3 1 a2034759z3.txt FORM 3

-------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION ----------------------------- FORM 3 WASHINGTON, D.C. 20549 OMB APPROVAL -------- ----------------------------- INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES OMB Number: 3235-0104 Expires: ~~December~~September 3130, ~~2001~~1998 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Estimated average burden Section 17(a) of the Public Utility Holding Company Act of 1935 or ~~Hours~~hours per response .... 0.5 (Print or Type Responses) Section 30(f) of the Investment Company Act of 1940 ----------------------------- ------------------------------------------------------------------------------------------------------------------------------------ 1. Name and Address of Reporting Person* 2. Date of Event Re- 4. Issuer Name AND Ticker or Trading Symbol quiring Statement Abra LLC* (Month/Day/Year) About.com, Inc. (BOUT) ------------------------------------------------- ------------------------------------------------------------ (Last) (First) (Middle) 12/1228/00 5. Relationship of Reporting Person(s) 6. If Amendment, Date ----------------------- to Issuer (Check all applicable) ~~Date~~ of Original 9 West 57th Street, Suite 4200 3. IRS ~~Identification~~or Social Se- Director X 10% Owner (Month/Day/Year) 9curity ~~West~~Number ~~57th~~of ~~Street, Suite 4200 or Social Security~~ ---- ---- ~~Number of~~ Reporting Person Officer (give Other (specify --------------------- ------------------------------------------------- ~~Person,~~(Voluntary) ~~if an~~ title below) below) 7. Individual or (Street) ~~entity (voluntary)~~ ---- ---- Joint/Group Filing (Check Applicable Line) --------------------------- Form filed by One Reporting Person --- Form filed by ~~more~~More than One X Reporting Person New York New York 10019 ~~X Reporting Person~~ --- ------------------------------------------------------------------------------------------------------------------------------------ (City) (State) (Zip) TABLE I -- NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED ------------------------------------------------------------------------------------------------------------------------------------ 1. Title of Security 2. Amount of Securities 3. Ownership 4. Nature of Indirect Beneficial (Instr. 4) Beneficially Owned Form: Direct Ownership (Instr. 5) (Instr. 4) (D) or Indirect (I) (Instr. 5) ------------------------------------------------------------------------------------------------------------------------------------ Common Stock (1) 32,~~067~~236,~~406~~641 D N/A ------------------------------------------------------------------------------------------------------------------------------------ ~~Common~~------------------------------------------------------------------------------------------------------------------------------------ ~~Stock 0 (2) I Through a voting agreement (3)~~ ------------------------------------------------------------------------------------------------------------------------------------ Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. (Over) * If the form is filed by more than one reporting person, SEE Instruction 5(b)(v). SEC 1473 (37-9997) POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER. (Page 1 of 3)

