SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities and Exchange Act of 1934
(Amendment No. 1 )
CONNECT, INC.
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities )
207528100
(CUSIP NUMBER)
*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 the disclosures provided in a prior
cover page.
The information required in 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).
<PAGE>
1) Name of Reporting Person Quaestus Partner Fund
SS or IRS Identification
Nos. of Above Person
2) Check the Appropriate Box (a) [X]
of A Member of Group
(See Instructions) (b) [ ]
3) SEC Use Only
4) Citizenship or Place of Wisconsin
Organization
Number of (5) Sole Voting Power 929,131
Shares
Beneficially Owned (6) Shared Voting Power
by Each Reporting
Person With (7) Sole Dispositive 929,131
Power
(8) Shared Dispositive Power
9) Aggregate Amount 929,131
Beneficially Owned by
Each Reporting Person
10) Check if the Aggregate
Amount in Row (9)
Excludes Certain Shares
(See Instructions)
11) Percent of Class
Represented By Amount
in Row 9 4.8%, based on 19,271,094 total shares
outstanding as of January 22, 1998
12) Type of Reporting
Person (See Instructions) PN
<PAGE>
1) Name of Reporting Person Quaestus Limited Partnership
SS or IRS Identification
Nos. of Above Person
2) Check the Appropriate Box (a) [X]
of A Member of Group
(See Instructions) (b) [ ]
3) SEC Use Only
4) Citizenship or Place of Wisconsin
Organization
Number of (5) Sole Voting Power 12,807
Shares
Beneficially Owned (6) Shared Voting Power
by Each Reporting
Person With (7) Sole Dispositive 12,807
Power
(8) Shared Dispositive Power
9) Aggregate Amount 12,807
Beneficially Owned by
Each Reporting Person
10) Check if the Aggregate
Amount in Row (9)
Excludes Certain Shares
(See Instructions)
11) Percent of Class
Represented
By Amount in Row 9 0.07%
12) Type of Reporting
Person
(See Instructions) PN
<PAGE>
1) Name of Reporting Person Network Partners
SS or IRS Identification
Nos. of Above Person
2) Check the Appropriate Box (a) [X]
of A Member of Group
(See Instructions) (b) [ ]
3) SEC Use Only
4) Citizenship or Place of Wisconsin
Organization
Number of (5) Sole Voting Power 4,253,114
Shares
Beneficially Owned (6) Shared Voting Power
by Each Reporting
Person With (7) Sole Dispositive 4,253,114
Power
(8) Shared Dispositive
Power
9) Aggregate Amount 4,253,114
Beneficially Owned by
Each Reporting Person
10) Check if the Aggregate
Amount in Row (9)
Excludes Certain Shares
(See Instructions)
11) Percent of Class
Represented
By Amount in Row 9 22.1%
12) Type of Reporting
Person
(See Instructions) PN
<PAGE>
1) Name of Reporting Person Richard W. Weening
SS or IRS Identification
Nos. of Above Person
2) Check the Appropriate Box (a) [X]
of A Member of Group
(See Instructions) (b) [ ]
3) SEC Use Only
4) Citizenship or Place of United States
Organization
Number of (5) Sole Voting Power 11,068
Shares
Beneficially Owned (6) Shared Voting Power
by Each Reporting
Person With (7) Sole Dispositive 11,068
Power
(8) Shared Dispositive Power
9) Aggregate Amount 11,068
Beneficially Owned by
Each Reporting Person
10) Check if the Aggregate
Amount in Row (9)
Excludes Certain Shares
(See Instructions)
11) Percent of Class
Represented
By Amount in Row 9 0.06%
12) Type of Reporting
Person
(See Instructions) IN
<PAGE>
1) Name of Reporting Person Charles Wright
SS or IRS Identification
Nos. of Above Person
2) Check the Appropriate Box (a) [X]
of A Member of Group
(See Instructions) (b) [ ]
3) SEC Use Only
4) Citizenship or Place of United States
Organization
Number of (5) Sole Voting Power 9,330
Shares
Beneficially Owned (6) Shared Voting Power
by Each Reporting
Person With (7) Sole Dispositive 9,330
Power
(8) Shared Dispositive Power
9) Aggregate Amount 9,330
Beneficially Owned by
Each Reporting Person
10) Check if the Aggregate
Amount in Row (9)
Excludes Certain Shares
(See Instructions)
11) Percent of Class
Represented
By Amount in Row 9 0.05%
12) Type of Reporting
Person
(See Instructions) IN
<PAGE>
1) Name of Reporting Person Quaestus Management Corp.
