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Borders, Chase Introduce Borders 3-2-1 Visa Card; Offer Triple Points for Purchases at Borders, Waldenbooks Stores

New Card Also Caters to Borders Rewards™ Members

ANN ARBOR, Mich. and Wilmington, Del., May 9, 2006 — Borders, Inc., a subsidiary of Borders Group, Inc. [NYSE: BGP], and Chase [NYSE: JPM] today unveiled the Borders 3-2-1 Visa® Card, an enhanced version of the popular Borders Visa Card that will award cardmembers three points for every dollar spent at Borders or Waldenbooks stores; two points for eligible gas, dining and grocery card purchases; and one point for all other card purchases. Like the existing Borders Visa Card, the new Borders 3-2-1 Visa Card has no annual fee.

The new Borders 3-2-1 Visa Card also provides cardmembers with flexibility in choosing how to redeem their points. Redemption opportunities start at just 2,500 points, which cardmembers may redeem for a $25 Borders gift card. Additional points earn cardmembers other redemption options such as a $25 check or gift cards from a variety of other merchants, including airlines.

Cardmembers who are also members of the Borders Rewards™ free loyalty program receive two ways to save. Currently, Borders Rewards members automatically have five percent of all qualifying purchases placed into their personal Holiday Savings Rewards accounts. When they spend more than $50 at Borders or Waldenbooks in any given month, they earn a Personal Shopping Day™ to use that month for additional savings.

Borders Visa cardmembers can have their Borders Rewards number embossed on their 3-2-1 Visa Card, enabling them to use just one card when they make their purchases at Borders or Waldenbooks stores. Now, Borders Rewards members who also carry the new Borders 3-2-1 Visa Card, will be able to have those same purchases also earn points on their Visa card, giving them two ways to earn benefits.

"The new Borders 3-2-1 Visa card, when combined with the Borders Rewards program, is truly the credit card for those who share our company's dedication to the extraordinary power of books," said Vin Altruda, president, Borders Group U.S. "Our alliance with Chase allows our customers to be rewarded on multiple levels. The new card provides unique and flexible savings and redemption options. Similar to the development of our recently launched Borders Rewards loyalty program, which already has millions of members, we sought customer input to develop a credit card program that responds to consumers' needs, " Altruda added.

"Chase is happy to offer this new and improved card to the millions of fans of Borders and Waldenbooks," said Donna Barrett, executive vice president, Chase Card Services. "Just by using the new card, cardmembers earn points for their purchases and have multiple redemption options."

Borders 3-2-1 Visa Card information is available at the registers in all Borders, Borders Express, Borders Outlet, Borders airport and Waldenbooks locations. Customers can also apply for a card online at www.chase.com/applyborders or by calling 877-858-5155. All customers who register for a Borders Visa Card receive a $20 Borders gift card in the mail following their first card purchase.

About Chase

JPMorgan Chase & Co. (NYSE: JPM) is a leading global financial services firm with assets of $1.3 trillion and operations in more than 50 countries. The company has more than 100 million credit cards issued. Under the JPMorgan and Chase brands, the firm serves millions of consumers in the United States and Canada and many of the world's most prominent corporate, institutional and government clients. Information about the firm is available at www.jpmorganchase.com.

About Borders Group

Borders Group, Inc. is a Fortune 500 company that trades on the New York Stock Exchange under the symbol BGP. The company is a leading global retailer of books, music, movies, and gift and stationery items with 2005 revenues of $4 billion. Headquartered in Ann Arbor, Michigan, Borders Group, through its subsidiaries, employs more than 35,000 people worldwide and serves more than 30 million customers each year on a global basis. The company is organized into three business segments: Borders Domestic Superstores, International, and Waldenbooks Specialty Retail. Currently, there are more than 470 domestic Borders Superstores. In the International segment, there are 56 Borders superstores located mainly in the U.K. and Asia Pacific, as well as 32 Books etc. stores primarily throughout Great Britain. In addition, the International segment includes Paperchase Products Limited, a U.K.-based gifts and stationery retailer with approximately 90 locations. The Waldenbooks Specialty Retail segment includes over 675 Waldenbooks, Borders Express, Borders outlet and airport stores as well as the company's seasonal calendar business. More information on the company is available at www.bordersgroupinc.com.

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