X0201 4 2004-02-09 0 0001077926 AUDIBLE INC ADBL 0000082008 RANDOM HOUSE INC 1745 BROADWAY NEW YORK NY 10019 0 0 1 0 Common Stock 2065769 D Common Stock 1895989 D Common Stock 2004-02-09 4 C 0 1250000 0 A 1250000 D Series B Convertible Preferred Stock 0.56 2004-02-09 4 C 0 1250000 0 A 2003-08-01 Common Stock 1250000 0 D In accordance with the terms of the Series B Convertible Preferred Stock Certificate of Designation, 1,250,000 shares of Series B Convertible Preferred Stock were converted on February 9, 2004 into 1,250,000 shares of Common Stock, at a conversion rate of 1 to 1. In the aggregate the Reporting Persons as a group own 5,211,758 shares of Common Stock consisting of 2,065,769 owned by Random House Ventures L.L.C., 1,895,989 owned by Bertelsmann Multimedia, Inc. and 1,250,000 owned by Random House, Inc. Bertelsmann, Inc. does not directly own any Common Stock. The shares are held by Random House Ventures L.L.C. Random House, Inc. is the sole member of Random House Ventures L.L.C. and is a wholly-owned direct subsidiary of Bertelsmann, Inc. The shares are held by Bertelsmann Multimedia, Inc., a wholly-owned direct subsidiary of Bertelsmann, Inc. The shares are held by Random House, Inc., which is a wholly-owned direct subsidiary of Bertelsmann, Inc. The conversion price per share of Series B Preferred Stock at the time of conversion was $.056 per share. Expiration Date not applicable. /s/ 2004-02-13