SS or IRS Identification
Nos. of Above Person
2) Check the Appropriate Box (a) [X]
of A Member of Group
(See Instructions) (b) [ ]
3) SEC Use Only
4) Citizenship or Place of United States
Organization
Number of (5) Sole Voting Power 26,666
Shares
Beneficially Owned (6) Shared Voting Power
by Each Reporting
Person With (7) Sole Dispositive 26,666
Power
(8) Shared Dispositive Power
9) Aggregate Amount 26,666
Beneficially Owned by
Each Reporting Person
10) Check if the Aggregate
Amount in Row (9)
Excludes Certain Shares
(See Instructions)
11) Percent of Class
Represented
By Amount in Row 9 0.1%
12) Type of Reporting
Person
(See Instructions) CO
<PAGE>
1) Name of Reporting Person Terrence J. Leahy
SS or IRS Identification
Nos. of Above Person
2) Check the Appropriate Box (a) [X]
of A Member of Group
(See Instructions) (b) [ ]
3) SEC Use Only
4) Citizenship or Place of United States
Organization
Number of (5) Sole Voting Power 3,018
Shares
Beneficially Owned (6) Shared Voting Power
by Each Reporting
Person With (7) Sole Dispositive 3,018
Power
(8) Shared Dispositive Power
9) Aggregate Amount 3,018
Beneficially Owned by
Each Reporting Person
10) Check if the Aggregate
Amount in Row (9)
Excludes Certain Shares
(See Instructions)
11) Percent of Class
Represented
By Amount in Row 9 0.02%
12) Type of Reporting
Person
(See Instructions) IN
<PAGE>
Item 1(a) Name of Issuer.
CONNECT, Inc.
Item 1(b) Address of Issuer's Principal Executive
Office's
515 Ellis Street
Mountain View, CA 94043
Item 2(a) Names of Persons Filing.
Quaestus Limited Partnership
Quaestus Partner Fund
Network Partners
Quaestus Management Corp.
Richard W. Weening
Charles Wright
Terrence J. Leahy
Item 2(b) Address of Principal Business Office:
330 E. Kilbourn Avenue
Milwaukee, WI 53202
Item 2(c) Citizenship:
Quaestus Limited Partnership, Quaestus
Partner Fund and Network Partners are
Wisconsin limited partnerships; Quaestus
Management Corp. is a Delaware corporation;
Messrs. Weening, Wright and Leahy are United
States citizens.
Item 2(d) Title of Class of Securities.
Common Stock, $.001 par value
Item 2(e) CUSIP Number.
