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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
C|NET, Inc.
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(Name of Issuer)
Common Stock, $.0001 Par Value
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(Title of Class of Securities)
125 945 10 5
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(CUSIP Number)
Halsey M. Minor
C|NET, Inc.
150 Chestnut
San Francisco, California 94111
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
August 29, 1996
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.
Check the following box if a fee is being paid with the statement X. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purposes of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 125 945 10 5 13D Page 2 of 4 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons
Halsey M. Minor
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) / /
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(3) SEC Use Only
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(4) Source of Funds*
PF
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(5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) / /
Not applicable.
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(6) Citizenship or Place of Organization
California
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Number of Shares (7) Sole Voting Power
Beneficially Owned 2,614,546
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting Power
-0-
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(9) Sole Dispositive Power
2,614,546
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(10) Shared Dispositive Power
-0-
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
2,694,546
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(12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
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(13) Percent of Class Represented by Amount in Row (11)
20.3%
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(14) Type of Reporting Person*
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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ITEM 1. SECURITY AND ISSUER
The class of securities to which this statement relates is the common
stock, par value $.0001 per share (the "Common Stock") of C|NET, Inc.
("C|NET"), a Delaware corporation, whose principal business and executive
offices are located at 150 Chestnut, San Francisco, California 94111.
ITEM 2. IDENTITY AND BACKGROUND
(a)-(c) and (f) This statement is filed on behalf of the reporting
person, Halsey M. Minor, an individual. Mr. Minor resides in
California, and he currently serves as Chairman of the Board,
President and Chief Executive Officer of C|NET, Inc., a media company
focused on providing original Internet content and television
programming relating to computers, the Internet and digital
technologies. C|NET, Inc.'s principal business address is 150
Chestnut, San Francisco, California 94111.
(d) None.
(e) None.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Personal funds of Halsey M. Minor.
ITEM 4. PURPOSE OF TRANSACTION
Mr. Minor acquired C|NET common stock from personal funds for personal
investment purposes. Mr. Minor has no plans or proposals which relate to
or would result in the occurrence of the events described in Items 4(a)-
(j).
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Mr. Minor beneficially owns 2,694,546 shares of the Common Stock,
which represents approximately 20.3% of the outstanding Issuer
Common Stock.
(b) Mr. Minor has sole voting and dispositive power with respect to
2,614,546 shares of the Common Stock he beneficially owns.
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(c) Mr. Minor has made the following purchases of Common Stock within
the past sixty days:
August 26, 1996 -- 8,000 shares of Common Stock
August 28, 1996 -- 2,000 shares of Common Stock
August 29, 1996 -- 2,500 shares of Common Stock
August 30, 1996 -- 1,100 shares of Common Stock
(d) None.
(e) Not Applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
To the best knowledge of the undersigned, there are no contracts,
arrangements, understandings or relationships (legal or otherwise) among
the persons named in Item 2 and between such persons and any person with
respect to any securities of the Issuer, including but not limited to
transfer or voting of any of the securities, finder's fees, joint ventures,
loan or option agreement, puts or calls, guarantees of profits, division of
profits or loss, or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Not Applicable.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated as of September 3, 1996
By: /s/ Halsey M. Minor
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Halsey M. Minor