Travelocity Reports Profitability Ahead of Plan

- Record Revenues of $73 Million, Up 104%

- Record Gross Travel Bookings of $834 Million, Up 65%

- Record Conversion Rate of 8.9%

- Membership Rises to 27 Million

- Expects to Maintain Quarterly Profitability in 2001



Apr 18, 2001, 01:00 ET from Travelocity.com Inc.

    FORT WORTH, Texas, April 18 /PRNewswire/ --
 Travelocity.com Inc. (Nasdaq:   TVLY), the leading travel Web site, reached an
 important milestone in becoming one of the few profitable Internet companies
 by reporting a net profit excluding special items as well as positive cash
 flow for the first quarter of 2001.
     Gross travel bookings grew 65% over the first quarter of last year and 20%
 over the prior quarter to $833.6 million.  At $72.9 million, revenues were
 104% higher than the quarter a year ago and 11% higher than last year's fourth
 quarter.  Gross profit of $47.7 million improved 141% and 7% over the first
 and fourth quarters of 2000, respectively.  Net profit, excluding special
 items described below, was $618,000 or $0.03 per share for the quarter.
     During the quarter, Travelocity's membership rose by 2 million to
 27 million members and the conversion ratio increased to 8.9%, compared to
 4.7% in the first quarter of last year and 8.1% in the prior quarter.  Average
 monthly unique bookers were 661,000, up 67% from 395,000 for the same period a
 year ago and up 26% from 525,000 for the prior quarter.  During the quarter,
 1.1 million hotel room nights were booked, representing a 50% increase over
 the fourth quarter.
     "On April 3 we celebrated Travelocity's fifth birthday, which marks a
 major milestone for an Internet company," said Terrell B. Jones, president and
 chief executive officer of Travelocity.  "During those years, we have been
 consistent in building and executing our successful business model.  We have
 continually introduced new features and innovations that keep Travelocity in a
 leadership position, and we have been disciplined in accomplishing our
 operating goals time and again.  Our results prove that the concept of booking
 travel on the Internet works."
     "We are pleased with the first quarter performance and Travelocity's
 resilience within a slower economy," commented Ramesh Punwani, chief financial
 officer.  "With a positive EBITDA of $3.4 million in the first quarter, we
 have reached a key mark in the Company's history a quarter ahead of schedule.
 Our liquidity improved as well to $86.1 million in cash and marketable
 securities at the end of the quarter, without taking on any debt.  Despite
 economic pressures, we are projecting modest growth during the remaining three
 quarters of the year with a net profit, excluding special items, that will
 range from $0.17 to $0.21 per share for 2001."
     Special items in the first quarter of 2001 include a $22.4 million expense
 related to the amortization of goodwill, $2.6 million in non-cash stock
 compensation expense, a $7.2 million gain related to the cumulative effect of
 the adoption of SFAS 133, and a $5.8 million loss related to unrealized
 changes in the fair value of warrants held by the company.
 
     Key Pro Forma Financial Highlights
     [see "Notes on Attached Financial Exhibits" below]
 
     -- Gross travel bookings were $833.6 million compared to $504.3 million
        in the first quarter of last year and $696.4 million in the prior
        quarter.
     -- First quarter revenues were $72.9 million compared to $35.7 million in
        the first quarter of last year and $65.5 million in the prior quarter.
     -- Transaction revenues were $50.9 million, an increase of 71% over the
        first quarter of 2000 and 16% over the prior quarter.  Revenue for air
        sales rose 71% over the first quarter of last year and 24% over the
        prior quarter.  Non-air travel revenue rose 72% compared to last
        year's first quarter and declined 7% over last year's fourth quarter,
        due primarily to timing of cash receipts.  Non-air revenue accounted
        for 22% of first quarter transaction revenues compared to 27% of
        transaction revenues in the fourth quarter of last year.
     -- Advertising revenues were $16.8 million in the first quarter, up 221%
        from the first quarter of last year and down 10% from the prior
        quarter.  The quarter's performance was very strong despite the
        significant slowdown in industry advertising revenue.  First quarter
        advertising revenues are typically lower than the fourth quarter,
        which is the strongest quarter for advertising revenues due to the
        seasonality of travel and holiday advertising.
     -- Other revenues of $5.2 million grew 81% over the prior quarter.
     -- Gross profit was $47.7 million compared to $19.8 million in the first
        quarter of last year and $44.8 million in the prior quarter.  Gross
        margin for the quarter was 65.5% compared to 55.5% for the first
        quarter of 2000 and 68.4% for the prior quarter.  The decrease in
        gross margin from the prior quarter was a result of a change in
        revenue mix due to the anticipated seasonal decrease in higher-margin
        advertising revenues.
     -- Operating expenses (excluding intangibles) declined as a percentage of
        revenue to 65% in the first quarter of 2001 compared to 98% in the
        first quarter of 2000 and 74% in the prior quarter.
     -- Net profit before special items was $618,000 or $0.03 per share, as
        compared to a pro forma net loss before special items of $0.31 per
        share for the same period a year ago and a net loss before special
        items of $0.05 cents per share in the previous quarter.
     -- Cash profit from operations (EBITDA) was $3.4 million for the quarter,
        compared to a cash loss of $1.3 million in the prior quarter.
 
