Travelnowcom Inc Watch

from 8-K ~5 pages Confidentiality Agreement

from SC 13D/A ~10 pages Stockholders Agreement

from SC 13D/A 1 page Exhibit 1 Exhibit 1 Joint Filing Agreement in Accordance With Rule 13d-1(k) Under the Securities Exchange Act of 1934, as Amended, the Undersigned Agree to the Joint Filing on Behalf of Each of Them of a Statement on Schedule 13d (Including Any and All Amendments Thereto) With Respect to the Common Stock, Par Value $0.01 Per Share, of Travelnow.com, Inc., and Further Agree That This Joint Filing Agreement Shall Be Included as an Exhibit to Such Joint Filings. the Undersigned Further Agree That Each Party Hereto Is Responsible for the Timely Filing of Such Statement on Schedule 13d and Any Amendments Thereto, and for the Accuracy and Completeness of the Information Concerning Such Party Contained Therein; Provided, However, That No Party Is Responsible for the Accuracy or Completeness of the Information Concerning Any Other Party, Unless Such Party Knows or Has Reason to Believe That Such Information Is Inaccurate. This Joint Filing Agreement May Be Signed in Counterparts With the Same Effect as if the Signature on Each Counterpart Were Upon the Same Instrument. in Witness Whereof, the Undersigned Have Executed This Agreement as of December 29, 2000. By: /S/ Jeffrey A. Wasson Jeffrey A. Wasson By: /S/ Jerry Rutherford Jerry Rutherford By: /S/ Ross Summers Ross Summers By: /S/ Marvin McDaniel Marvin McDaniel By: /S/ Donna McDaniel Donna McDaniel By: /S/ Jamie Coppedge Jamie Coppedge By: /S/ Chris Lynch Chris Lynch By: /S/ William Perkin William Perkin By: /S/ H. Whit Ehrler H. Whit Ehrler By: /S/ Christopher Kuhn Christopher Kuhn

from SC 13D/A ~10 pages Stockholder Agreement

from SC 13D/A 1 page Table 1 Percent of Amount Filing Person Shares Outstanding of Funds - Jamie Coppedge 133,250 1.2% $0* H. Whit Ehrler 173,334** 0.2%** $50,000 Christopher Kuhn 120,000** 0.1%** $40,000 Chris Lynch 133,250 1.2% $0* Donna McDaniels 209,532 1.9% $0* Marvin McDaniels 209,533 1.9% $0* Jerry Rutherford 1,296,569 11.7% $178,000 Ross Summers 509,502 4.7% $90,000 Jeffrey Wasson 1,692,067 15.6% $0* *Received as a Grant From the Company **Includes Number of Shares Underlying Stock Option Exercisable Within Sixty (60) Days

from SC 13D/A 1 page Table 1 Percent of Amount Filing Person Shares Outstanding of Funds - Jamie Coppedge 133,250 1.2% $0* H. Whit Ehrler 173,334** 0.2%** $50,000 Christopher Kuhn 120,000** 0.1%** $40,000 Chris Lynch 133,250 1.2% $0* Donna McDaniels 209,532 1.9% $0* Marvin McDaniels 209,533 1.9% $0* Jerry Rutherford 1,296,569 11.7% $178,000 Ross Summers 509,502 4.7% $90,000 Jeffrey Wasson 1,692,067 15.6% $0* *Received as a Grant From the Company **Includes Number of Shares Underlying Stock Option Exercisable Within Sixty (60) Days

from SC 13D/A 1 page Table 1 Percent of Amount Filing Person Shares Outstanding of Funds - Jamie Coppedge 133,250 1.2% $0* H. Whit Ehrler 173,334 0.2%* $50,000 Christopher Kuhn 120,000 0.1%* $40,000 Chris Lynch 133,250 1.2% $0* Donna McDaniels 209,532 1.9% $0* Marvin McDaniels 209,533 1.9% $0* Jerry Rutherford 1,296,569 11.7% $178,000 Ross Summers 509,502 4.7% $90,000 Jeffrey Wasson 1,692,067 15.6% $0* *Received as a Grant From the Company *Includes Number of Shares Underlying Stock Option Exercisable Within Sixty (60) Days

from SC 13D/A 1 page Table 1 Percent of Amount Filing Person Shares Outstanding of Funds - Jamie Coppedge 133,250 1.2% $0* H. Whit Ehrler 173,334 0.2%* $50,000 Christopher Kuhn 120,000 0.1%* $40,000 Chris Lynch 133,250 1.2% $0* Donna McDaniels 209,532 1.9% $0* Marvin McDaniels 209,533 1.9% $0* Jerry Rutherford 1,296,569 11.7% $178,000 Ross Summers 509,502 4.7% $90,000 Jeffrey Wasson 1,692,067 15.6% $0* *Received as a Grant From the Company *Includes Number of Shares Underlying Stock Option Exercisable Within Sixty (60) Days

from SC 13D 1 page Table 1 Percent of Amount Filing Person Shares Outstanding of Funds - Jamie Coppedge 133,250 1.2% $0* H. Whit Ehrler 173,334 0.2%* $50,000 Christopher Kuhn 120,000 0.1%* $40,000 Chris Lynch 133,250 1.2% $0* Donna McDaniels 209,532 1.9% $0* Marvin McDaniels 209,533 1.9% $0* Jerry Rutherford 1,296,569 11.7% $178,000 Ross Summers 509,502 4.7% $90,000 Jeffrey Wasson 1,692,067 15.6% $0* *Received as a Grant From the Company *Includes Number of Shares Underlying Stock Option Exercisable Within Sixty (60) Days

from SC 13D 1 page <page> Exhibit 1 Joint Filing Agreement the Undersigned and Agree That the Foregoing Statement on Schedule 13d Is Filed on Behalf of Each of the Undersigned and That All Subsequent Amendments to This Statement Shall Be Filed on Behalf of Each of the Undersigned Without the Necessity of Filing Additional Joint Filing Statements. the Undersigned Acknowledge That Each Shall Be Responsible for the Timely Filing of Such Amendments, and for the Completeness and Accuracy of the Information Concerning It Contained Therein, but Shall Not Be Responsible for the Completeness and Accuracy of the Information Concerning the Others, Except to the Extent That It Knows or Has Reason to Believe That Such Information Is Inaccurate. This Agreement May Be Executed in Counterparts and Each of Such Counterparts Taken Together Shall Constitute One and the Same Instrument. Dated: December 28, 2000 Hotel Reservations Network, Inc. By: /S/ Gregory S. Porter Gregory S. Porter, General Counsel and Secretary USA Networks, Inc. By: /S/ William J. Severance William J. Severance, Vice President and Controller