(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

General Counsel

Compaq Computer Corporation

20555 State Highway 249

Houston, TX 77070

(281) 370-0670

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

Copy to:

Louis A. Goodman, Esq.

Skadden, Arps, Slate, Meagher & Flom LLP

One Beacon Street

Boston, MA 02108

(617) 573-4800

(Date of Event which Requires

Filing of this Statement)

CUSIP 125750109

(1) NAMES OF REPORTING PERSONS

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

Digital Equipment Corporation

(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:

(a) ( )

(b) (X)

_________________________________________________________________

(3) SEC USE ONLY

_________________________________________________________________

(4) SOURCE OF FUNDS

OO

_________________________________________________________________

(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

PURSUANT TO ITEMS 2(d) or 2(e) ( )

__________________________________________________________________

(6) CITIZENSHIP OR PLACE OF ORGANIZATION

_________________________________________________________________

_________________________________________________________________

(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

-0-

_________________________________________________________________

(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN

SHARES ( )

_________________________________________________________________

(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

0%

_________________________________________________________________

(14) TYPE OF REPORTING PERSON

Formerly a CO

CUSIP 125750109

(1) NAMES OF REPORTING PERSONS

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

Compaq Computer Corporation

(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:

(a) ( )

(b) (X)

_________________________________________________________________

(3) SEC USE ONLY

_________________________________________________________________

(4) SOURCE OF FUNDS

OO

_________________________________________________________________

(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

PURSUANT TO ITEMS 2(d) or 2(e) ( )

__________________________________________________________________

(6) CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

_________________________________________________________________

_________________________________________________________________

(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

41,608,040 (1)

_________________________________________________________________

(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN

SHARES ( )

_________________________________________________________________

(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

Approximately 16.9% (1)

_________________________________________________________________

(14) TYPE OF REPORTING PERSON

CO

(1) Gives effect to a two-for-one stock split effective January 11, 2000.

Item 2. Identity and Background.

"Digital Computer Corporation, ("Digital") formerly a Massachusetts corporation and a wholly owned subsidiary of Compaq Computer Corporation, a Delaware corporation, ("Compaq"). Digital was merged with and into Compaq on December 31, 1999."

The second paragraph of Item 2 (a) - (c) is hereby amended to read:

"Compaq, as beneficial owner of 41,608,040 shares of the outstanding common stock, par value $0.01, of CMGI, Inc. ("CMGI")."

Item 5 (a) & (b) is amended to read:

"As a result of the merger of Digital into Compaq and a two-for-one stock split of CMGI's outstanding shares of common stock effective January 11, 2000, Compaq beneficially owns and has sole voting and dispositive power as to 41,608,040 shares of the outstanding common stock of CMGI. The number of shares Compaq beneficially owns represents 16.9% of the outstanding common stock of CMGI. This percentage is based upon the total number of shares of common stock as reported by CMGI in its quarterly report filed on Form 10Q with the Securities and Exchange Commission on December 15, 1999, as being outstanding as of December 10, 1999."

After reasonable inquiry and to the best knowledge and belief of each of the undersigned, each such person certifies that the information set forth in this statement is true, complete and correct.