800 COM INC S-1

FORM S-1

REGISTRANT'S RESTATED ARTICLES OF INCORPORATION

REGISTRANT'S BYLAWS

AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT

REGISTRANT'S 1998 STOCK OPTION PLAN

ADVERTISING INSERTION ORDER REGISTRANT/AOL

SERVICE ORDER BETWEEN REGISTRANT AND BE FREE

LEASE AGREEMENT BETWEEN REGISTRANT AND BRIDGETOWN

SUBLEASE AGREEMENT BETWEEN REGISTRANT AND A&M

EMPLOYMENT AGREEMENT FOR ROBERT S. FALCONE

EMPLOYMENT AGREEMENT WITH FRANK SADOWSKI

EMPLOYMENT AGREEMENT WITH TIMOTHY ZUCKERT

CONSENT OF INDEPENDENT AUDITORS

FINANCIAL DATA SCHEDULE