SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):
July 15, 1998 (June 30, 1998)

CNET, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

Delaware 0-20939 13-3696170
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(STATE OR OTHER (COMMISSION FILE (IRS EMPLOYER
JURISDICTION OF NUMBER) IDENTIFICATION NO.)
INCORPORATION)

150 Chestnut Street
SAN FRANCISCO, CALIFORNIA 94111
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

Registrant's telephone number, including area code:
(415) 395-7800

ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

Pursuant to a Contribution Agreement, dated as of June 4, 1998 (the
"Contribution Agreement"), among CNET, Inc., a Delaware corporation (the
"Registrant" or the "Company"), NBC Multimedia, Inc., a Delaware corporation
("NBC Multimedia"), and Snap! LLC, a Delaware limited liability company (the
"LLC"), the Company and NBC Multimedia agreed to form the LLC to operate the
Snap! Internet portal service (the "Snap Service"), which was previously
operated as a division of the Company. In connection with the formation and
initial capitalization of the LLC, which was completed on June 30, 1998, the
Company contributed to the LLC substantially all of its assets used exclusively
in the operation of the Snap Service. Initially, the LLC will be owned 81% by
the Company and 19% by NBC Multimedia, but NBC Multimedia has an option to
increase its ownership stake in the LLC to 60%. For more information concerning
the terms of the Contribution Agreement and formation of the LLC, reference is
made to the Contribution Agreement and the Amended and Restated Limited
Liability Company Agreement of the LLC, which are attached to this report as
Exhibits 2.1 and 2.2, respectively, and which are incorporated herein by
reference.

ITEM 5. OTHER EVENTS.

A Stock Purchase Agreement was entered into as of June 4, 1998 (the
"Stock Purchase Agreement") by and among the Company and National
Broadcasting Company, Inc. ("NBC"), pursuant to which the Company agreed to
issue and sell to NBC an aggregate of 812,800 shares (the "Shares") of the
Company's common stock, $.0001 par value per share (the "Common Stock"), for
an aggregate purchase price of $26,212,800 ($32.25 per share). The purchase
and sale of shares contemplated by the Stock Purchase Agreement was completed
on June 30, 1998. For more information concerning the purchase and sale of
such shares, reference is made to the Stock Purchase Agreement, which
attached to this report as Exhibit 10.1 and which is incorporated herein by
reference.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

2.1 Contribution Agreement, dated as of June 4, 1998, by and among
the Company, NBC and the LLC.

2.2 Amended and Restated Limited Liability Company Agreement of the
LLC, dated as of June 30, 1998, by and among the Company and NBC
Multimedia.

10.1 Stock Purchase Agreement, dated as of June 4, 1998, by and
between the Company and NBC.

99.1 Press Release, dated as of July 9, 1998, by the Company
announcing the completion of the transactions contemplated by the
Contribution Agreement.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.

Dated: July 15, 1998 CNET, INC.

By: /s/ Douglas N. Woodrum
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Douglas N. Woodrum
EXECUTIVE VICE PRESIDENT
AND CHIEF FINANCIAL
OFFICER

INDEX TO EXHIBITS

Exhibit
Number Description
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2.1 Contribution Agreement, dated as of June 4,
1998, by and among CNET, Inc., National
Broadcasting Company, Inc. and Snap! LLC.

2.2 Amended and Restated Limited Liability Company
Agreement, dated as of June 30, 1998, by and
among CNET, Inc. and NBC Multimedia, Inc.

10.1 Stock Purchase Agreement, dated as of June 4,
1998, by and among CNET, Inc. and National
Broadcasting Company, Inc.

99.1 Press Release issued by CNET, Inc. on July 9,
1998.