FILED PURSUANT TO RULE 424(b)(3) AND (c)
FILE NUMBER 333-82773
SECOND PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED JULY 27, 1999
1,512,514 Shares of Common Stock
GO2NET, INC.
This Second Prospectus Supplement ("the Second Prospectus Supplement")
supplements the Prospectus dated July 27, 1999 and the First Prospectus
Supplement dated September 28, 1999 of Go2Net, Inc. relating to the public
offering, which is not being underwritten, and sale of up to 1,512,514 shares of
common stock, par value $.01 per share of Go2Net, which may be offered and sold
from time to time by the selling shareholders of Go2Net identified in the
Prospectus or by pledgees, donees, transferees or other successors in interest
that receive such shares as a gift, partnership distribution or other non-sale
related transfer. Go2Net will receive no part of the proceeds of such sales. The
Shares were originally issued or reserved for issuance by Go2Net in connection
with Go2Net's acquisition of:
o Haggle Online, Inc. a Delaware corporation, pursuant to a merger with a wholly
owned subsidiary of Go2Net;
o USA Online, Inc., a New Jersey corporation, pursuant to a merger with a wholly
owned subsidiary of Go2Net;
o IQC, Corporation, a California corporation, pursuant to a merger with a wholly
owned subsidiary of Go2Net; and
o Authorize.Net Corporation, a Utah corporation, pursuant to a merger with and
into a wholly owned subsidiary of Go2Net.
The "Selling Shareholders" section beginning on page 16 of the
Prospectus is hereby supplemented to reflect the transfers made after the date
of the Prospectus by: Christian Lovejoy to The Church of Jesus Christ of Latter
Day Saints, Donation-in-kind Office in the amount of 400 shares, and Doug Salot
to The Doug Salot Charitable Remainder Unitrust in the amount of 7,000 shares.
This Second Prospectus Supplement should be read in conjunction with the
Prospectus and the First Prospectus Supplement, and is qualified by reference to
the Prospectus and the First Prospectus Supplement, except to the extent that
the information herein contained supercedes the information contained in the
Prospectus and the First Prospectus Supplement.
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The Date of this Second Prospectus Supplement is October 15, 1999
SELLING SHAREHOLDERS
On October 4, 1999, of the Shares beneficially owned by Christian
Lovejoy reflected in the Prospectus, 400 of which were transferred to The
Church of Jesus Christ of Latter Day Saints, Donation-in-kind Office.
On October 7, 1999, of the Shares beneficially owned by Doug Salot
reflected in the Prospectus, 7,000 of which were transferred to The Doug Salot
Charitable Remainder Unitrust.
The table of Selling Shareholders in the Prospectus is hereby amended
to reflect such transfers and supplemented to specifically include Shares
received in such transfers.
