As filed with the Securities and Exchange Commission on January 7, 2000 Registration No. 333- ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------ FORM S-3 REGISTRATION STATEMENT Under The Securities Act of 1933 ------------------ INFOSPACE.COM, INC. (Exact name of Registrant as specified in its charter) ------------------ DELAWARE 7375 91-1718107 (State or other (Primary Standard (I.R.S. Employer jurisdiction of Industrial Identification incorporation or Classification Code Number) organization) Number) 15375 N. E. 90th Street Redmond, Washington 98052 (425) 602-0600 (Address, including zip code, and telephone number, including area code, of Registrant's principal executive offices) ------------------ ELLEN B. ALBEN, ESQ. Senior Vice President, Legal and Business Affairs, and Secretary INFOSPACE.COM, INC. 15375 N. E. 90th Street Redmond, Washington 98052 (425) 602-0600 (Name, address, including zip code, and telephone number, including area code, of agent for service) ------------------ Copies to: PATRICK J. SCHULTHEIS, ESQ. RICHARD C. SOHN, ESQ. WILSON SONSINI GOODRICH & ROSATI Professional Corporation 5300 Carillon Point Kirkland, Washington 98033-7356 ------------------ Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement. If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. [_] If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. [_] If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [X] 333-93167 If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [_] If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box. [_] ------------------ CALCULATION OF REGISTRATION FEE ======================================================================================================================= Title of Each Class Amount to be Proposed Maximum Proposed Maximum Amount of of Securities to Registered Offering Price Aggregate Offering Registration Fee(2) be Registered Per Share (1) Price (1) - ----------------------------------------------------------------------------------------------------------------------- Common Stock, $0.0001 par value............. 1,882 $89.25 $167,968.50 $100 ======================================================================================================================= (1) Estimated solely for the purpose of computing the amount of the registration fee, based on the average high and low trading price of the Common Stock reported on the Nasdaq National Market on January 5, 2000 in accordance with Rule 457(c) under the Securities Act of 1933. (2) 1,559,650 shares (after giving effect to a two-for-one split of the registrant's common stock on January 4, 2000) were registered under registration statement no. 333-93167. A filing fee of $29,645.83 was previously paid with such earlier registration statement. ------------------ The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the SEC, acting pursuant to said Section 8(a), may determine. ================================================================================ INCORPORATION BY REFERENCE OF REGISTRATION STATEMENT ON FORM S-3, REGISTRATION NUMBER 333-93167 We hereby incorporate by reference into this registration statement on Form S-3 in its entirety the registration statement on Form S-3, registration number 333- 93167, declared effective on December 22, 1999 by the Securities and Exchange Commission, including each of the documents we filed with the Commission and incorporated or were deemed to be incorporated by reference therein and all exhibits thereto. PART II INFORMATION NOT REQUIRED IN PROSPECTUS Item 16. EXHIBITS The following documents are filed as exhibits to this registration statement: 5.1 Opinion of Wilson Sonsini Goodrich & Rosati 23.1 Consent of Deloitte & Touche LLP, independent auditors 23.2 Consent of Wilson Sonsini Goodrich & Rosati (included in Exhibit 5.1) 24.1* Power of Attorney _________________ *Incorporated by reference to registration statement on Form S-3 (file number 333-93167). II-1 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Redmond, State of Washington, on the 6th day of January, 2000. INFOSPACE.COM, INC. By /s/ Ellen B. Alben ----------------------------- Ellen B. Alben, Senior Vice President, Legal and Business Affairs Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated below on the 6th day of January, 2000. Signature Title ------------- --------- * Chief Executive Officer and Chairman of the Board - --------------------------------------- (Principal Executive Officer) Naveen Jain * Vice President, Acting Chief Financial Officer and Chief - --------------------------------------- Accounting Officer (Principal Financial and Accounting Tammy D. Halstead Officer) * Director - --------------------------------------- John E. Cunningham, IV * Director - --------------------------------------- Peter L. S. Currie * Director - --------------------------------------- Gary C. List * Director - --------------------------------------- Rufus W. Lumry, III * Director - --------------------------------------- Carl Stork * Director - --------------------------------------- Bernee D. L. Strom *By: /s/Ellen B. Alben ------------------------------- Attorney-in-Fact II-2 INDEX TO EXHIBITS Exhibit Number - ------- 5.1 Opinion of Wilson Sonsini Goodrich & Rosati. 23.1 Consent of Deloitte & Touche LLP, independent auditors. 23.2 Consent of Wilson Sonsini Goodrich & Rosati (included in Exhibit 5.1). 24.1* Power of Attorney. ________________ *Incorporated by reference to registration statement on Form S-3 (file number 333-93167).