     Alliances / Operating Highlights
     -- On April 3 during Travelocity's fifth anniversary celebration, the
        Company announced five new innovations:  the GoodBuy program, which
        expands upon the already successful Travelocity Value program
        featuring special low fares and hotel room rates; Travelocity
        Preferred Traveler, a travel club designed for the online traveler
        that includes perks and discounts worldwide; an online Travelocity
        Vacations brand; Option Finder, which advises members about alternate
        dates and cities where lower fares may be available; and the
        Travelocity.com World MasterCard.
     -- Travelocity and Hotel Reservations Network announced they would extend
        their alliance through July 31, 2005 and expand the scope of their
        relationship.  As part of this agreement, Travelocity will continue to
        integrate and promote a wide array of HRN's negotiated discount rates
        through its hotel offerings and will now provide vacation rental units
        through HRN's Condosaver.com.  HRN will offer and promote
        Travelocity's air and car rental products through its Web sites.  In
        connection with the expanded and extended agreement, Travelocity's
        existing equity rights in HRN have been enhanced through accelerated
        vesting to the mutual benefit of both companies.
     -- In March, Travelocity announced a long-term relationship in which
        TravelCLICK will provide Travelocity with advertising and value-added
        promotional messages from local travel, hospitality and destination
        advertisers around the world.
     -- Travelocity announced an alliance with Yahoo! Inc. to be the content
        provider for Yahoo!(R) Travel Web-enabled cell phones in the United
        States.
     -- The Company unveiled its new Business Travel Center designed to
        provide business travelers with instant access to all of Travelocity's
        powerful travel features, in addition to tools tailored to make
        planning and booking business travel easier.
     -- Early in March, Travelocity.ca announced a multi-year alliance with
        AOL Canada as the reservations engine provider for the new AOL
        Canada(TM) Travel Channel.
     -- In response to the Northwest and KLM decision to eliminate the
        commissions paid to online travel agents, Travelocity announced in
        February that it would impose a $10 service fee for Northwest/KLM
        tickets.
     -- Also in February, Travelocity announced a marketing alliance with
        MasterCard International making MasterCard the preferred payment brand
        for Travelocity.  Travelocity also announced its Travelocity Rewards
        program, where Travelocity.com World MasterCard cardholders can earn
        points redeemable for any travel product available on Travelocity,
        with no blackout periods, no matter when the date of travel or where
        the destination.
     -- In January, Sprint PCS, Sabre Holdings Corporation and Travelocity
        announced agreements that will provide wireless travel tools to Sprint
        PCS customers via their Sprint PCS Internet-ready phones.
     -- Also in January, a study was released by Topaz International, the
        independent airfare auditing and benchmarking company, that found
        Travelocity located the lowest fare 80% of the time when searching
        300 different reservation requests, compared to less than 50% for
        other online travel companies.
 
     Special Honors / Recognition
     -- In April, Travelocity was recognized by FamilyPC and named a "Family
        Tested" winner in the Travel category for the publication's "Top 100
        Family Web Sites."
     -- Travelocity was honored by the Software & Information Industry
        Association and recognized as the "Best Travel Product or Service" at
        the Codie Awards in San Diego on March 12.
 
     Management will review first quarter results during a conference call
 scheduled for 9:00 a.m. CDT on Thursday, April 19.  The call can be accessed
 by dialing 877-601-3547, pass code 'Travelocity', or by clicking on the link
 '1Q Conference Call - 4/19 9 am CDT' at the bottom of the home page of the
 Company's Web site at www.Travelocity.com.
 
     About Travelocity
     Travelocity.com Inc., a database-driven travel marketing and transaction
 company, provides Internet and wireless reservation information for more than
 700 airlines, more than 50,000 hotels and more than 50 car rental companies.
 In addition, Travelocity offers more than 6,500 vacation packages, tour and
 cruise departures and a vast database of destination and interest information.
 Travelocity employs more than 1,000 customer service professionals, has sold
 more than 14 million airline tickets and has registered 27 million members.
 
     Notes on Attached Financial Exhibits
     Exhibit 1 outlines the results of operations before special items for the
 Company for the first quarter of 2001 compared to the respective year-ago
 period for the combined Company (including Preview Travel).  Exhibit 2
 includes combined Company GAAP financial statements for the first quarter of
 2001 and the as-reported financial statements for Travelocity.com alone for
 January 1 through March 7, 2000 and the combined Company financial statements
 for March 8 through March 31, 2000.  Travelocity.com believes that the results
 of operations before special items in Exhibit 1 are more representative of the
 financial performance of the Company's business.  Exhibits 3 and 3A outline
 key pro forma performance and derived performance statistics for the combined
 Company for the past five quarters.  Exhibit 4 presents selected balance sheet
 data as of March 31, 2001, and December 31, 2000.
 
     Cautionary Statement Regarding Forward-Looking Statements
     Statements in this release that are not purely historical facts, including
 statements about anticipated or expected future revenue and earnings growth
 and profitability, are forward-looking statements within the meaning of
 Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
 Securities Exchange Act of 1934, as amended.  All such forward-looking
 statements are based only upon information available to Travelocity on the
 date of this report.  All such forward-looking statements involve risks and
 uncertainties that could cause actual events or results to differ materially
 from the events or results described, including risks related to additional
 elimination or reduction of commissions paid by travel suppliers, which could
 reduce Travelocity's revenues; risks associated with travel industry
 consolidation, including strategic alliances and consortia (including travel
 supplier consortia); risks relating to Travelocity's relationships with Sabre
 Holdings Corporation and its affiliates (including the risks of potential
 conflicts of interest); risks associated with the continued use and growth of
 the Internet and, relatedly, the extent of acceptance and profitability of
 online commerce; and risks relating to Travelocity's technology, including
 Travelocity's ability to rapidly develop and achieve market acceptance of new
 products and services, and related risks that rapid technological changes may
 render Travelocity's technology obsolete or decrease the attractiveness of its
 existing products and services relative to the products and services,
 respectively, of its competitors.
     Further information about risks and uncertainties that could affect
 Travelocity's financial and other results is included in Travelocity's other
 documents filed with, or furnished to, the Securities and Exchange Commission.
 Travelocity undertakes no obligation to publicly update or revise any forward-
 looking statements, whether as a result of new information, future events or
 otherwise.  Readers are cautioned not to place undue reliance on forward-
 looking statements.
 