207528100
Item 3 If this statement is filed pursuant to
Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(a) ___ Broker Dealer registered under
Section 15 of the Act
(b) ___ Bank as defined in Section 3(a)(6)
of the Act
(b) ___ Insurance Company as defined in
Section 3(a)(19) of the Act
(c) ___ Investment Company registered under
Section 8 of the Investment Company Act
(d) ___ Investment Adviser registered under
Section 203 of the Investment Advisers Act of 1940
(e) ___ Employee Benefit Plan, Pension Fund
which is subject to the provisions of the Employee
Retirement Income Security Act of 1974 or Endowment
Fund; see 240.13d-1(b)(1)(ii)(F)
(f) ___ Parent Holding Company, in
accordance with 240.13d-1(b)(ii)(G) (Note: See Item 7)
(g) ___ Group, in accordance with 240.13d-
1(b)(1)(ii)(H)
<PAGE>
Item 4. Ownership
(a) Amount Beneficially Owned
Quaestus Partner Fund 929,131
Quaestus Limited Partnership 12,807
Network Partners 4,253,114
Quaestus Management Corp. 26,666
Richard W. Weening 11,068
Charles Wright 9,330
Terrence J. Leahy 3,018
(b) Percent of Class
Quaestus Partner Fund 4.8%
Quaestus Limited Partnership 0.07%
Network Partners 22.1%
Quaestus Management Corp. 0.1%
Richard W. Weening 0.06%
Charles Wright 0.05%
Terrence J. Leahy 0.02%
(*based on 18,622,858 total shares outstanding as
of January 23, 1997)
(c) Number of shares as to which such person has
(i) sole power to vote or to direct the vote
Quaestus Partner Fund 929,131
Quaestus Limited Partnership 12,807
Network Partners 4,253,114
Quaestus Management Corp. 26,666
Richard W. Weening 11,068
Charles Wright 9,330
Terrence J. Leahy 3,018
(ii) shared power to vote or to direct vote
Not Applicable
(iii)sole power to dispose or to direct disposition of
Quaestus Partner Fund 929,131
Quaestus Limited Partnership 12,807
Network Partners 4,253,114
Quaestus Management Corp. 26,666
Richard W. Weening 11,068
Charles Wright 9,330
Terrence J. Leahy 3,018
(iv) shared power to dispose or to direct disposition of
Not Applicable
<PAGE>
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable
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.
Quaestus Partner Fund (PN); Quaestus Limited Partnership (PN);
Network Partners (PN); Quaestus Management Corp. (CO);
Richard W. Weening (IN); Charles Wright (IN);
Terrence J. Leahy (IN)
Item 9. Notice of Dissolution of the Group.
Not Applicable
<PAGE>
Item 10. Certification.
After reasonable inquiry and to the best of my
knowledge and believe, I certify that the information
set forth in this statement is true, complete and
correct.
February 17, 1998
--------------------
Date
Quaestus Limited Partnership
/s/ Richard W. Weening
- --------------------------------
Richard W. Weening, President of
Corporate General Partner
/s/ Richard W. Weening
-------------------------
Richard W. Weening
Quaestus Partner Fund
/s/ Richard W. Weening /s/ Charles Wright
- ---------------------------------- ---------------------------
Richard W. Weening, President of Charles Wright
Corporate General Partner
/s/ Terrence J. Leahy
----------------------------
Terrence J. Leahy
NETWORK PARTNERS
/s/ Richard W. Weening
- ----------------------------------
Richard W. Weening, President
of Corporate General Partner
QUAESTUS MANAGEMENT CORP.
/s/ Richard W. Weening
- ---------------------------------
Richard W. Weening, President
EXHIBIT A
RULE 13d-1 (f)(1)
The undersigned, on this 17th day of February,
1998 agree and consent to the joint filing on behalf of
this Schedule 13G in connection with their beneficial
ownership of the common stock of Connect, Inc.
QUAESTUS LIMITED PARTNERSHIP
By: /s/ Richard W. Weening
---------------------------
Richard W. Weening
President of Corporate
General Partner
/s/ Richard W. Weening
---------------------------
Richard W. Weening
QUAESTUS PARTNER FUND
By: /s/ Richard W. Weening
-----------------------------
Richard W. Weening, President
of Corporate General Partner
/s/ Charles Wright
------------------------------
Charles Wright
/s/ Terrence J. Leahy
-------------------------------
Terrence J. Leahy
NETWORK PARTNERS
By: /s/ Richard W. Weening
---------------------------------
Richard W. Weening, President
of Corporate General Partner
QUAESTUS MANAGEMENT CORP.
/s/ Richard W. Weening
----------------------------------
Richard W. Weening, President
