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GSI Commerce Announces Pricing of Its Common Stock Offering

KING OF PRUSSIA, Pa., Aug. 12, 2009 – GSI Commerce Inc. (Nasdaq: GSIC) today announced that it has priced its previously announced public offering of common stock at $17.00 per share. The company is selling 3,661,150 shares of common stock, which represents an increase of 1,850,000 shares over the number of shares previously announced, and the selling stockholders, including SOFTBANK Capital Partners and its affiliates, are selling 8,188,850 shares of common stock. Additionally, the company has granted the underwriters of the offering a 30-day option to purchase an additional 1,777,500 shares of common stock to cover overallotments, if any, which represents an increase of 277,500 shares over the number of shares previously announced.

Subject to customary conditions, the offering is expected to close on or about Aug. 18, 2009. The company intends to use the proceeds of the offering for working capital and general corporate purposes, including possible acquisitions. The net proceeds to the company, after deducting the underwriting discount and other estimated offering expenses, are expected to be approximately $59.2 million (assuming the underwriters have not exercised the overallotment option). The company will not receive any proceeds from the sale of the shares by the selling stockholders.

BofA Merrill Lynch and UBS Investment Bank are the joint book-running managers for the offering. Acting as co-managers are Morgan Stanley, Janney Montgomery Scott and Thomas Weisel Partners LLC.

To obtain a copy of the final prospectus for this offering, please contact BofA Merrill Lynch, 4 World Financial Center, New York, New York, 10080, Attn: Prospectus Department; or UBS Investment Bank, 299 Park Avenue, New York, New York, 10171, Attn: Prospectus Department.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About GSI Commerce

GSI Commerce® is a leading provider of services that enable e-commerce, multichannel retailing and interactive marketing for large, business-to-consumer (b2c) enterprises in the U.S. and internationally. We deliver customized e-commerce solutions through an e-commerce platform, which is comprised of technology, fulfillment and customer care. We offer each of the platform’s components on a modular basis, or as part of an integrated, end-to-end solution. We also offer a full suite of interactive marketing services through two divisions, gsi interactivesm and e-Dialog.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements made in this release, other than statements of historical fact, are forward-looking statements. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “will,” “would,” “should,” “guidance,” “potential,” “opportunity,” “continue,” “project,” “forecast,” “confident,” “prospects,” “schedule” and similar expressions typically are used to identify forward-looking statements. Forward-looking statements are based on the then-current expectations, beliefs, assumptions, estimates and forecasts about the business of GSI Commerce. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or implied by these forward-looking statements. Factors which may affect GSI Commerce’s business, financial condition and operating results include the effects of changes in the economy, consumer spending, the financial markets and the industries in which GSI Commerce and its clients operate, changes affecting the Internet and e-commerce, the ability of GSI Commerce to develop and maintain relationships with strategic partners and suppliers and the timing of its establishment, extension or termination of its relationships with clients, the ability of GSI Commerce to timely and successfully develop, maintain and protect its technology, confidential and proprietary information, and product and service offerings and execute operationally, the ability of GSI Commerce to attract and retain qualified personnel, and the ability of GSI Commerce to successfully integrate its acquisitions of other businesses and the performance of acquired businesses. More information about potential factors that could affect GSI Commerce can be found in its most recent Form 10-K, Form 10-Q and other reports and statements filed by GSI Commerce with the SEC. GSI Commerce expressly disclaims any intent or obligation to update these forward-looking statements.

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Contact:

Greg Ryan

Dir. Corporate Communication

GSI Commerce, Inc.

e-mail:

phone: 610-491-7294

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