FORM 3 (CONTINUED) TABLE II - DERIVATIVE SECURITIES BENEFICIALLY OWNED (E.G., PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES) ------------------------------------------------------------------------------------------------------------------------------------ 1. Title of Derivative Security 2. Date Exer- 3. Title and Amount of Securities 4. Conver- 5. Owner- 6. Nature of Indirect (Instr. 4) cisable and Underlying Derivative Security sion or ship Beneficial Expiration (Instr. 4) Exercise Form of Ownership Date Price of Deriv- (Instr. 5) (Month/Day/ Deri- ative Year) vative Security: -------------------------------------------------- Security Direct Amount (D) or Date Expir- or Indirect Exer- ation Title Number (I) cisable Date of Shares (Instr. 5) ~~Shares~~ ------------------------------------------------------------------------------------------------------------------------------------ Not applicable ------------------------------------------------------------------------------------------------------------------------------------ ------------------------------------------------------------------------------------------------------------------------------------ Explanation of Responses: (1) 1,050,600 shares of the common stock, par value $0.001 per share ("Common Stock"), were purchased by Abra LLC in the open market on December 11, 2000 and December 12, 2000 for an aggregate purchase price of $25,487,200. KKR 1996 Fund, L.P. is required to file this statement because it is the sole member of Abra LLC. The additional shares of Common Stock reported consist of 403,361 shares of Common Stock granted to PRIMEDIA Inc. ("PRIMEDIA") pursuant to the Ads for Equity Agreement, dated as of October 29, 2000, between PRIMEDIA and the Issuer (filed as Exhibit 4 to PRIMEDIA's Report on Schedule 13D dated November 8, 2000) and 1,613,445 shares of the Common Stock granted to PRIMEDIA pursuant to the Ads for Equity Agreement, dated as of October 29, 2000, between PRIMEDIA and the Issuer (filed as Exhibit 5 to PRIMEDIA's Report on Schedule 13D dated November 8, 2000). Abra LLC and KKR 1996 Fund, L.P. are required to file with respect to the shares granted pursuant to these Ads for Equity Agreements because, as a result of Abra LLC's acquisitions of Common Stock, they may be considered a "group" for purposes of Rule 13d-1 of the Securities Exchange Act of 1934, as amended. (2) The Voting Agreement, dated as of October 29, 2000 (the "Voting Agreement"), among PRIMEDIA, Abracadabra Acquisition Corporation ("Merger Sub") and certain stockholders of the Issuer (the "Stockholders") relates to all of the shares of Common Stock beneficially owned by the Stockholders, including any shares of Common Stock acquired after the date hereof (filed as Exhibit 3 to PRIMEDIA's Report on Schedule 13D dated November 8, 2000). The Reporting Persons have no "pecuniary" interest in the shares of Common Stock owned by the Stockholders. (3) The agreement to vote contained in the Voting Agreement relates only to the matters described in Section 2 of the Voting Agreement, which section is incorporated herein by reference. The restrictions on the disposition of shares contained in the Voting Agreement relates only to the matters described in Section 3 of the Voting Agreement, which section is incorporated herein by reference. The Voting Agreement terminates upon the earlier to occur of (i) the effective time of the Agreement and Plan of Merger, dated as of October 29, 2000 (the "Merger Agreement"), among PRIMEDIA, Merger Sub and the Issuer (filed as Exhibit 2.1 to PRIMEDIA's Report on Form 8-~~K dated October 30, 2000) and (ii) the termination of the Merger Agreement pursuant to its terms. Pursuant to Rule 16~~-1(a)(4) promulgated under the Securities Exchange Act of 1934, as amended, the Reporting Persons state that this filing shall not be deemed an admission that they are the beneficial owners of any of the securities covered by this statement. ABRA LLC By: KKR 1996 Fund, L.P. Its Managing Member By: KKR Associates 1996 L.P. Its General Partner By: KKR 1996 GP LLC Its General Partner By: /s/ Perry Golkin 12/13/00 ------------------------------------- -------------------------------------------------------------------------------------------- ~~Member Date ** Signature of Reporting Person KKR 1996 Fund, L.P. By: KKR Associates 1996 L.P. Its General Partner By: KKR 1996 GP LLC Its General Partner By: /s/ Perry Golkin 12/13/00~~ ------------------------------------------------------------------------------------------------------------------------------------ ------------------------------------------------------------------------------------------------------------------------------------ ~~Member~~Explanation ~~Date~~of **IntentionalResponses: ~~misstatements~~(1) or2,236,641 ~~omissions~~shares of ~~facts~~the ~~constitute~~common ~~Federal~~stock, **Signaturepar ofvalue ~~Reporting Person Criminal Violations~~$0.001 ~~SEE~~per 18share ~~U.S.C.~~("Common ~~1001~~Stock"), ~~and~~were 15purchased ~~U.S.C.~~by ~~78ff(a).~~Abra ~~Note:~~LLC ~~File~~in ~~three~~the ~~copies~~open ofmarket ~~this~~from ~~Form~~December 11, ~~one~~2000 ofthrough ~~which~~December ~~must~~28, be2000 ~~manually~~for ~~signed.~~an Ifaggregate ~~space~~purchase isprice ~~insufficient~~of $54,~~SEE~~317,463. ~~Instruction~~KKR 61996 ~~for~~Fund, ~~procedure~~L.P. ~~Potential~~is ~~persons~~required ~~who are~~ to ~~respond~~file tothis ~~the~~statement ~~collection~~because ofit ~~information~~is ~~contained~~the inmanaging ~~this~~member ~~form~~of ~~are~~Abra ~~not~~LLC. ~~required~~Beneficial toownership ~~respond~~of ~~unless~~all ~~the~~shares ~~form~~of ~~displays~~Common aStock ~~currently~~is ~~valid~~disclaimed ~~OMB~~by ~~Number.~~KKR ~~SEC~~1996 ~~1473~~Fund, ~~(7-97)~~L.P.

C> ABRA LLC KKR 1996 Fund, L.P. **Intentional misstatements or omissions of facts constitute Federal Criminal Violations. SEE 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). By: KKR 1996 Fund, L.P. By: KKR Associates 1996 L.P. Its Managing Member Its General Partner Note: File three copies of this Form, one of which must be manually By: KKR Associates 1996 L.P. By: KKR 1996 GP LLC signed. If space is insufficient, Its General Partner Its General Partner SEE Instruction 6 for procedure. Potential persons who are to respond to the collection of information By: KKR 1996 GP LLC By: /s/ Perry Golkin 1/8/00 contained in this form are not required to respond unless the form Its General Partner ------------------------- displays a currently valid OMB Number. Member Date By: /s/ Perry Golkin 1/8/00 **Signature of Reporting Person ----------------------- Member Date **Signature of Reporting Person (Page 2 of 3)

Designated Filer: Abra LLC Date of Event Requiring Statement: December 26, 2000 Issuer Name and Ticker or Trading Symbol: About.com, Inc. (BOUT) Additional Reporting Persons: KKR 1996 Fund, L.P. 9 West 57th Street Suite 4200 New York, New York 10019 Abra LLC and KKR 1996 Fund, L.P. are collectively referred to in this statement as the "Reporting Persons."

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