FIRSTWORLD COMMUNICATIONS INC
8-K, 1999-01-20
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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                      SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549
                                          
                                          
                                          
                                   FORM 8-K
                                          
                                          
                              CURRENT REPORT 
                                          
                                          
          PURSUANT TO SECTION 13 OR 15(d) OF SECURITIES ACT OF 1934



       Date of Report (Date of earliest event reported):  JANUARY 7, 1999



                       FirstWorld Communications, Inc.
            (Exact name of registrant as specified in its charter)


          DELAWARE                      0-24953                 33-0521976
(State or other jurisdiction   (Commission File Number)      (I.R.S. Employer
      of incorporation)                                     Identification No.)
       

    7100 E. BELLEVIEW AVENUE, SUITE 210, GREENWOOD VILLAGE, COLORADO  80111
                    (Address of principal executive offices)



      Registrant's telephone number, including area code:  (303) 874-8010


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     This Current Report on Form 8-K is filed by FirstWorld Communications, 
Inc., a Delaware corporation (the "Company"), in connection with the 
transactions described herein.

ITEM 5 - OTHER EVENTS

     On January 7, 1999, the Company purchased all of the outstanding capital 
stock of Accelerated Information, Inc., a California corporation ("AI"), in 
exchange for an aggregate of $10,094,379.72 and 187,500 shares of the 
Company's Series B Common Stock.  By virtue of its acquisition of all of the 
outstanding capital stock of AI, FirstWorld also acquired Slip.Net, Inc., a 
California corporation and a wholly owned subsidiary of AI ("Slip.Net").  
Slip.Net is an ISP engaged in the business of providing Internet access, web 
hosting services, support for e-commerce and co-location services primarily 
in the San Francisco Bay area.  The Company also repaid $355,620.28 of 
long-term debt of Slip.Net at the closing and by virtue of the acquisition 
assumed certain capital lease obligations.  

     The Company deposited an aggregate of $1,450,000 of the total purchase 
price into an escrow account for the purpose of satisfying claims made by the 
Company for breach of representations, warranties or covenants made by the 
selling shareholders in the Stock Purchase Agreement on behalf of themselves, 
AI and Slip.Net.  Absent a claim for indemnification all of the funds in the 
escrow account other than those specifically allocated to tax matters will be 
released to the selling shareholders on the first anniversary of the closing. 
The Company used available cash to fund the acquisition.


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                                  SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, the 
registrant has duly caused this report to be signed on its behalf by the 
undersigned hereunto duly authorized.

     Date: January 20, 1999        FirstWorld Communications, Inc.



                                    By: /s/  SHELDON S. OHRINGER
                                        --------------------------------------
                                        Sheldon S. Ohringer
                                        Chief Executive Officer and President



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