 
                                     EXHIBIT 1
                               Travelocity.com Inc.
                Statements of Operations Before Special Items  (A)
                                  (In Thousands)
                                    (Unaudited)
 
                                                 Three Months Ended March 31,
                                                     2001              2000
 
     Gross travel bookings  (B)                    $833,600          $504,300
 
     Revenues
       Transaction                                  $50,858           $29,774
       Advertising                                   16,757             5,225
       Other                                          5,236               696
     Total revenues                                  72,851            35,695
 
     Cost of revenues                                25,120            15,895
 
     Gross profit                                    47,731            19,800
 
     Gross margin %                                    65.5%             55.5%
 
     Operating expenses
       Selling and marketing                         35,840            24,357
       Technology and development                     5,123             5,207
       General and administrative                     6,349             5,400
     Total operating expenses                        47,312            34,964
 
     Operating profit (loss)                            419           (15,164)
 
     Interest income, net                             1,150               544
 
     Profit (loss) before Sabre interest              1,569           (14,620)
 
     Sabre's interest in partnership  (C)              (951)            9,058
 
     Profit (loss) after Sabre interest                $618           ($5,562)
 
     Provision for income taxes  (D)                      0                 0
 
     Net profit (loss) after Sabre interest            $618           ($5,562)
 
     Net profit (loss) per share after
      Sabre interest                                  $0.03            ($0.31)
 
     Weighted average diluted shares
      outstanding (E)                                22,289            17,658
 
     (A)  The information presented above assumes the merger of Travelocity.com
          and Preview Travel occurred on January 1, 2000.  The unaudited
          statements of operations before special items are based upon certain
          estimates and assumptions, and may not be indicative of the Company's
          actual results of operations.  The unaudited statements of operations
          before special items exclude the recognition of certain expenses,
          including the amortization of goodwill and intangible assets recorded
          in connection with the acquisition of Preview Travel, certain
          non-recurring costs incurred during the integration of Preview
          Travel, non-cash stock compensation expenses, the cumulative effect
          of the adoption of SFAS No. 133 on January 1, 2001 and unrealized
          changes in the fair value of warrants held by the Company which have
          been recorded in the GAAP financial statements included in Exhibit 2.
     (B)  Commencing with 4Q 2000, gross travel bookings include those bookings
          made directly through an agreement the Company has with Hotel
          Reservations Network, a leading consolidator of hotel rooms for
          resale in the consumer market in the United States.
     (C)  Represents the allocation of approximately 61% and 62% of the profits
          or losses of Travelocity.com LP, which consolidates with
          Travelocity.com Inc. for financial reporting purposes to Sabre, based
          upon Sabre's direct ownership interest in the partnership during 2001
          and 2000, respectively.
     (D)  The Company's net operating loss carryforwards shield current income
          for 1Q 2001 without need for a provision for income taxes.
     (E)  Weighted average shares outstanding counts have been computed to
          include 3.0 million shares of common stock attributable to Sabre's
          direct ownership interest in Travelocity.com Inc.  The 1Q 2001
          weighted average shares outstanding counts include shares computed
          under the treasury method for computation of diluted EPS.
 
 
                                     EXHIBIT 2
                               Travelocity.com Inc.
                           Statements of Operations  (A)
                                  (In Thousands)
                                    (Unaudited)
 
                                                   Three Months Ended March 31,
                                                     2001              2000
 
     Gross travel bookings  (B)                    $833,600          $399,400
 
     Revenues
       Transaction                                  $50,858           $22,924
       Advertising                                   16,757             3,403
       Other                                          5,236               696
     Total revenues                                  72,851            27,023
 
     Cost of revenues                                25,120            12,144
 
     Gross profit                                    47,731            14,879
 
     Gross margin %                                    65.5%             55.0%
 
     Operating expenses
       Selling and marketing                         35,840            16,674
       Technology and development                     5,123             3,988
       General and administrative                     6,349             3,494
       Integration related expenses                       0               526
       Stock compensation expense                     2,642             1,546
       Amortization of intangibles                   22,397             5,714
     Total operating expenses                        72,351            31,942
 
     Operating loss                                 (24,620)          (17,063)
 
     Interest income, net                             1,150               334
     Cumulative effect of adoption of SFAS 133        7,178                 0
     Other income  (C)                               (5,750)                0
 
     Loss before Sabre interest                     (22,042)          (16,729)
 
     Sabre's interest in partnership  (D)                 0             7,658
 
     Loss after Sabre interest                     ($22,042)          ($9,071)
 
     Provision for income taxes                        (138)                0
 
     Net loss                                      ($22,180)          ($9,071)
 
     Net loss per share                              ($1.14)           ($0.32)
 
     Weighted average shares outstanding  (E)        19,420            28,449
 
     (A)  The information presented above reflects the actual performance for
          Travelocity.com alone for January 1 through March 7, 2000; and the
          combined company for March 8, 2000 and beyond.
     (B)  Commencing with 4Q 2000, gross travel bookings include those bookings
          made directly through an agreement the Company has with Hotel
          Reservations Network, a leading consolidator of hotel rooms for
          resale in the consumer market in the United States.
     (C)  Other income includes the unrealized changes in the fair value of the
          Hotel Reservation Network warrants held by Travelocity.com during the
          reporting period, as recorded subsequent to the adoption of SFAS No.
          133 on January 1, 2001.
     (D)  Represents the allocation of the losses of Travelocity.com LP, which
          consolidates with Travelocity.com Inc. for financial reporting
          purposes to Sabre, based on Sabre's direct ownership interest in the
          partnership during 2000.  The amount of losses which may be allocated
          to Sabre are, under generally accepted accounting principles, limited
          to the amount of Sabre's investment in the partnership.
     (E)  The weighted average shares used in the calculation of basic earnings
          per share for the quarter ended March 31, 2000 have been calculated
          as if the 33 million shares of preferred stock held by Sabre were
          outstanding, as common shares, from January 1, 2000 through the
          merger with Preview Travel, Inc. on March 7, 2000.  For periods after
          the merger with Preview Travel, Inc., weighted average shares
          outstanding counts have been computed to include 3.0 million shares
          of common stock attributable to Sabre's direct ownership interest in
          Travelocity.com Inc.
 
