EXHIBIT 8
JOINT FILING AGREEMENT
Time Warner Inc., a Delaware corporation, Sony Corporation of
America, a New York corporation, and Sony Corporation, a corporation organized
under the laws of Japan, each hereby agrees, in accordance with Rule 13d-1(k)
under the Securities Exchange Act of 1934, that the Schedule 13D filed herewith,
and any amendments thereto, relating to the shares of common stock, without par
value, of CDnow, Inc., a Pennsylvania corporation, is, and will be, filed
jointly on behalf of each such person.
Dated: July 22, 1999
TIME WARNER INC.,
by: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇
______________________________________
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇
Title: Vice President and
Deputy General Counsel
SONY CORPORATION OF AMERICA,
by: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
______________________________________
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Title: Executive Vice President and
Chief Financial Officer
SONY CORPORATION,
by: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
______________________________________
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Senior Managing Director and
Chief Financial Officer
