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Subject:  Special Meeting on CNet merger Date:  8/25/2000  2:47 PM
Author:  TMFSpirit Number:  364 of 371

Good afternoon,

Ziff-Davis Inc. today announced that its Board of Directors has declared that a special meeting of the holders of ZD Common Stock (NYSE: ZD) and ZDNet Common Stock (NYSE: ZDZ) will be held on Friday, October 13, 2000. The Board of Directors also declared that the record date for shareholders entitled to vote at the special meeting will be the close of business on September 5, 2000. A proxy statement for the special meeting of shareholders will be mailed on or around September 8, 2000 to both ZD and ZDNet shareholders of record.

As previously disclosed, Ziff-Davis will merge with a subsidiary of CNET, with Ziff-Davis surviving as a wholly owned subsidiary of CNET Networks. As a result of the merger, each share of ZD common stock will convert into 0.3397 shares of CNET common stock (Nasdaq: CNET) and each share of ZDNet common stock will convert into 0.5932 shares of CNET common stock. The parties expect to close the merger in the fourth quarter of 2000.

In a seperate press release CNet announced a special share holders meeting for the same issues to be held a few days later on October 17, 2000.

Click on the news link at the top of this page to read the full press release.

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