 
                                     EXHIBIT 3
           Combined Travelocity.com Pro Forma Performance Statistics  (A)
 
                                  1Q 2000     2Q 2000     3Q 2000     4Q 2000
 
     GROSS TRAVEL BOOKINGS
      ($ millions)  (B)             $504.3      $610.2      $649.5      $696.4
 
     MEMBERSHIP  (C)            19,200,000  21,600,000  23,400,000  24,900,000
 
     AVERAGE MONTHLY UNIQUE
      BOOKERS  (D)                 395,000     486,000     509,000     525,000
 
     AVERAGE MONTHLY MEDIA
      METRIX REACH  (E)          8,400,000   6,900,000   7,200,000   6,500,000
 
     CONVERSION RATIO  (F)             4.7%        7.1%        7.1%        8.1%
 
     CUMULATIVE UNIQUE
      BOOKERS (G)                3,337,000   4,208,000   5,124,000   6,010,000
 
     TRANSACTIONS  (H)           1,831,000   2,144,000   2,206,000   2,306,000
 
     PAGE VIEWS (millions)  (I)        750         684         679         560
 
 
                                     EXHIBIT 3
           Combined Travelocity.com Pro Forma Performance Statistics  (A)
 
                                                                      1Q 2001
 
     GROSS TRAVEL BOOKINGS
      ($ millions)  (B)                                                 $833.6
 
     MEMBERSHIP  (C)                                                26,900,000
 
     AVERAGE MONTHLY UNIQUE
      BOOKERS  (D)                                                     661,000
 
     AVERAGE MONTHLY MEDIA
      METRIX REACH  (E)                                              7,400,000
 
     CONVERSION RATIO  (F)                                                 8.9%
 
     CUMULATIVE UNIQUE BOOKERS  (G)                                  7,122,000
 
     TRANSACTIONS  (H)                                               3,042,000
 
     PAGE VIEWS (millions)  (I)                                            692
 
     NOTES:
     (A)  Data presented includes actual data points where available; however,
          certain data points represent estimates of period activity and
          estimated duplication factors for duplications across the period
          and/or the uncombined companies.  Additionally, commencing with 4Q
          2000, gross travel bookings include those bookings made through Hotel
          Reservations Network.
     (B)  Gross Travel Bookings represents the total value of travel sales
          activity of the two companies for the respective periods.
     (C)  Membership represents the unduplicated membership at the end of each
          period based on the two companies for the respective periods.
     (D)  Average Monthly Unique Bookers represents the unduplicated (during
          the month) average monthly booker activity for the two companies for
          the respective periods.
     (E)  Average Monthly Media Metrix Reach represents the unduplicated
          (during the month) unique reach/visitors of the two companies for the
          respective periods.
     (F)  Conversion Ratio computed by dividing average monthly bookers by
          average monthly Media Metrix reach.
     (G)  Cumulative Unique Bookers represents the unduplicated (during the
          accumulation period) cumulative booker activity.
     (H)  Data represents transactions processed in each respective period.
          Transactions are gross purchases or PNRs made for customers and may
          include one or more airline, car, hotel or vacation and cruise
          reservations.
     (I)  Page views represents total page view activity for the respective
          periods.
 
 
                                   EXHIBIT 3A
     Combined Travelocity.com Pro Forma Derived Performance Statistics  (A)
 
                                       1Q 2000 2Q 2000 3Q 2000 4Q 2000 1Q 2001
 
     GROSS TRAVEL BOOKINGS PER
      TRANSACTION  (B)                    $275    $285    $294    $302    $274
 
     NEW MEMBER CONVERSION  (C)             24%     36%     51%     59%     56%
 
     REPEAT BOOKER PERCENTAGE  (D)          46%     40%     40%     44%     44%
 
     NEW BOOKER ACQUISITION COST  (E)   $38.42  $34.84  $36.84  $44.42  $32.23
 
     ROLLING NEW BOOKER ACQUISITION
      COST  (F)                         $39.22  $37.84  $36.77  $38.64  $36.80
 
     TOTAL BOOKER ACQUISITION
      COST  (G)                         $20.55  $20.81  $22.08  $24.97  $18.06
 
     ROLLING TOTAL BOOKER ACQUISITION
      COST  (H)                         $22.61  $21.84  $21.22  $22.24  $21.28
 
     GROSS PROFIT PER BOOKER  (I)       $16.71  $18.99  $21.70  $28.43  $24.06
 
     GROSS PROFIT GAP PER BOOKER  (J)   ($3.85) ($1.82) ($0.38)  $3.46   $5.99
 
     NOTES:
     (A)  Data presented includes actual data points where available; however,
          certain data points represent estimates of period activity and
          estimated duplication factors for duplication across the period
          and/or the uncombined companies.
     (B)  Gross Travel Bookings per Transaction is computed as the quarterly
          gross travel bookings divided by the quarterly transaction volume.
     (C)  New Member Conversion is computed as the change in cumulative unique
          bookers divided by the change in cumulative membership.
     (D)  Repeat Booker Percentage is computed as quarterly repeat bookers
          (computed as the product of three times average monthly unique
          bookers less the quarterly change in cumulative unique bookers)
          divided by three times average monthly unique bookers.
     (E)  New Booker Acquisition Cost is computed as quarterly selling and
          marketing expenses divided by the change in cumulative unique
          bookers.
     (F)  Rolling New Booker Acquisition Cost is computed as the rolling four
          quarter selling and marketing expense divided by the four quarter
          change in cumulative unique bookers.
     (G)  Total Booker Acquisition Cost is computed as quarterly marketing and
          selling expense divided by three times average monthly unique
          bookers.
     (H)  Rolling Total Booker Acquisition Cost is computed as the four quarter
          average selling and marketing expense divided by average total
          bookers over the same four quarter period.
     (I)  Gross Profit per Booker computed as quarterly gross profit divided by
          the product of three times average monthly unique bookers.
     (J)  Gross Profit Gap per Booker is computed as the quarterly gross profit
          less quarterly selling and marketing expenses divided by the product
          of three times the average monthly unique bookers.
 
 
                                     EXHIBIT 4
                               Travelocity.com Inc.
                          Summary Selected Financial Data
                                    (Unaudited)
 
                                              March 31, 2001  December 31, 2000
                                              (in thousands)    (in thousands)
     Balance Sheet Data:
       Cash, cash equivalents and
        marketable securities                        86,146            71,555
       Accounts receivable                           24,380            19,196
 
       Property and equipment                        16,869            17,781
       Intangible assets and goodwill               175,539           198,113
 
       Total assets                                 349,243           327,968
 
       Accounts payable                              11,740             6,242
       Total current liabilities                     33,407            17,653
 
       Working capital                               91,174            91,853
 
       Total liabilities (excluding Sabre
        interest in partnership)                     58,574            21,680
 
       Sabre interest in partnership                      0                 0
 
       Stockholders' equity                         290,669           306,288
 
 
      Contacts:  Travelocity            Vollmer
                 Ramesh Punwani         Jennifer Tweeton
                 817-785-8236           713-546-2230
                 David Carpenter        Judy Haveson
                 817-785-8237           512-472-3515
 
