X0202 3 2004-05-19 0 0001091171 BLUE NILE INC NILE 0001007471 BESSEMER VENTURE PARTNERS IV LP 1865 PALMER AVENUE SUITE 104 LARCHMONT NY 10538 0 0 1 0 0001007480 BURGIN WILLIAM T 1865 PALMER AVENUE SUITE 104 LARCHMONT NY 10538 0 0 1 0 0001106653 BESSEC VENTURES IV LP 1865 PALMER AVENUE SUITE 104 LARCHMONT NY 10538 0 0 1 0 0001007477 DEER IV & CO LLC 1865 PALMER AVENUE SUITE 104 LARCHMONT NY 10538 0 0 1 0 0001204817 COWAN DAVID J/CA 1865 PALMER AVENUE SUITE 104 LARCHMONT NY 10538 0 0 1 0 0001181553 GABRIELI CHRISTOPHER 1865 PALMER AVENUE SUITE 104 LARCHMONT NY 10538 0 0 1 0 0001007484 HARDYMON G FELDA 1865 PALMER AVENUE SUITE 104 LARCHMONT NY 10538 0 0 1 0 Series A Preferred Stock Common Stock 831121 D Series A Preferred Stock Common Stock 554080 D Series B Preferred Stock Common Stock 98952 D Series B Preferred Stock Common Stock 65968 D Series C Preferred Stock Common Stock 160947 D Series C Preferred Stock Common Stock 107298 D Series D Preferred Stock Common Stock 42321 D Series D Preferred Stock Common Stock 28214 D Series E Preferred Stock Common Stock 581532 D Series E Preferred Stock Common Stock 387688 D The shares of the Issuer's Preferred Stock will automatically convert to Common Stock upon the closing of the Issuer's initial public offering. Immediately exercisable. Not applicable. Shares are held by Bessemer Venture Partners IV L.P. ("BVP IV"). Deer IV & Co. LLC ("Deer IV"), the general partner of BVP IV, and William T. Burgin, David J. Cowan, Christopher F. O. Gabrieli and G. Felda Hardymon, the managing members of Deer IV, may be deemed to share voting and dispositive power over the shares held by BVP IV. Such persons and entities disclaim beneficial ownership of shares held by BVP IV except to the extent of any pecuniary interest therein. Shares are held by Bessec Ventures IV L.P. ("Bessec IV"). Deer IV, the general partner of Bessec IV, and William T. Burgin, David J. Cowan, Christopher F. O. Gabrieli and G. Felda Hardymon, the managing members of Deer IV, may be deemed to share voting and dispositive power over the shares held by Bessec IV. Such persons and entities disclaim beneficial ownership of shares held by Bessec IV except to the extent of any pecuniary interest therein. Each share of Series A Preferred Stock converts into approximately 1.03890 shares of Common Stock. Each share of Series B Preferred Stock converts into approximately 1.12146 shares of Common Stock. Each share of Series C Preferred Stock converts into approximately 1.27991 shares of Common Stock. Each share of Series D Preferred Stock converts into approximately 1.28375 shares of Common Stock. Each share of Series E Preferred Stock converts into approximately 1 share of Common Stock. /s/ J. Edmond Colloton 2004-05-19