                                  BLUEFLY, INC.
                               42 West 39th Street
                               New York, NY 10018

Dear Stockholder:

        You are cordially invited to attend the annual meeting of stockholders
of Bluefly, Inc., which will be held on July 29, 2004 at 5:00 p.m., at the
Company's offices at 42 West 39th Street, 9th Floor, New York, New York. The
formal Notice of Annual Meeting and Proxy Statement, fully describing the
matters to be acted upon at the meeting, appear on the following pages.

        The matters scheduled to be considered at the meeting are the election
of directors, the approval of amendments to our 1997 Stock Option Plan to
increase the number of shares authorized for grant under the plan and the
maximum number of shares underlying options that may be granted to a participant
in a fiscal year, and the approval of the conversion provisions of certain
convertible promissory notes issued to our majority stockholders.

        The Board of Directors recommends a vote FOR all the proposals being
presented at the meeting as being in the best interest of Bluefly and its
stockholders. We urge you to read the Proxy Statement and give these proposals
your careful attention before completing the enclosed proxy card.

        Your vote is important regardless of the number of shares you own.
Please be sure you are represented at the meeting, whether or not you plan to
attend, by signing, dating and mailing the proxy card promptly. A postage-paid
return envelope is enclosed for your convenience.

        If you would like additional copies of the proxy material, or if you
would like to ask questions about the proposals, you should contact our Investor
Relations Department by telephone at (212) 944-8000.

                                        Sincerely,

                                        E. KENNETH SEIFF
                                        Chief Executive Officer

