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UNITED STATES OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION -------------------------------
WASHINGTON, D.C. 20549 OMB Number: 3235-0145
Expires: August 31, 1999
Estimated average burden
hours per response.......14.90
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SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ________)*
eToys, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock ($.0001 par value)
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(Title of Class of Securities)
297862104
-------------------------------------
(CUSIP Number)
December 31, 1999
- --------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the following box to designate the rule pursuant to which the Schedule is
filed:
/ / Rule 13d-1(b)
/ / Rule 13d-1(c)
/X/ Rule 13d-1(d)
* 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 purpose 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).
POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED
IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY
VALID OMB CONTROL NUMBER.
Page 1 of 8 pages
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CUSIP NO. 297862104
- --------------------------------------------------------------------------------
1. Name of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Bill Gross' idealab! (95-4569774)
- --------------------------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) / /
(b) / /
- --------------------------------------------------------------------------------
3. SEC Use only
- --------------------------------------------------------------------------------
4. Citizenship or Place of Organization United States of America
- --------------------------------------------------------------------------------
5. Sole Voting Power 14,977,846 shares
Number of ---------------------
Shares 6. Shared Voting Power 0
Beneficially ------
Owned by Each 7. Sole Dispositive Power 14,977,846 shares
Reporting ------------------
Person With: 8. Shared Dispositive Power 0
------
- --------------------------------------------------------------------------------
9. Aggregate Amount Beneficially Owned by Each
Reporting Person 14,977,846 shares
--------------------
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) / /
11. Percent of Class Represented by Amount in Row (9) 12.5%
-----------
- --------------------------------------------------------------------------------
12. Type of Reporting Person (See Instructions) CO
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Page 2 of 8 pages
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CUSIP NO. 297862104
- --------------------------------------------------------------------------------
1. Name of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
William Gross
- --------------------------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) / /
(b) / /
- --------------------------------------------------------------------------------
3. SEC Use only
- --------------------------------------------------------------------------------
4. Citizenship or Place of Organization United States of America
- --------------------------------------------------------------------------------
5. Sole Voting Power 14,977,846 shares
Number of ---------------------
Shares 6. Shared Voting Power 0
Beneficially ------
Owned by Each 7. Sole Dispositive Power 14,977,846 shares
Reporting ------------------
Person With: 8. Shared Dispositive Power 0
------
- --------------------------------------------------------------------------------
9. Aggregate Amount Beneficially Owned by Each
Reporting Person 14,977,846 shares
--------------------
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) / /
11. Percent of Class Represented by Amount in Row (9) 12.5%
-----------
- --------------------------------------------------------------------------------
12. Type of Reporting Person (See Instructions) IN
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Page 3 of 8 pages
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ITEM 1.
(a) Name of Issuer: eToys, Inc.
(b) Address of Issuer's Principal Executive Offices: 3100 Ocean Park
Blvd., Suite 300, Santa Monica, California 90405
ITEM 2.
(a) Name of Person Filing: This statement is being filed jointly by Bill
Gross' idealab!, a California corporation, and William Gross, an
individual (collectively, the "Reporting Persons"). Mr. Gross is
the Chairman of the Board of Directors and President of Bill
Gross' idealab! and exercises voting and investment power over
shares held beneficially by Bill Gross' idealab!.
(b) Address of Principal Business Offices or, if none, Residence: The
principal business offices of Bill Gross' idealab! and Mr. Gross
are 130 W. Union St., Pasadena, CA 91103.
(c) Citizenship: Bill Gross' idealab! is a California corporation and
Mr. Gross is a United States citizen.
(d) Title of Class of Securities: Common Stock ($.0001 par value)
("Common Stock")
(e) CUSIP Number: 297862104
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b) OR
240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
(a) / / Broker or dealer registered under section 15 of the
Act (15 U.S.C. 70o)
(b) / / Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c)
(c) / / Insurance company as defined in section 3(a)(19) of the
Act (15 U.S.C. 78c)
(d) / / Investment company registered under section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8)
(e) / / An investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E)
(f) / / An employee benefit plan or endowment fund in accordance
with Section 240.13d-1(b)(1)(ii)(F)
(g) / / A parent holding company or control person in accordance
with Section 240.13d-1(b)(1)(ii)(G)
(h) / / A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813)
(i) / / A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3)
(j) / / Group, in accordance with Section 240.13d-1(b)(1)(ii)(J)
ITEM 4. OWNERSHIP
As of February 14, 2000, each of the Reporting Persons may be deemed
the beneficial owner of the following number of shares of Common Stock:
(a) Amount Beneficially Owned: 14,977,846 * .
---------------
(b) Percent of Class: 12.5% .
-------
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 14,977,846 *.
----------------
(ii) Shared power to vote or to direct the vote: 0 .
---------
(iii) Sole power to dispose or to direct the disposition
of: 14,977,846 *.
---------------
(iv) Shared power to dispose or to direct the disposition of: 0 .
-----
- --------------------------------------------------------------------------------
* Bill Gross' idealab! is the record owner of 14,977,846 shares of Common
Stock. Mr. Gross may be deemed the beneficial owner of such shares in his
capacity as the Chairman of the Board of Directors and President of Bill
Gross' idealab!. Mr. Gross exercises voting and investment power over
shares held beneficially by Bill Gross' idealab!.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not applicable.
Page 4 of 8 pages
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ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable.
ITEM 10. CERTIFICATION
By signing below each of the undersigned certifies that, to the best of
the undersigned's knowledge and belief, the securities referred to above were
not acquired and are not held for the purpose of or with the effect of changing
or influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction
having that purpose or effect.
Page 5 of 8 pages
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that that information set forth in this statement is true, complete and
correct.
Date: February 14, 2000 BILL GROSS' IDEALAB!
By /s/ William Gross
-----------------------------------
Name: William Gross
Title: Chairman of the Board
and President
Date: February 14, 2000 /s/ William Gross
-----------------------------------
Name: William Gross
Page 6 of 8 pages
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EXHIBIT INDEX
PAGE NO.
--------
A. Joint Filing Agreement, dated February 14, 2000 by and
between Bill Gross' idealab! and William Gross 8
Page 7 of 8 pages
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EXHIBIT 99.A
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G dated
February 14, 2000 with respect to the Common Stock of eToys, Inc. is, and any
amendments thereto (including amendments on Schedule 13G) signed by each of the
undersigned shall be, filed on behalf of each of the undersigned pursuant to and
in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange
Act of 1934.
This Agreement may be executed in counterparts, each of which shall for
all purposes be deemed to be an original and all of which shall constitute one
and the same instrument.
Date: February 14, 2000 BILL GROSS' IDEALAB!
By /s/ William Gross
---------------------------------
Name: William Gross
Title: Chairman of the Board
and President
Date: February 14, 2000 /s/ William Gross
-----------------------------------
Name: William Gross
Page 8 of 8 pages
