Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
DALZELL RICHARD L
  2. Issuer Name and Ticker or Trading Symbol
AMAZON COM INC [AMZN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior Vice President
(Last)
(First)
(Middle)
P.O. BOX 81226
3. Date of Earliest Transaction (Month/Day/Year)
11/08/2007
(Street)

SEATTLE, WA 98108-1226
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $.01 per share 11/08/2007   M   62,500 A $ 8.55 120,521 D  
Common Stock, par value $.01 per share 11/08/2007   M   100,000 A $ 71.2813 220,521 D  
Common Stock, par value $.01 per share 11/08/2007   S(1)   162,500 D $ 85.1129 (2) 58,021 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 8.55 11/08/2007   M     62,500 08/22/2002(3) 04/04/2011 Common Stock 62,500 $ 0 0 D  
Employee Stock Option (right to buy) $ 71.2813 11/08/2007   M     100,000 08/22/2003(4) 03/26/2009 Common Stock 100,000 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
DALZELL RICHARD L
P.O. BOX 81226
SEATTLE, WA 98108-1226
      Senior Vice President  

Signatures

 /s/ Richard L. Dalzell, Senior Vice President   11/09/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
(2) Represents the weighted average sales price. The highest price at which shares were sold was $86.89 and the lowest price at which shares were sold was $83.77.
(3) This option vested at the rate of 3.5714% on August 22, 2002, 5.3571% on November 22, 2002 and upon each completed quarter of employment thereafter through August 22, 2004, 4.4643% on November 22, 2004 and upon each completed quarter of employment thereafter through May 22, 2005, and 4.4643% on November 8, 2005 and upon each completed quarter of employment thereafter until fully vested on November 8, 2007.
(4) This option vested at the rate of 20.00% per year on each of the following dates: August 22, 2003, August 22, 2004, November 8, 2005, November 8, 2006 and November 8, 2007.

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