January 21, 2000

Ms. Hilary Rosen
Chief Executive Officer
Recording Industry Association of America
1330 Connecticut Ave., NW
Suite 300
Washington, DC 20036

Dear Hilary:

After having just met with you in Washington on Wednesday, I was surprised to find myself being the subject of an open letter. Obviously, the RIAA was never really interested in talking to us in good faith.

You say that I rejected the opportunity to engage in meaningful business discussions regarding our My.MP3.com service. We simply could not agree to your stated conditions for having such talks. I told you then and I tell you now, we would very much like to engage the RIAA and its member companies in a discussion about the future of digital music.

Since launching our new My.MP3.com service on January 12, tens of thousands of consumers have used our technology to listen to their music. The RIAA's action tells all of these thousands of consumers that they are not entitled to take their music into the digital age. Our service is nothing more than a virtual CD player. It is a new and innovative technology that lets people listen to their music. We have every intention of fighting your efforts to dictate the way people can use their music.

We are very disappointed in the way that the RIAA responded to our open-door policy. Upon announcing our new service, we invited your lawyers to come and look at our technology. I called you to extend our commitment to fully disclosing our technology to your lawyers' eyes so that you could understand the extensive efforts that we engineered into the system to prevent piracy, counterfeiting and unauthorized copying and use. We invited you to do this without condition or restriction. After your lawyers came to our facility in San Diego and I flew to Washington for the sole purpose of meeting with you, the RIAA's response was to shoot first and ask questions later. These are the actions of an industry that is against consumers' rights, against new technologies, and against expansion of artists' revenues.

The RIAA decries that its copyrights have been violated. This is the rhetoric of a monopolist. Your organization says that it controls 90% of the off-line distribution of music. But the question is, to whom does the music belong? When a consumer buys a CD, does the industry get to tell the consumer where she can listen to her music? The type of technology that she can use to play the CD? Whether she can use new Internet technologies? What about the fair use rights of the consumer, Hilary? Is it all about forcing consumers to use out-dated technologies to induce yet another CD sale?

We think the future points in a different direction. Only the person who buys the CD is entitled to listen to that music through our service. That's it. Your argument is that technology companies cannot facilitate that use. Why? Because you apparently believe that you have the right to control the content even after the user buys it. We disagree.

You purport to represent the interests of artists. We agree that artists' rights are important. And that artists should be able to control their music. But do your member companies really practice what they preach? MP3.com connects artists to their consumers. We empower them with tools to promote their music, know who their fans are, and to contact them directly. Your model gives to the artist only a fraction of the price at which a CD is sold. We believe that the artists will benefit far more by having Internet technologies give them the ability to make direct connections with their fans and ultimately receive revenue on a pay-per-listen basis.

Our proprietary technology was designed from the ground up to protect the interests of artists and the music industry as a whole. We want to encourage people to buy more, not fewer, CDs. We want to help increase the music market. Our Instant Listening Service's™ retail partners offer consumers the opportunity to buy more CDs so that they can enjoy more of their music through the web. This, of course, benefits both the consumer and the artist and, indeed, the labels.

Try our service for yourself. We think that you will see the benefits of putting your own music onto the web. You can access My.MP3.com at http://my.mp3.com

We stand ready to challenge your actions and look forward to having our day in court.

Sincerely,

Mr. Michael Robertson
Chief Executive Officer
MP3.com, Inc.