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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A/A
POST-EFFECTIVE AMENDMENT NO. 1
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
INFOSEEK CORPORATION.
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(Exact name of Registrant as specified in its charter)
Delaware 77-0494507
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(State of incorporation or organization) (IRS Employer Identification No.)
1399 Moffett Park Drive
Sunnyvale, CA 94089
(Address of principal executive offices) (Zip Code)
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If this form relates to the registration of a class of securities pursuant
to Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box.[_]
If this form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box.[_]
Securities Act registration statement file number to which this form
relates:
___________ (if applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
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None None
Securities to be registered pursuant to Section 12(g) of the Act:
Preferred Share Purchase Rights
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(Title of Class)
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Item 1. Description of Securities to be Registered.
On July 10, 1999, Infoseek Corporation, a Delaware corporation,
("Infoseek") entered into an Agreement and Plan of Reorganization dated July 10,
1999 by and among Infoseek, The Walt Disney Company, a Delaware corporation
("Disney"), and Bingo Acquisition Corp., a Delaware corporation and a wholly
owned subsidiary of Disney (the "Reorganization Agreement.") The Reorganization
Agreement and the transactions contemplated by the Reorganization Agreement are
explained in detail in Infoseek's definitive proxy statement dated September 30,
1999 for a special meeting of stockholders to be held on November 17, 1999.
On October 8, 1999 Infoseek and BankBoston, N.A., a national banking
association (the "Rights Agent"), entered in to an amendment ("Amendment No. 1")
to the Preferred Shares Rights Agreement dated October 2, 1998 (the "Rights
Agreement") between Infoseek and the Rights Agent. Amendment No. 1 excludes
Disney and any certain corporations controlled by Disney from the definition of
"Acquiring Person" as a result of the execution, delivery or performance of the
Reorganization Agreement by the parties thereto or the consummation of the
transactions contemplated by the Reorganization Agreement. Amendment No. 1,
which is attached hereto as Exhibit 1, is incorporated herein by reference.
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Item 2. Exhibits.
1. Amendment No. 1 to Rights Agreement
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereto duly authorized.
INFOSEEK CORPORATION
Date: October 12, 1999 /s/ Harry M. Motro
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Harry M. Motro
President and Chief Executive Officer
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Exhibit Exhibit
No. -------
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1. Amendment No. 1 to Rights Agreement
Attachments (1)
| EX-1 — AMENDMENT #1 TO RIGHTS AGREEMENT |
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