ATOM PRESS

SHOCKWAVE.COM AND ATOMFILMS TO MERGE CREATING WORLD'S LEADING NEXT-GENERATION ENTERTAINMENT COMPANY

Pioneering Companies Bring Together Largest Catalogue of Award-Winning Content, Traffic and Technology Advantage, Broadest Distribution Channels

SAN FRANCISCO, CA and SEATTLE, WA - December 15, 2000 -- Shockwave.com and AtomFilms today announced they have signed a definitive merger agreement to create the world's leading next-generation entertainment company. This new enterprise will be the premier global entertainment company delivering new forms of content to on-line and off-line consumers and businesses worldwide.

Under the terms of a definitive merger agreement unanimously approved by each company's board of directors, shockwave.com will acquire AtomFilms in a stock-for-stock deal. After the closing, shareholders of AtomFilms will own thirty percent of the consolidated company.

Rob Burgess, chairman and CEO of Macromedia and chairman of shockwave.com will become chairman of the new company. Mika Salmi, the founder and CEO of AtomFilms, will be CEO. Matt Hulett, chief marketing and online officer at AtomFilms, will become president. Michael Comish, managing director of Europe, will become president, International. shockwave.com CEO Lawrence Levy will serve in a strategic advisory role through the transition. The new company will be headquartered in San Francisco.

"AtomFilms and shockwave.com were both created to pioneer new forms of consumer entertainment and to develop new business models for content creators," said Burgess. "By joining the energies and talents of these two highly creative companies, we have the potential to change the way people are entertained around the world."

"We are excited to merge with shockwave.com to create a dynamic, worldwide entertainment brand," added Salmi. "By combining our unique distribution channels, technological expertise, proven business models and award-winning catalogs of content, we are building a new media company without equal."

The merger will combine both company's assets, resulting in an enterprise that will have unrivaled advantages in the Internet and wireless entertainment space. These include:

Content: The combination of AtomFilm's more than 1500 titles of quality, award-winning short films and animations with shockwave.com's roster of shows and series, interactive games, music, and creativity applications creates a powerful and diverse entertainment portfolio.

Traffic: With more than 30 million registered users, shockwave.com is a Media Metrix top 50 site. This built-in online traffic advantage united with AtomFilms' access to 150 million worldwide viewers through off-line distribution agreements forms the industry's largest audience for next-generation content.

Distribution: AtomFilms' relationships with more than 100 customers-including Internet sites, broadband services, television, airlines and wireless devices- produces a distribution platform that can be uniquely leveraged by the combined company.

Global presence: Significantly greater international reach will be achieved, as the combined company will be able to leverage AtomFilms' strong European office through syndication, distribution and content partnerships, and shockwave.com's localized site in Japan that reaches more than 3 million users.

Revenue streams: The combined entity has access to a better business model, which includes Web-based advertising and sponsorship and on-line and off-line syndication.

The deal is expected to close within the first calendar quarter of 2001. The companies are awaiting Hart-Scott-Rodino approval prior to closing.

About AtomFilms
AtomFilms is a leading next generation entertainment company focused on redefining the way entertainment is created, distributed, marketed and consumed. AtomFilms has the largest catalog of award-winning animation and live-action entertainment available. A loyal supporter of independent filmmakers and animators, AtomFilms has built a platform for artists seeking worldwide distribution. AtomFilms markets and distributes high-quality short form entertainment to more than 100 partners and to audiences worldwide, with significant presence on major Internet sites, broadband services, television, airlines, home-entertainment companies, as well as handheld and wireless devices. More information about AtomFilms can be found on the Internet at www.atom.com.

About shockwave.com
Shockwave.com, Inc. (www.shockwave.com) is a leading Internet entertainment destination committed to providing the best interactive experience on the Web. shockwave.com features cutting-edge games, shows and series, music and creativity applications. In partnership with major entertainment companies and Web distribution and technology leaders, shockwave.com also offers artists and publishers a new and powerful distribution model.