=============================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - - - - - - - - - - SCHEDULE TO (RULE 14D-100) TENDER OFFER STATEMENT UNDER SECTION 14 (D) (1) OR SECTION 13 (E) (1) OF THE SECURITIES EXCHANGE ACT OF 1934 - - - - - - - - - - CAREERBUILDER, INC. (Name of Subject Company (Issuer)) CB ACQUISITION CORP. CAREER HOLDINGS, INC. (Names of Filing Persons (Offerors)) - - - - - - - - - - COMMON STOCK, PAR VALUE $.001 PER SHARE (Title of Class of Securities) - - - - - - - - - - 141684100 (CUSIP Number of Class of Securities) - - - - - - - - - - Mark Hianik 435 North Michigan Avenue Chicago, Illinois 60611 Telephone: (312) 222-4303 (Name, address and telephone number of person authorized to receive notices and communications on behalf of filing persons) Copy to: Pran Jha Sidley & Austin Bank One Plaza 10 South Dearborn Street Chicago, Illinois 60603 Telephone: (312) 853-7000 CALCULATION OF FILING FEE Transaction Valuation: Not Applicable Amount of Filing Fee: Not Applicable - ---------- [ ] Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. Amount previously paid: Not applicable Filing Party: Not applicable Form or registration No.: Not applicable Date Filed: Not applicable [X] Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. Check the appropriate boxes below to designate any transactions to which the statement relates: [X] third-party tender offer subject to Rule 14d-1. [ ] issuer tender offer subject to Rule 13e-4. [X] going-private transaction subject to Rule 13e-3. [ ] amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: [ ] =============================================================== Item 12 EXHIBITS Exhibit 99 Text of Press Release issued on July 17, 2000 and CareerBuilder Fact Sheet and description of related graphic presentation. EXHIBIT INDEX Exhibit 99 Text of Press Release issued on July 17, 2000 and CareerBuilder Fact Sheet and description of related graphic presentation.