ROWECOM INC S-1

S-1

FORM S-1

EX-3.2

FORM OF AMENDED & RESTATED BY-LAWS

EX-10.1

1997 STOCK INCENTIVE PLAN

EX-10.2

1998 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN

EX-10.3

1998 EMPLOYEE STOCK PURCHASE PLAN

EX-10.4

AMENDED & RESTATED 1998 STOCK INCENTIVE

EX-10.5

LEASE OF 725 CONCORD AVE (DATED 08/30/1996)

EX-10.6

CONSENT OF CROSS ASSIGNMENT (DATED 09/01/98)

EX-10.7

STOCK PURCHASE AGREEMENT (DATED 05/04/98)

EX-10.8

SHARE PURCHASE AGREEMENT (DATED 04/01/98)

EX-10.12

EXECUTIVE EMPLOYMENT AGREEMENT

EX-10.13

LOAN AGREEMENT (DATED 06/19/1998)

EX-10.14

GENERAL SECURITY AGREEMENT (DATED 06/19/98)

EX-10.15

FORM OF NON-COMPETITION AGREEMENTS

EX-10.16

ELECTRONIC COMMERCE REFERRAL REVENUE

EX-10.17

MARKETING & INTEGRATION AGREEMENT

EX-10.18

CONTENT & CO-MARKETING AGREE. (DATED 09/28/98)

EX-10.19

CONTENT & CO-MARKETING AGREE. (DATED 10/23/98)

EX-10.20

COMMON STOCK PURCHASE WARRANT W/P. VILERS

EX-10.21

COMMON STOCK PURCHASE WARRANT W/J. RUBIN

EX-21.1

SUBSIDIARY OF REGISTRANT

EX-23.1

CONSENT OF PRICEWATERHOUSECOOPERS LLP

EX-27.1

FINANCIAL DATA SCHEDULE