DIGITAL ENTERTAINMENT NETWORK INC S-1

S-1

FORM S-1

EX-3.1

SECOND RESTATED CERTIFICATE OF INCORPORATION

EX-3.2

CERTIFICATE OF DESIGNATIONS FOR THE SERIES B

EX-3.3

CERTIFICATE OF DESIGNATIONS FOR THE SERIES C

EX-3.4

AMENDED & RESTATED BYLAWS, AS CURRENTLY IN EFFECT

EX-3.5

FORM OF THIRD RESTATED CERTIFICATE OF INCORP.

EX-3.6

FORM OF SECOND AMENDED AND RESTATED BYLAWS

EX-4.1

SPECIMEN CERTIFICATE FOR COMMON STOCK

EX-4.2

CONVERTIBLE PROMMISOY NOTE DATED AS OF 10/27,1998

EX-4.3

CONVERTIBLE PROMISSORY NOTE DATED AS OF 10/27,1998

EX-4.4

CONVERTIBLE PROMISSORY NOTE DATED AS OF 10/27 1998

EX-4.5

CONVERTIBLE PROMISSORY NOTE DATED AS OF 10/27,1998

EX-4.6

CONVERTIBLE PROMISSORY NOTE DATED AS OF 04/22,1999

EX-4.7

BRIDGE NOTE, DATED AS OF 05/19, 1999

EX-4.8

LETTER TERMINATING AVAILABILITY

EX-5.1

FORM OF OPINION OF LATHAM & WATKINS

EX-10.1

AMENDED & RESTATED '98 INCENTIVE COMPENSATION PLAN

EX-10.2

1999 INCENTIVE COMPENSATION PLAN

EX-10.3

FORM OF 1999 NON-EMPLOYEE DIRECTORS' STOCK OPTION

EX-10.12

CONSULTING AGREEMENT, DATED 8/2/99

EX-10.13

LETTER AGREEMENT, DATED 6/1/99

EX-10.16

INTENTIONALLY OMITTED

EX-10.17

LETTER AGREEMENT DATED AS OF 10/27/98

EX-10.18

LETTER AGREEMENT DATED AS OF 1/1/99

EX-10.19

LETTER AGREEMENT DATED 4/19/99

EX-10.20

LETTER AGREEMENT DATED 4/29/99

EX-10.21

STOCK OPTION AGREEMENT DATED 3/15/99

EX-10.22

STOCK OPTION AGREEMENT DATED 3/15/99

EX-10.23

INTERNET DATA CENTER SERVICES AGREEMENT

EX-10.24

RESTRICTED STOCK AGREEMENT DATED 3/18/99

EX-10.25

SERVICES AGREEMENT DATED 5/9/99

EX-10.26

LEASE AGREEMENT DATED 4/6/99

EX-10.27

SUBLEASE AGREEMENT DATED 5/25/99

EX-10.28

LEASE AGREEMENT DATED 7/30/98

EX-10.29

LETTER AGREEMENT DATED 5/5/99

EX-10.30

LEASE AGREEMENT DATED 8/9/99

EX-10.31

LETTER OF AGREEMENT DATED 4/20/99

EX-10.32

PROMOTIONAL AGREEMENT DATED 5/21/99

EX-10.33

LETTER OF AGREEMENT DATED 5/27/99

EX-10.35

SUBSCRIPTION AND STOCKHOLDERS' AGREEMENT

EX-10.36

SUBSCRIPTION AND STOCKHOLDERS' AGREEMENT

EX-10.37

FORM OF SUBSCRIPTION AGREEMENT

EX-10.38

FORM OF SERIES A CONVERTIBLE PREFERRED STOCK

EX-10.39

PURCHASE AGREEMENT DATED 5/20/99

EX-10.40

FORM OF SUBSCRIPTION AGREEMENT

EX-10.41

FORM OF SERIES B CONVERTIBLE PREFERRED STOCK

EX-10.42

FORM OF SUBSCRIPTION AGREEMENT

EX-10.43

FORM OF SERIES C CONVERTIBLE PREFERRED STOCK

EX-10.44

LICENSE AGREEMENT DATED 3/31/99

EX-10.45

LICENSE AGREEMENT DATED 3/22/99

EX-10.46

EQUIPMENT LEASE AGREEMENT DATED 4/8/99

EX-21.1

LIST OF SUBSIDIARIES

EX-23.2

CONSENT OF KPMG LLP

EX-27

FINANCIAL DATA SCHEDULE