GARDEN COM INC
8-K, EX-99.1, 2000-11-15
COMPUTER PROGRAMMING SERVICES
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                                        FOR  IMMEDIATE  RELEASE


             GARDEN.COM ANNOUNCES PHASED SHUT-DOWN OF THE COMPANY'S
                    RETAIL OPERATIONS AND SALE OF ITS ASSETS

      COMPANY TO CONTINUE TO SEEK AND EVALUATE STRATEGIC ALTERNATIVES FOR ITS
            TECHNOLOGY ASSETS IN CONNECTION WITH TODAY'S ANNOUNCEMENT

AUSTIN,  Texas  -  (November  15,  2000)  -  Garden.com(TM)  (NASDAQ:  GDEN)
(www.garden.com),  a  leading  Internet-based  retailer  of  gardening products,
information  and services, today announced that it will begin a phased shut-down
of the company's retail operations and the sale of its consumer business assets,
including  product  inventory,  URLs, content, photo library, its popular online
gardening  tools  such  as  Landscape Planner and Plant Finder, as well as other
intellectual  property.  In  conjunction with this announcement and in an effort
to  maximize  the  value  of  the  company's assets, Garden.com will continue to
evaluate  strategic  alternatives  for  its  technology  assets.

Also  announced  today,  Garden.com will conduct a phased layoff of its consumer
business  employee base.  The company plans to phase the layoff in order to most
effectively  conduct  a  "going  out  of  business"  product  inventory  sale to
consumers,  and  expects to manage the sale with the same high-quality levels of
service  its  customers  have  come  to  expect  and  rely  upon.

This  announcement  follows  Garden.com's extensive and comprehensive efforts to
find strategic alternatives for the company through both financial investors and
strategic  partnerships.  As  early  as  the  Spring  of  2000,  the company had
consulted  with  Robertson-Stephens  to aide in an aggressive effort to evaluate
its  strategic  alternatives,  including additional funding, sale of the company
and/or  partnerships, to most effectively continue its consumer business.  After
it  became  apparent  that  there  were  no companies or investors interested in
Garden.com as a full going concern, the company officially announced a strategic
review  of  its alternatives, naming Robertson Stephens as its investment banker
for  that process.  While that search included contacts with several interesting
prospects,  none  were  prepared to fund or acquire the company.  Garden.com has
also worked diligently over the past several months to reduce operating expenses
through  company  restructuring efforts and refocused marketing programs, and to
increase  business  efficiencies  to  extend the timeframe during which it could
find  and  evaluate  strategic  alternatives.

"I  deeply regret that Garden.com is unable to see through the vision we started
nearly  five  years  ago," said Cliff Sharples, president and CEO of Garden.com.
"Despite  every  best  effort  by  the  company  and  its  management to rebuild
stockholder  value  and  ensure a future for Garden.com's consumer business, all
possible  avenues  have  been  exhausted and it is clear that the only course of
action  available  to  us  is  to  conduct  a  staged  shut-down  of  our retail
operations.  We  believe  a  phased shut-down of the company's consumer business
operations,  as  well  as  our  continued  efforts  to  maximize  the  company's
technology  assets,  serve  as the best course of action in light of our current
situation."


<PAGE>
"We  believe  that  Garden.com  was instrumental in helping to create the online
gardening  market and continue to believe that the Internet will be an effective
retail channel in the long-term," continued Sharples.  "Garden.com would like to
thank  our  more than 1.5 million members and customers for their loyalty, their
support  and  belief  in the company.  We hope everyone enjoyed their experience
with  us  and that they continue to find new and better ways to be successful in
all their gardening endeavors. In addition, we would like to thank our suppliers
for  their  strong support of our business over the years, commitment to quality
and  for  being  valuable  business  partners.  The  overwhelming  support  and
encouragement we received from our customers and suppliers has been instrumental
in  fueling  our  passion  for  this  business  over  the  past  five  years."

Sharples  went  on  to  say, "My co-founders and team continue to believe in the
power  of the Internet to fundamentally create unique and distinct value for all
consumers.  I  am  deeply  saddened  to  see  the  most  talented,  dedicated,
hard-working  team  I  have  ever  had the pleasure to work with be disbanded. I
believe  that  Garden.com  has  served  as one of the innovators in this rapidly
unfolding  industry, consistently garnishing top awards and customer loyalty. It
could  not  have  been possible without every member of my team's creativity and
vision,  and  I'd  like to personally thank each and every one of them for their
extraordinary  efforts."

Third  parties  interested  in  purchasing company assets may contact Joel Toner
either  by  phone  at  512-532-4233  or  via  e-mail  at  [email protected].

ABOUT  GARDEN.COM
-----------------
Founded  in  December of 1995, Garden.com is a leading resource for consumers in
the  $47  billion  home  gardening  market.  Through  its  flagship  website,
garden.com,  and  a  company  branded  catalog,  Garden.com provides consumers a
one-stop-shop  through  which  they  can  access  a  wide  variety  of gardening
information  and  services,  purchase gardening and garden-related products, and
interact  with  an  online  gardening  community.  The  company's  core  online
property,  www.garden.com,  offers  gardeners  an  unsurpassed  collection  of
high-quality  gardening  supplies and garden-inspired gifts, seasonally inspired
magazine  content,  professional  advice,  and  garden  design  software.
Headquartered  in  Austin, Texas, Garden.com has offices in California and Iowa.

FORWARD  LOOKING  STATEMENTS
----------------------------
This  document  contains  forward-looking  statements  relating  to, among other
things,  the  phased shut-down of the Company's retail business, the sale of the
Company's consumer business assets, the Company's strategy to evaluate strategic
alternatives  for  its  technology  assets  and  other  matters  relating to the
Company's  expectations and strategies regarding the future.  Statements made in
this document that are forward-looking are based on our current expectations and
involve  risks  and  uncertainties that could cause results to differ materially
from those expressed.  Such risks and uncertainties include, but are not limited
to,  the  Company's  ability  to find qualified buyers for its consumer business
assets,  the Company's ability to find beneficial strategic alternatives for its
technology  assets,  the Company's ability to develop, commercialize and license
or sell TRELLIS or any of its other technology assets, and the Company's ability
to generate sufficient cash, through the liquidation of its assets or otherwise,
to  satisfy  its  current  and

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<PAGE>
future  obligations.  Garden.com  may  not be able to consummate the sale of its
assets in time to generate meaningful value.  In addition, Garden.com may not be
able  to negotiate the orderly wind down of its obligations to creditors.  These
include,  without  limitation,  long  term  contractual  payment and performance
obligations  associated  with  Garden.com's  e-commerce  platform  building  and
facilities  leases,  business agreements with third parties, and agreements with
vendors.  As  a  result  of these and other risks, Garden.com may not be able to
generate  meaningful  cash,  or  any  cash,  which  could  be  returned  to  its
stockholders,  and  the  timing  of  any distribution is uncertain at this time.
Garden.com  does  not  undertake  any  obligations  to  publicly  update  any
forward-looking  statements to reflect events or circumstances after the date on
which  any  such statement is made or to reflect the occurrence of unanticipated
events.  These  and  other  factors  and  risks  are  set forth in the Company's
filings  with  the Securities and Exchange Commission, including but not limited
to  the  Company's report on Form 10-K for the year ended June 30, 2000.  Copies
of  these  filings  may  be  obtained  by  contacting  the  Company  or the SEC.


                                      -end-

Garden.com  and  Garden  Escape  are  trademarks  of  Garden.com,  Inc.


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