorney General Janet Reno Department of Justice 950 Pennsylvania Avenue, NW Washington, DC 20530 Robert Pitofsky Chairman Federal Trade Commission Pennsylvania Avenue & 6th Street, NW Washington, DC 20580 Dear Attorney General Reno and Chairman Pitofsky, It was announced today that Barnes & Noble, Inc., has initiated a process to acquire the Ingram Book Company. Ingram is the largest single supplier of books to independent bookstores in the US and, in many markets, Barnes & Noble is the largest single competitor of independent bookstores. We feel that this proposed acquisition is a devastating development that threatens the viability of competition in the book industry, and limits the diversity and availability of books to consumers. Accordingly, we call on the Antitrust Division of the U.S. Department of Justice and the Federal Trade Commission to investigate the proposed acquisition and to take prompt and decisive action to stop this blatantly anti-competitive combination. Should it be allowed to take place, this acquisition would be just one more example of the large scale corporate consolidation that has infiltrated every corner of our culture. As the desire intensifies to increase bottom line profits no matter what the other consequences, so does the concentration of power in the book industry. Consumers are left with an environment in which fewer and fewer people are deciding which books get published, and ultimately, which books Americans can read and buy. Barnes & Noble, a $3 billion company and the largest US book retailer, recently entered into an alliance with the $14 billion media giant, German-owned Bertelsmann AG. Ingram Book Company is the largest book wholesaler in the United States, with over a billion dollars in sales to independent bookstores and other competitors of Barnes & Noble. Now, with Barnes & Noble�s proposed acquisition of the billion dollar Ingram Book Company, there can be little doubt that the book industry is falling prey to the same anti-competitive ills that currently plague the computer software and other industries. This deal would make independent bookstores virtually dependent upon their largest competitor, one which the ABA alleges in pending antitrust discrimination litigation in San Francisco has had a longstanding, systematic strategy of driving independents out of business to stifle competition. It is our understanding that the antitrust laws exist to protect consumers from exactly this kind of merger. We implore you to address this matter as expeditiously as possible. Thank you for your attention. Sincerely, Richard Howorth President      Avin Mark Domnitz Chief Executive Officer Topics: B&N/Ingram,