 

SOURCE Travelocity.com Inc.
    FORT WORTH, Texas, April 18 /PRNewswire/ --
 Travelocity.com Inc. (Nasdaq:   TVLY), the leading travel Web site, reached an
 important milestone in becoming one of the few profitable Internet companies
 by reporting a net profit excluding special items as well as positive cash
 flow for the first quarter of 2001.
     Gross travel bookings grew 65% over the first quarter of last year and 20%
 over the prior quarter to $833.6 million.  At $72.9 million, revenues were
 104% higher than the quarter a year ago and 11% higher than last year's fourth
 quarter.  Gross profit of $47.7 million improved 141% and 7% over the first
 and fourth quarters of 2000, respectively.  Net profit, excluding special
 items described below, was $618,000 or $0.03 per share for the quarter.
     During the quarter, Travelocity's membership rose by 2 million to
 27 million members and the conversion ratio increased to 8.9%, compared to
 4.7% in the first quarter of last year and 8.1% in the prior quarter.  Average
 monthly unique bookers were 661,000, up 67% from 395,000 for the same period a
 year ago and up 26% from 525,000 for the prior quarter.  During the quarter,
 1.1 million hotel room nights were booked, representing a 50% increase over
 the fourth quarter.
     "On April 3 we celebrated Travelocity's fifth birthday, which marks a
 major milestone for an Internet company," said Terrell B. Jones, president and
 chief executive officer of Travelocity.  "During those years, we have been
 consistent in building and executing our successful business model.  We have
 continually introduced new features and innovations that keep Travelocity in a
 leadership position, and we have been disciplined in accomplishing our
 operating goals time and again.  Our results prove that the concept of booking
 travel on the Internet works."
     "We are pleased with the first quarter performance and Travelocity's
 resilience within a slower economy," commented Ramesh Punwani, chief financial
 officer.  "With a positive EBITDA of $3.4 million in the first quarter, we
 have reached a key mark in the Company's history a quarter ahead of schedule.
 Our liquidity improved as well to $86.1 million in cash and marketable
 securities at the end of the quarter, without taking on any debt.  Despite
 economic pressures, we are projecting modest growth during the remaining three
 quarters of the year with a net profit, excluding special items, that will
 range from $0.17 to $0.21 per share for 2001."
     Special items in the first quarter of 2001 include a $22.4 million expense
 related to the amortization of goodwill, $2.6 million in non-cash stock
 compensation expense, a $7.2 million gain related to the cumulative effect of
 the adoption of SFAS 133, and a $5.8 million loss related to unrealized
 changes in the fair value of warrants held by the company.
 
     Key Pro Forma Financial Highlights
     [see "Notes on Attached Financial Exhibits" below]
 
     -- Gross travel bookings were $833.6 million compared to $504.3 million
        in the first quarter of last year and $696.4 million in the prior
        quarter.
     -- First quarter revenues were $72.9 million compared to $35.7 million in
        the first quarter of last year and $65.5 million in the prior quarter.
     -- Transaction revenues were $50.9 million, an increase of 71% over the
        first quarter of 2000 and 16% over the prior quarter.  Revenue for air
        sales rose 71% over the first quarter of last year and 24% over the
        prior quarter.  Non-air travel revenue rose 72% compared to last
        year's first quarter and declined 7% over last year's fourth quarter,
        due primarily to timing of cash receipts.  Non-air revenue accounted
        for 22% of first quarter transaction revenues compared to 27% of
        transaction revenues in the fourth quarter of last year.
     -- Advertising revenues were $16.8 million in the first quarter, up 221%
        from the first quarter of last year and down 10% from the prior
        quarter.  The quarter's performance was very strong despite the
        significant slowdown in industry advertising revenue.  First quarter
        advertising revenues are typically lower than the fourth quarter,
        which is the strongest quarter for advertising revenues due to the
        seasonality of travel and holiday advertising.
     -- Other revenues of $5.2 million grew 81% over the prior quarter.
     -- Gross profit was $47.7 million compared to $19.8 million in the first
        quarter of last year and $44.8 million in the prior quarter.  Gross
        margin for the quarter was 65.5% compared to 55.5% for the first
        quarter of 2000 and 68.4% for the prior quarter.  The decrease in
        gross margin from the prior quarter was a result of a change in
        revenue mix due to the anticipated seasonal decrease in higher-margin
        advertising revenues.
     -- Operating expenses (excluding intangibles) declined as a percentage of
        revenue to 65% in the first quarter of 2001 compared to 98% in the
        first quarter of 2000 and 74% in the prior quarter.
     -- Net profit before special items was $618,000 or $0.03 per share, as
        compared to a pro forma net loss before special items of $0.31 per
        share for the same period a year ago and a net loss before special
        items of $0.05 cents per share in the previous quarter.
     -- Cash profit from operations (EBITDA) was $3.4 million for the quarter,
        compared to a cash loss of $1.3 million in the prior quarter.
 
