BANKRUPT BORDERS CEO's Letter to Customers

BORDERS CEO's Letter to Customers:

February 16, 2011

Dear Valued Customers:

For generations, Borders stores have been beacons of enlightenment and education, where readers young and old can explore their passions and find that special book that speaks to them personally. As Borders moves forward, our commitment to you is to be a best-in-class book seller — whether in our stores or on
Borders.com — where you can purchase books and other related products that stimulate, and in turn, satisfy your reading interests.

However, in light of the ongoing impact of the difficult economy of the past few years and the rapidly changing retailing environment for books and related products, it is essential that Borders restructure itself so it can be viable and reposition its business to be successful over the long term. We determined that the best path for Borders to have the ability to achieve this reorganization is through the Chapter 11 process, which Borders commenced February 16. Among our goals under this process are: putting in place a sound financial structure, enhancing Borders’ technology to better benefit our customers, continuing to make
available a highly attractive Borders Rewards program, and introducing new and exciting products related
to our book offerings — all while providing you great customer service .

Throughout this process, we want you to know that:

* Borders stores are open for business. Borders pioneered the in-store experience, providing customers with a vast assortment of books in a warm and relaxing environment — and we intend
to build on this. Our stores will continue to be community gathering places where families can gather to enjoy enriching events including author readings and signings, book clubs as well as kids’ storytime and parties.

* Borders.com is operating as usual. We are fulfilling online orders as customers choose from
among millions of books, music, movies as well as other entertainment items.

* Our Borders Rewards programs, including Borders Rewards Plus, remain in effect. Customers can continue to earn and redeem their Rewards in stores and on Borders.com and they’ll also continue receiving coupons. As always, we are honoring gift cards, which can be redeemed in stores and online at Borders.com.

* Borders will continue to maintain its strong national presence. Our nationwide network of stores is foundational to the Borders brand. Borders, however, will be closing underperforming
stores within our network over the next several weeks. Should your local store be affected, please visit Borders.com to find another Borders store near you, or to purchase from our vast selection of
books and other merchandise on-line.

We are committed to Borders being the destination of choice for our customers across the country for years to come. Thank you for your support and continued loyalty.

Sincerely,
Mike Edwards
President and CEO, Borders, Inc.




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BORDERS GROUP BANKRUPTCY NEWS covers the bookstore chain's journey
into Chapter 11 as the Ann Arbor-based bookseller attempts to
restructure its operations. From the first FREE four issues of BORDERS GROUP BANKRUPTCY NEWS, a $180 value being given away for free.

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E-mail: peter@bankrupt.com

BORDERS GROUP BANKRUPTCY NEWS is distributed to paying
subscribers by electronic mail. New issues are published on an
ad hoc basis as significant activity occurs (generally every 10
to 20 days) in the Debtor's cases. The subscription rate is
US$45 per issue.

Newsletters are delivered via e-mail; invoices, transmitted
following publication of each newsletter issue, arrive by fax.
Re-mailing of BORDERS GROUP BANKRUPTCY NEWS is prohibited.
Distribution to multiple individuals at the same firm is provided
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We have published similar newsletters tracking
billion-dollar insolvency proceedings since 1990, starting
with Federated Department Stores. Currently, we provide
similar coverage about most billion-dollar corporate
restrucutring proceedings.

We also co-publish the TROUBLED COMPANY REPORTER, tracking
more than 3,000 experiencing financial distress or
restructuring their balance sheets in a judicial proceeding.
You can request a free 30-day trial subscription to the
TROUBLED COMPANY REPORTER at http://bankrupt.com/freetrial/.

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(Distribution to multiple professionals at the
same firm is provided at no additional cost.)

BORDERS GROUP BANKRUPTCY NEWS is distributed to paying
subscribers by electronic mail. New issues are published on an ad
hoc basis as significant activity occurs (generally every 10 to 20
days) in the Debtors' cases. The subscription rate is US$45 per
issue. Newsletters are delivered via e-mail; invoices, transmitted
following publication of each newsletter issue, arrive by fax.
Re-mailing of BORDERS GROUP BANKRUPTCY NEWS is prohibited.