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investors can put aside a few nagging accounting and disclosure questions now, but others remain.

The online retailer said Monday afternoon that it got slapped on the wrist in one accounting probe dating from the days of the Internet bubble and was cleared in another. But observers say the company is still under regulators' microscope for certain stock sales by CEO Jeff Bezos, and also faces various class-action lawsuits over its disclosure practices.

Clearly, the accounting and disclosure matters aren't first and foremost right now among Amazon investors' concerns. Wall Street is focusing instead on whether the company can maintain the financial momentum that started in earnest when it reported a fourth-quarter profit earlier this year; since then the stock is up sharply. All the same, with the business pages full of scandal lately, it might be hard for people watching Amazon shares to overlook these matters altogether.

"It had been largely put aside," says Derek Brown, who covers Amazon for W.R. Hambrecht, about the SEC inquiries. "Perhaps it was in the backs of people's mind, but it was not the primary reason for buying or selling the stock." (He has a market outperform rating on Amazon and his firm does not have a banking relationship with the company.)

Amazon fell 7% Monday, primarily on valuation worries prompted by an article this weekend in




The online retailer said Monday that the staff of the

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Securities and Exchange Commission

won't recommend an enforcement proceeding regarding the company's accounting for partnerships it started putting together during the Internet bubble. In a separate case, the company agreed to a cease-and-desist order regarding another company's accounting of a dispute settlement in March 2000.

The accounting and disclosure questions stemmed from 2000, when Amazon was still a poster child for Internet-era investing excesses. At the time the company was a target for investors who believed it didn't offer enough information to permit sound judgments about its financial and operational health.

Amazon said the informal probe of accounting treatments and disclosures related to the revenue recognition, equity investments in, and other accounting and disclosure matters pertaining to's commercial and stock purchase agreements with its partners in the Amazon Commerce Network.

The company faces a class-action shareholder lawsuit that contends the company misled investors when it announced certain partnerships. The company has disputed the allegations and says it will defend itself vigorously.

One partnership mentioned in the lawsuit is Amazon's deal with, a thrice-amended partnership first announced in 2000. At that time Amazon said it would receive $105 million from the three-year deal. Eventually, the partnership, which was amended for a third time

Monday, yielded Amazon about $9 million in cash, and stock that has plummeted in value.

The suit also mentions partnerships with, Audible and, with the central allegation being that Amazon misled investors into believing these deals would be much more lucrative than they turned out to be.

Ashford to Ashford

In the second matter, regarding accounting at, Amazon consented to a cease-and-desist order without admitting to or denying the SEC's charges. The company said it doesn't face sanctions or monetary penalties in the case.

Amazon still faces an SEC investigation begun in April 2001 that concerns some of Bezos' stock sales. In that inquiry, the SEC began looking at sales Bezos made in February 2001, just days after Amazon received an advance copy of a bearish research report from Lehman Brothers bond analyst Ravi Suria. "They asked for information and we provided it," says Amazon spokeswoman Patty Smith.