     Alliances / Operating Highlights
     -- On April 3 during Travelocity's fifth anniversary celebration, the
        Company announced five new innovations:  the GoodBuy program, which
        expands upon the already successful Travelocity Value program
        featuring special low fares and hotel room rates; Travelocity
        Preferred Traveler, a travel club designed for the online traveler
        that includes perks and discounts worldwide; an online Travelocity
        Vacations brand; Option Finder, which advises members about alternate
        dates and cities where lower fares may be available; and the
        Travelocity.com World MasterCard.
     -- Travelocity and Hotel Reservations Network announced they would extend
        their alliance through July 31, 2005 and expand the scope of their
        relationship.  As part of this agreement, Travelocity will continue to
        integrate and promote a wide array of HRN's negotiated discount rates
        through its hotel offerings and will now provide vacation rental units
        through HRN's Condosaver.com.  HRN will offer and promote
        Travelocity's air and car rental products through its Web sites.  In
        connection with the expanded and extended agreement, Travelocity's
        existing equity rights in HRN have been enhanced through accelerated
        vesting to the mutual benefit of both companies.
     -- In March, Travelocity announced a long-term relationship in which
        TravelCLICK will provide Travelocity with advertising and value-added
        promotional messages from local travel, hospitality and destination
        advertisers around the world.
     -- Travelocity announced an alliance with Yahoo! Inc. to be the content
        provider for Yahoo!(R) Travel Web-enabled cell phones in the United
        States.
     -- The Company unveiled its new Business Travel Center designed to
        provide business travelers with instant access to all of Travelocity's
        powerful travel features, in addition to tools tailored to make
        planning and booking business travel easier.
     -- Early in March, Travelocity.ca announced a multi-year alliance with
        AOL Canada as the reservations engine provider for the new AOL
        Canada(TM) Travel Channel.
     -- In response to the Northwest and KLM decision to eliminate the
        commissions paid to online travel agents, Travelocity announced in
        February that it would impose a $10 service fee for Northwest/KLM
        tickets.
     -- Also in February, Travelocity announced a marketing alliance with
        MasterCard International making MasterCard the preferred payment brand
        for Travelocity.  Travelocity also announced its Travelocity Rewards
        program, where Travelocity.com World MasterCard cardholders can earn
        points redeemable for any travel product available on Travelocity,
        with no blackout periods, no matter when the date of travel or where
        the destination.
     -- In January, Sprint PCS, Sabre Holdings Corporation and Travelocity
        announced agreements that will provide wireless travel tools to Sprint
        PCS customers via their Sprint PCS Internet-ready phones.
     -- Also in January, a study was released by Topaz International, the
        independent airfare auditing and benchmarking company, that found
        Travelocity located the lowest fare 80% of the time when searching
        300 different reservation requests, compared to less than 50% for
        other online travel companies.
 
     Special Honors / Recognition
     -- In April, Travelocity was recognized by FamilyPC and named a "Family
        Tested" winner in the Travel category for the publication's "Top 100
        Family Web Sites."
     -- Travelocity was honored by the Software & Information Industry
        Association and recognized as the "Best Travel Product or Service" at
        the Codie Awards in San Diego on March 12.
 
     Management will review first quarter results during a conference call
 scheduled for 9:00 a.m. CDT on Thursday, April 19.  The call can be accessed
 by dialing 877-601-3547, pass code 'Travelocity', or by clicking on the link
 '1Q Conference Call - 4/19 9 am CDT' at the bottom of the home page of the
 Company's Web site at www.Travelocity.com.
 
     About Travelocity
     Travelocity.com Inc., a database-driven travel marketing and transaction
 company, provides Internet and wireless reservation information for more than
 700 airlines, more than 50,000 hotels and more than 50 car rental companies.
 In addition, Travelocity offers more than 6,500 vacation packages, tour and
 cruise departures and a vast database of destination and interest information.
 Travelocity employs more than 1,000 customer service professionals, has sold
 more than 14 million airline tickets and has registered 27 million members.
 
     Notes on Attached Financial Exhibits
     Exhibit 1 outlines the results of operations before special items for the
 Company for the first quarter of 2001 compared to the respective year-ago
 period for the combined Company (including Preview Travel).  Exhibit 2
 includes combined Company GAAP financial statements for the first quarter of
 2001 and the as-reported financial statements for Travelocity.com alone for
 January 1 through March 7, 2000 and the combined Company financial statements
 for March 8 through March 31, 2000.  Travelocity.com believes that the results
 of operations before special items in Exhibit 1 are more representative of the
 financial performance of the Company's business.  Exhibits 3 and 3A outline
 key pro forma performance and derived performance statistics for the combined
 Company for the past five quarters.  Exhibit 4 presents selected balance sheet
 data as of March 31, 2001, and December 31, 2000.
 
     Cautionary Statement Regarding Forward-Looking Statements
     Statements in this release that are not purely historical facts, including
 statements about anticipated or expected future revenue and earnings growth
 and profitability, are forward-looking statements within the meaning of
 Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
 Securities Exchange Act of 1934, as amended.  All such forward-looking
 statements are based only upon information available to Travelocity on the
 date of this report.  All such forward-looking statements involve risks and
 uncertainties that could cause actual events or results to differ materially
 from the events or results described, including risks related to additional
 elimination or reduction of commissions paid by travel suppliers, which could
 reduce Travelocity's revenues; risks associated with travel industry
 consolidation, including strategic alliances and consortia (including travel
 supplier consortia); risks relating to Travelocity's relationships with Sabre
 Holdings Corporation and its affiliates (including the risks of potential
 conflicts of interest); risks associated with the continued use and growth of
 the Internet and, relatedly, the extent of acceptance and profitability of
 online commerce; and risks relating to Travelocity's technology, including
 Travelocity's ability to rapidly develop and achieve market acceptance of new
 products and services, and related risks that rapid technological changes may
 render Travelocity's technology obsolete or decrease the attractiveness of its
 existing products and services relative to the products and services,
 respectively, of its competitors.
     Further information about risks and uncertainties that could affect
 Travelocity's financial and other results is included in Travelocity's other
 documents filed with, or furnished to, the Securities and Exchange Commission.
 Travelocity undertakes no obligation to publicly update or revise any forward-
 looking statements, whether as a result of new information, future events or
 otherwise.  Readers are cautioned not to place undue reliance on forward-
 looking statements.
 
 
                                     EXHIBIT 1
                               Travelocity.com Inc.
                Statements of Operations Before Special Items  (A)
                                  (In Thousands)
                                    (Unaudited)
 
                                                 Three Months Ended March 31,
                                                     2001              2000
 
     Gross travel bookings  (B)                    $833,600          $504,300
 
     Revenues
       Transaction                                  $50,858           $29,774
       Advertising                                   16,757             5,225
       Other                                          5,236               696
     Total revenues                                  72,851            35,695
 
     Cost of revenues                                25,120            15,895
 
     Gross profit                                    47,731            19,800
 
     Gross margin %                                    65.5%             55.5%
 
     Operating expenses
       Selling and marketing                         35,840            24,357
       Technology and development                     5,123             5,207
       General and administrative                     6,349             5,400
     Total operating expenses                        47,312            34,964
 
     Operating profit (loss)                            419           (15,164)
 
     Interest income, net                             1,150               544
 
     Profit (loss) before Sabre interest              1,569           (14,620)
 
