INTRAWARE RECEIVES $6 MILLION STRATEGIC INVESTMENT FROM DIGITAL RIVER

ORINDA, Calif. - November 15, 2005 - Intraware, Inc. [NASDAQ: ITRA], a leading provider of electronic software and license delivery and management solutions, announced today that Digital River, Inc. (Nasdaq: DRIV) has acquired an approximately 14% ownership stake in Intraware for $6 million. The investment is the first step in what the companies plan will be a broader strategic relationship, including integrated service offerings and the nomination of a designee of Digital River to Intraware's Board of Directors.

Digital River purchased shares of a new class of preferred stock, Intraware Series B Preferred Stock, that are convertible into one million shares of Intraware common stock. The $6 million in gross proceeds represent a purchase price equivalent to $6.00 per share of common stock. Intraware plans to use the net proceeds for general corporate purposes, including investment in enhancing its product line and its sales and marketing.

"As the undisputed leader in e-commerce services, with strong digital rights management and e-marketing platforms as well, Digital River brings to this alliance a best-in-class suite of services complementary to our own," said Peter Jackson, Chairman, President and Chief Executive Officer of Intraware. "Digital River also brings a base of top-tier software-publisher customers and substantial resources. We look forward to offering our customers an unrivalled suite of hosted services for marketing, selling, licensing, delivering, and managing entitlements for software."

"Intraware's first-rate electronic software and license delivery and management solution, and its experience serving the enterprise software industry, make them very attractive to us as a strategic partner" said Joel Ronning, Chief Executive Officer of Digital River. "We believe that by integrating our respective platforms, we can create a compelling new value proposition for our existing customers and give Digital River greater visibility in the enterprise software arena."

The shares of Series B Preferred Stock sold to Digital River were not registered under the Securities Act of 1933 and may not be offered or sold in the United States, except pursuant to the effectiveness of a registration statement or an applicable exemption from the registration requirements of the Securities Act. Intraware and Digital River entered into certain registration rights and standstill agreements as part of the transaction. This press release shall not constitute an offer to sell or the solicitation of an offer to buy capital stock.

About Intraware

Intraware, Inc. provides digital services that enable enterprise technology publishers to tie together licensing and software processes into a clean, simple customer experience. The Intraware SubscribeNet® service (patent pending) is a Web-based delivery and support solution that enables technology companies to deliver, track and manage the software, licenses and other digital content they distribute to their global customer bases. Intraware's digital delivery and management solutions power business-to-business technology providers including Progress Software Inc, Xilinx Inc., EMC Corporation, Sybase Inc., RSA Security Inc. and McKesson. Intraware is headquartered in Orinda, California and can be reached at 888.797.9773 or http://www.intraware.com.

Forward Looking Statements

The statements in this news release that Intraware and Digital River plan a broader strategic relationship, including integrated service offerings and the nomination of a designee of Digital River to Intraware's Board of Directors; that Intraware plans to use the net proceeds from the private placement for general corporate purposes, including investment in research and development and in sales and marketing; that by integrating their respective platforms, Intraware and Digital River and can create a compelling new value proposition for their existing customers and give Digital River greater visibility in the enterprise software arena; that Intraware looks forward to offering its customers a comprehensive suite of hosted services for marketing, selling, licensing, delivering, and managing entitlements for software; and other statements in this release which are not historical facts, may be deemed to be forward-looking statements involving a number of risk factors and uncertainties. Factors that could cause actual results to differ materially from those anticipated in this news release include any failure by Intraware and Digital River and to sign a strategic alliance agreement for integration and cooperative sales of their respective products and services; and any failure of Digital River and Intraware to successfully integrate their respective products and services or successfully sell those integrated products and services pursuant to any strategic alliance agreement, due to technical challenges, differences regarding strategies or approaches, lack of market acceptance, or other factors, as well as other risks and uncertainties set forth in Intraware's and Digital River's periodic reports filed with the Securities and Exchange Commission.

© 2005 Digital River, Inc. and Intraware, Inc. Digital River is a registered trademark of Digital River, Inc., and Intraware is a registered trademark of Intraware, Inc. Any other company or product names mentioned herein are the trademarks of their respective owners.

For more information contact:

Roman Reznicek
Intraware, Inc
925-253-4545
ir@intraware.com

Bob Kleiber
Digital River, Inc.
952-540-3024
bkleiber@digitalriver.com