NEW YORK, NY--(MARKET WIRE)--Apr 16, 2004 -- Internet Commerce Corporation (NasdaqSC:ICCA - News) announced today that it has entered into an agreement with certain institutional and accredited investors for the private placement of shares of its class A common stock and common stock warrants for gross proceeds of approximately $4.95 million. Pursuant to this agreement, ICC has agreed to sell 2,831,707 shares of its class A common stock and warrants to purchase 849,507 shares of its class A common stock. The proceeds will be used for working capital and other general corporate purposes. The warrants will be exercisable for five years, commencing six months after the closing of the private placement, which is scheduled to take place next week, at an exercise price of $2.22 per share, equal to the closing bid price of the class A common stock on April 15, 2004. The number of shares of class A common stock issuable upon exercise of the warrants is subject to appropriate adjustment for stock splits, combinations and dividends. At the closing, ICC will enter into a registration rights agreement pursuant to which it will agree to file a registration statement covering the resale of the shares of class A common stock issued in the private placement and issuable upon exercise of the warrants within 30 days after the closing and to use its commercially reasonable efforts to have the registration statement declared effective within 120 days after the closing. If the registration statement is not filed within 30 days, or declared effective by the Securities and Exchange Commission within 120 days, ICC will be obligated to pay certain liquidated damages to the purchasers in the private placement.

This announcement does not constitute an offer to sell or a solicitation of an offer to buy securities of the company. These securities have not been registered under the Securities Act of 1933 or applicable state securities laws and may not be offered or sold in the United States or any state thereof absent registration under the Securities Act and applicable state securities laws or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.

About Internet Commerce Corporation

Internet Commerce Corporation (NasdaqSC:ICCA - News) is a leader in the e-commerce business-to-business communication services market. ICC.NET, the company's global Internet-based value added network, provides complete supply chain connectivity solutions for XML, EDI/EC while also offering users a sophisticated vehicle to securely transact files of any format and size. ICC offers a broad range of consulting services including, XML technologies, data transformation, custom application development, an EDI service bureau, as well as comprehensive e-commerce education. ICC uniquely bridges the legacy investments of yesterday to today's Internet technologies. For further information, visit us at http://www.icc.net/.

Except for the historical information contained herein, this press release includes forward looking statements which are subject to a number of risks and uncertainties, including the risks and uncertainties associated with rapidly changing technologies such as the Internet, the risks of technology development and the risks of competition. Actual results could differ materially. For more information about these risks and uncertainties, see the SEC filings of ICC.

     CONTACT:
     Victor Bjorge
     212.271.7618
     victor@icc.net