     Sabre's interest in partnership  (C)              (951)            9,058
 
     Profit (loss) after Sabre interest                $618           ($5,562)
 
     Provision for income taxes  (D)                      0                 0
 
     Net profit (loss) after Sabre interest            $618           ($5,562)
 
     Net profit (loss) per share after
      Sabre interest                                  $0.03            ($0.31)
 
     Weighted average diluted shares
      outstanding (E)                                22,289            17,658
 
     (A)  The information presented above assumes the merger of Travelocity.com
          and Preview Travel occurred on January 1, 2000.  The unaudited
          statements of operations before special items are based upon certain
          estimates and assumptions, and may not be indicative of the Company's
          actual results of operations.  The unaudited statements of operations
          before special items exclude the recognition of certain expenses,
          including the amortization of goodwill and intangible assets recorded
          in connection with the acquisition of Preview Travel, certain
          non-recurring costs incurred during the integration of Preview
          Travel, non-cash stock compensation expenses, the cumulative effect
          of the adoption of SFAS No. 133 on January 1, 2001 and unrealized
          changes in the fair value of warrants held by the Company which have
          been recorded in the GAAP financial statements included in Exhibit 2.
     (B)  Commencing with 4Q 2000, gross travel bookings include those bookings
          made directly through an agreement the Company has with Hotel
          Reservations Network, a leading consolidator of hotel rooms for
          resale in the consumer market in the United States.
     (C)  Represents the allocation of approximately 61% and 62% of the profits
          or losses of Travelocity.com LP, which consolidates with
          Travelocity.com Inc. for financial reporting purposes to Sabre, based
          upon Sabre's direct ownership interest in the partnership during 2001
          and 2000, respectively.
     (D)  The Company's net operating loss carryforwards shield current income
          for 1Q 2001 without need for a provision for income taxes.
     (E)  Weighted average shares outstanding counts have been computed to
          include 3.0 million shares of common stock attributable to Sabre's
          direct ownership interest in Travelocity.com Inc.  The 1Q 2001
          weighted average shares outstanding counts include shares computed
          under the treasury method for computation of diluted EPS.
 
 
                                     EXHIBIT 2
                               Travelocity.com Inc.
                           Statements of Operations  (A)
                                  (In Thousands)
                                    (Unaudited)
 
                                                   Three Months Ended March 31,
                                                     2001              2000
 
     Gross travel bookings  (B)                    $833,600          $399,400
 
     Revenues
       Transaction                                  $50,858           $22,924
       Advertising                                   16,757             3,403
       Other                                          5,236               696
     Total revenues                                  72,851            27,023
 
     Cost of revenues                                25,120            12,144
 
     Gross profit                                    47,731            14,879
 
     Gross margin %                                    65.5%             55.0%
 
     Operating expenses
       Selling and marketing                         35,840            16,674
       Technology and development                     5,123             3,988
       General and administrative                     6,349             3,494
       Integration related expenses                       0               526
       Stock compensation expense                     2,642             1,546
       Amortization of intangibles                   22,397             5,714
     Total operating expenses                        72,351            31,942
 
     Operating loss                                 (24,620)          (17,063)
 
     Interest income, net                             1,150               334
     Cumulative effect of adoption of SFAS 133        7,178                 0
     Other income  (C)                               (5,750)                0
 
     Loss before Sabre interest                     (22,042)          (16,729)
 
     Sabre's interest in partnership  (D)                 0             7,658
 
     Loss after Sabre interest                     ($22,042)          ($9,071)
 
     Provision for income taxes                        (138)                0
 
     Net loss                                      ($22,180)          ($9,071)
 
     Net loss per share                              ($1.14)           ($0.32)
 
     Weighted average shares outstanding  (E)        19,420            28,449
 
     (A)  The information presented above reflects the actual performance for
          Travelocity.com alone for January 1 through March 7, 2000; and the
          combined company for March 8, 2000 and beyond.
     (B)  Commencing with 4Q 2000, gross travel bookings include those bookings
          made directly through an agreement the Company has with Hotel
          Reservations Network, a leading consolidator of hotel rooms for
          resale in the consumer market in the United States.
     (C)  Other income includes the unrealized changes in the fair value of the
          Hotel Reservation Network warrants held by Travelocity.com during the
          reporting period, as recorded subsequent to the adoption of SFAS No.
          133 on January 1, 2001.
     (D)  Represents the allocation of the losses of Travelocity.com LP, which
          consolidates with Travelocity.com Inc. for financial reporting
          purposes to Sabre, based on Sabre's direct ownership interest in the
          partnership during 2000.  The amount of losses which may be allocated
          to Sabre are, under generally accepted accounting principles, limited
          to the amount of Sabre's investment in the partnership.
     (E)  The weighted average shares used in the calculation of basic earnings
          per share for the quarter ended March 31, 2000 have been calculated
          as if the 33 million shares of preferred stock held by Sabre were
          outstanding, as common shares, from January 1, 2000 through the
          merger with Preview Travel, Inc. on March 7, 2000.  For periods after
          the merger with Preview Travel, Inc., weighted average shares
          outstanding counts have been computed to include 3.0 million shares
          of common stock attributable to Sabre's direct ownership interest in
          Travelocity.com Inc.
 
 
                                     EXHIBIT 3
           Combined Travelocity.com Pro Forma Performance Statistics  (A)
 
                                  1Q 2000     2Q 2000     3Q 2000     4Q 2000
 
     GROSS TRAVEL BOOKINGS
      ($ millions)  (B)             $504.3      $610.2      $649.5      $696.4
 
     MEMBERSHIP  (C)            19,200,000  21,600,000  23,400,000  24,900,000
 
     AVERAGE MONTHLY UNIQUE
      BOOKERS  (D)                 395,000     486,000     509,000     525,000
 
     AVERAGE MONTHLY MEDIA
      METRIX REACH  (E)          8,400,000   6,900,000   7,200,000   6,500,000
 
     CONVERSION RATIO  (F)             4.7%        7.1%        7.1%        8.1%
 
     CUMULATIVE UNIQUE
      BOOKERS (G)                3,337,000   4,208,000   5,124,000   6,010,000
 
     TRANSACTIONS  (H)           1,831,000   2,144,000   2,206,000   2,306,000
 
     PAGE VIEWS (millions)  (I)        750         684         679         560
 
 
                                     EXHIBIT 3
           Combined Travelocity.com Pro Forma Performance Statistics  (A)
 
