BOSTON and SAN DIEGO - August 22, 2000 - Student Advantage, Inc. (Nasdaq:STAD), the leading offline and online portal to the higher education community, and CollegeClub.com, Inc., an online integrated communications and media Internet company for college students, have signed a definitive agreement through which Student Advantage will acquire substantially all of the assets of CollegeClub.com and certain of its subsidiaries, including its Web site, CollegeClub.com.

In deciding to acquire CollegeClub.com, Student Advantage Chairman and Chief Executive Officer Raymond V. Sozzi, Jr. said, "We expect to bolster considerably the business potential of CollegeClub.com by utilizing Student Advantage's proprietary content and commerce offerings to generate significant additional revenue from CollegeClub's extensive user and member base."

San Diego-based CollegeClub.com provides its members with an integrated communications solution, including an interactive online community, and has approximately 2.9 million registered online members at 3,600 college and university campuses. In May, the last full month of the college spring semester, CollegeClub.com had 1.9 million unique visitors and more than 262 million page views, ranking it among the top 50 sites overall and the leading college-oriented Web site, according to PC Data Online, an independent service that tracks Internet usage.

Boston-based Student Advantage reaches the higher education community with a mission of helping students save money, work smarter and make more informed life decisions through integrated content and commerce relationships with both university and corporate partners.

Student Advantage has proprietary commerce relationships with nearly 50 national retailers - including AT&T, Amtrak, Staples, Greyhound, Barnes & Noble and Tower Records -- and 15,000 local participating locations in approximately 125 cities throughout the country. The online Student Advantage Network includes a strong channel-based Web site, a cutting edge academic research engine, a comprehensive online scholarship database and information site, and a news service syndicating stories from more than 500 of the nation's top college newspapers. The company also maintains the most popular college sports destination on the Internet, and counts more than 2.1 million active members enrolled in the fee-based Student Advantage Membership Program.

"CollegeClub.com has created an online suite of community services that resonates with the college student marketplace," Sozzi said. "When combined with our proprietary student-focused content and commerce offerings, and our ability to realize significant revenue from those services, CollegeClub.com's assets will give Student Advantage's commerce and advertising partners truly integrated sales and marketing opportunities that are unmatched."

"By becoming part of Student Advantage, CollegeClub.com's student members will have access to a wider array of commerce products, while maintaining the spirit of community that has made CollegeClub.com and its members such a force on the Internet," he added.

"Our success has been driven by our ability to meld the community and content aspects of our programs with solid revenue generation, something many traditional community-focused sites have been unable to do."

"There are enormous opportunities to be gained by joining the strengths and reach of these two college sector community and commerce leaders," said Monte Brem, Senior Vice President of Corporate Development of CollegeClub.com. "CollegeClub.com stands out as an online leader for reaching college students and Student Advantage is the leader among diversified student commerce platforms to the higher education community."

Under the terms of the definitive agreement, Student Advantage will acquire substantially all of the assets, such as the CollegeClub.com Web site and other intellectual properties, and assume certain of the company's revenue contracts, which include a strategic alliance with General Motors. Other assets of CollegeClub.com, Inc., such as Versity.com and Izio, are not being acquired by Student Advantage. The purchase price consists of $7 million in cash, subject to adjustment, and 1.5 million shares of Student Advantage common stock, representing less than 4.5 percent of Student Advantage's outstanding common stock. The agreement also provides for an additional cash payment of up to $5 million to CollegeClub.com if certain Web site revenue performance goals are met during 2001.

Completion of the purchase is subject to, among other things, approval by the U.S. Bankruptcy Court in San Diego where CollegeClub.com, Inc., the Web site's owner, and certain of its subsidiaries each filed a voluntary petition for reorganization under Chapter 11 of the federal Bankruptcy Code on Monday, August 21.

In addition, Student Advantage purchased the assets of another CollegeClub.com, Inc. subsidiary, eStudentLoan LLC, for approximately $1 million of cash on July 28. The assets of eStudentLoan purchased by Student Advantage are currently subject to a repurchase option by CollegeClub.com.

In a related development, Student Advantage announced it had secured a $10 million financing commitment from FleetBoston Bank, NA, which the company said it would use to help finance the deal.

Investor Web Cast

The company will be holding a web cast to discuss the deal at 9 am this morning. Interested parties are invited to listen by visiting www.studentadvantage.com/investor

About Student Advantage, Inc.

Founded in 1992, Student Advantage, Inc. (Nasdaq: STAD) is the leading offline and online portal to the higher education community. Student Advantage, Inc. reaches its constituents through its Student Services, and Corporate and University Services groups, operating at the intersection of all three by creating and delivering standards of excellence in content and commerce.

Today, Student Advantage, Inc. reaches millions of students and counts more than 2.1 million members enrolled in the Student Advantage® Membership Program. The Company has proprietary commerce relationships with nearly 50 national retailers and 15,000 local participating locations in 125 cities throughout the country, including AT&T, Amtrak®, Staples, The Princeton Review, Barnes & Noble and Tower Records.

Student Advantage had 385 employees at June 30, 2000. More than half its employees are in Boston with others at 10 satellite offices, including New York, Chicago, Los Angeles, Washington, Atlanta, Dallas, and Berkeley and Carlsbad, California.

About CollegeClub.com, Inc.

CollegeClub.com, Inc. is an integrated communications and media Internet company that operates the leading online destination targeting college students. CollegeClub.com offers students and educators proprietary Web-based communication, education, commerce and community tools as well as engaging content that enhance and simplify the college experience.

This announcement may contain forward-looking statements, which are based on current expectations and involve a number of risks and uncertainties. There are a number of important factors that could cause actual results to differ materially from those expressed in any forward-looking statements made by Student Advantage. Investors are directed to consider the risks associated with the acquisition and integration of new businesses, doing business on the Internet, the volatility of Internet stocks in general, the cyclical nature of the Company's business and other risks and uncertainties discussed in documents filed by the company with the Securities and Exchange Commission including, without limitation, under "Risk Factors That May Affect Future Results" set forth in Student Advantage's Quarterly Report on Form 10-Q. We undertake no obligation to publicly release the result of any revisions to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

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