                                                                      1Q 2001
 
     GROSS TRAVEL BOOKINGS
      ($ millions)  (B)                                                 $833.6
 
     MEMBERSHIP  (C)                                                26,900,000
 
     AVERAGE MONTHLY UNIQUE
      BOOKERS  (D)                                                     661,000
 
     AVERAGE MONTHLY MEDIA
      METRIX REACH  (E)                                              7,400,000
 
     CONVERSION RATIO  (F)                                                 8.9%
 
     CUMULATIVE UNIQUE BOOKERS  (G)                                  7,122,000
 
     TRANSACTIONS  (H)                                               3,042,000
 
     PAGE VIEWS (millions)  (I)                                            692
 
     NOTES:
     (A)  Data presented includes actual data points where available; however,
          certain data points represent estimates of period activity and
          estimated duplication factors for duplications across the period
          and/or the uncombined companies.  Additionally, commencing with 4Q
          2000, gross travel bookings include those bookings made through Hotel
          Reservations Network.
     (B)  Gross Travel Bookings represents the total value of travel sales
          activity of the two companies for the respective periods.
     (C)  Membership represents the unduplicated membership at the end of each
          period based on the two companies for the respective periods.
     (D)  Average Monthly Unique Bookers represents the unduplicated (during
          the month) average monthly booker activity for the two companies for
          the respective periods.
     (E)  Average Monthly Media Metrix Reach represents the unduplicated
          (during the month) unique reach/visitors of the two companies for the
          respective periods.
     (F)  Conversion Ratio computed by dividing average monthly bookers by
          average monthly Media Metrix reach.
     (G)  Cumulative Unique Bookers represents the unduplicated (during the
          accumulation period) cumulative booker activity.
     (H)  Data represents transactions processed in each respective period.
          Transactions are gross purchases or PNRs made for customers and may
          include one or more airline, car, hotel or vacation and cruise
          reservations.
     (I)  Page views represents total page view activity for the respective
          periods.
 
 
                                   EXHIBIT 3A
     Combined Travelocity.com Pro Forma Derived Performance Statistics  (A)
 
                                       1Q 2000 2Q 2000 3Q 2000 4Q 2000 1Q 2001
 
     GROSS TRAVEL BOOKINGS PER
      TRANSACTION  (B)                    $275    $285    $294    $302    $274
 
     NEW MEMBER CONVERSION  (C)             24%     36%     51%     59%     56%
 
     REPEAT BOOKER PERCENTAGE  (D)          46%     40%     40%     44%     44%
 
     NEW BOOKER ACQUISITION COST  (E)   $38.42  $34.84  $36.84  $44.42  $32.23
 
     ROLLING NEW BOOKER ACQUISITION
      COST  (F)                         $39.22  $37.84  $36.77  $38.64  $36.80
 
     TOTAL BOOKER ACQUISITION
      COST  (G)                         $20.55  $20.81  $22.08  $24.97  $18.06
 
     ROLLING TOTAL BOOKER ACQUISITION
      COST  (H)                         $22.61  $21.84  $21.22  $22.24  $21.28
 
     GROSS PROFIT PER BOOKER  (I)       $16.71  $18.99  $21.70  $28.43  $24.06
 
     GROSS PROFIT GAP PER BOOKER  (J)   ($3.85) ($1.82) ($0.38)  $3.46   $5.99
 
     NOTES:
     (A)  Data presented includes actual data points where available; however,
          certain data points represent estimates of period activity and
          estimated duplication factors for duplication across the period
          and/or the uncombined companies.
     (B)  Gross Travel Bookings per Transaction is computed as the quarterly
          gross travel bookings divided by the quarterly transaction volume.
     (C)  New Member Conversion is computed as the change in cumulative unique
          bookers divided by the change in cumulative membership.
     (D)  Repeat Booker Percentage is computed as quarterly repeat bookers
          (computed as the product of three times average monthly unique
          bookers less the quarterly change in cumulative unique bookers)
          divided by three times average monthly unique bookers.
     (E)  New Booker Acquisition Cost is computed as quarterly selling and
          marketing expenses divided by the change in cumulative unique
          bookers.
     (F)  Rolling New Booker Acquisition Cost is computed as the rolling four
          quarter selling and marketing expense divided by the four quarter
          change in cumulative unique bookers.
     (G)  Total Booker Acquisition Cost is computed as quarterly marketing and
          selling expense divided by three times average monthly unique
          bookers.
     (H)  Rolling Total Booker Acquisition Cost is computed as the four quarter
          average selling and marketing expense divided by average total
          bookers over the same four quarter period.
     (I)  Gross Profit per Booker computed as quarterly gross profit divided by
          the product of three times average monthly unique bookers.
     (J)  Gross Profit Gap per Booker is computed as the quarterly gross profit
          less quarterly selling and marketing expenses divided by the product
          of three times the average monthly unique bookers.
 
 
                                     EXHIBIT 4
                               Travelocity.com Inc.
                          Summary Selected Financial Data
                                    (Unaudited)
 
                                              March 31, 2001  December 31, 2000
                                              (in thousands)    (in thousands)
     Balance Sheet Data:
       Cash, cash equivalents and
        marketable securities                        86,146            71,555
       Accounts receivable                           24,380            19,196
 
       Property and equipment                        16,869            17,781
       Intangible assets and goodwill               175,539           198,113
 
       Total assets                                 349,243           327,968
 
       Accounts payable                              11,740             6,242
       Total current liabilities                     33,407            17,653
 
       Working capital                               91,174            91,853
 
       Total liabilities (excluding Sabre
        interest in partnership)                     58,574            21,680
 
       Sabre interest in partnership                      0                 0
 
       Stockholders' equity                         290,669           306,288
 
 
      Contacts:  Travelocity            Vollmer
                 Ramesh Punwani         Jennifer Tweeton
                 817-785-8236           713-546-2230
                 David Carpenter        Judy Haveson
                 817-785-8237           512-472-3515
 
 SOURCE  Travelocity.com Inc.