content: <PAGE>
   
                        SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, D.C. 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)   February 27, 1998
                                                     -----------------------------
  
                                 USWEB CORPORATION
  --------------------------------------------------------------------------------
            (Exact Name of the Registrant as Specified in Its Charter)
  
                                     Delaware
  --------------------------------------------------------------------------------
                  (State or Other Jurisdiction of Incorporation)
  
            000-23151                                      87-0551650
  ---------------------------------           ------------------------------------
     (Commission File Number)                 (I.R.S. Employer Identification No.)
  
       2880 Lakeside Drive, Suite 300    Santa Clara, CA                  95054
  --------------------------------------------------------------------------------
       (Address of Principal Executive Offices)                         (Zip Code)
  
                                  (408) 987-3200
  --------------------------------------------------------------------------------
               (Registrant's Telephone Number, Including Area Code)
  
  
  --------------------------------------------------------------------------------
           (Former Name or Former Address, if Changed Since Last Report)
  
                                        -1-
  <PAGE>
   
  Item 7.    FINANCIAL STATEMENTS AND EXHIBITS.
             --------------------------------- 
  
             Not applicable
  
  
  
  Item 9.    SALE OF EQUITY SECURITIES PURSUANT TO REGULATIONS S.
             --------------------------------------------------- 
  
           On December 16, 1997, the Board of Directors of USWeb Corporation (the
  "Company") approved the acquisition (the "Acquisition") of InnoMate Online
  Marketing GmbH, a limited liability company organized under the laws of Germany
  (located in Duesseldorf, Germany and hence referred to as "InnoMate
  Duesseldorf") and InnoMate Online Marketing Sachsen GmbH Chemnitz, a limited
  liability company organized under the laws of Germany (located in Chemnitz,
  Germany and hence referred to as "InnoMate Chemnitz"), through the acquisition
  of all of the outstanding share capital of InnoMate Duesseldorf and InnoMate
  Chemnitz.  The Acquisition was completed February 27, 1998 pursuant to a Stock
  Purchase Agreement dated as of February 27, 1998 (the "Purchase Agreement")
  among the Company and the Shareholders of each of InnoMate Duesseldorf and
  InnoMate Chemnitz.  The Acquisition did not involve a significant amount of
  assets (as contemplated by Item 2 of Form 8-K and Instruction 4 thereto).  In
  connection with the Acquisition, through a wholly owned subsidiary of the
  Company, Ophelia 97 Vermoegensverwaltungs (subsequently renamed "USWeb GmbH"), a
  German limited liability company,  the Company issued an aggregate of 75,655
  Shares of its Common Stock ("USWeb Shares") to the former Shareholders of
  InnoMate Duesseldorf and InnoMate Chemnitz (the "InnoMate Shareholders") in
  exchange for all of the outstanding share capital of InnoMate Duesseldorf and
  InnoMate Chemnitz.  The Company issued an additional 75,655 USWeb Shares to be
  held in escrow.  InnoMate Duesseldorf and InnoMate Chemnitz will be valued again
  on March 31, 1998 and September 30, 1998, and additional USWeb Shares will be
  issued to the InnoMate Shareholders or escrowed shares will be returned to the
  Company depending on whether the valuation has increased or decreased.  After
  all such purchase price adjustments have been made, all shares remaining in
  escrow will be issued to the InnoMate Shareholders.  In addition, the Company
  granted non-qualified stock options to purchase, subject to vesting,  an
  aggregate of 151,310 Shares of the Company's Common Stock to the InnoMate
  Shareholders and certain employees of InnoMate Duesseldorf and InnoMate Chemnitz
  as compensation for services.  (Such options and USWeb Shares are collectively
  referred to as "USWeb Securities")
  
           The USWeb Securities issued in connection with the Acquisition were
  sold in reliance on the exemption(s) from the registration requirements of the
  Securities Act of 1933, as amended (the "Securities Act"), set forth in
  Regulation S promulgated thereunder. The USWeb Securities are subject to
  restrictions on transfer under the applicable provisions of the Securities Act
  and carry a legend reflecting such restrictions.  The Company has advised the
  former shareholders of InnoMate Duesseldorf and InnoMate Chemnitz that the USWeb
  Securities will be subject to restrictions on transfer for a minimum of one year
  from the date of acquisition and, absent registration, may be sold or
  transferred only in reliance on (i) Rule 144 under the Securities Act, (ii) an
  opinion of counsel in form and substance reasonably satisfactory to the Company
  that an exemption from the registration requirements of the Securities Act is
  otherwise available in connection with such sale or transfer, or (iii) a "No
  Action" letter from the Securities and Exchange Commission to the effect that
  the transfer of such securities without registration will not result in a
  recommendation by the  Securities and Exchange Commission that action be taken
  with respect to the transfer.
  
         In connection with the Acquisition, the Company obtained representations
  from the shareholders of InnoMate Duesseldorf and InnoMate Chemnitz to the
  effect that each such holder was 
  
                                        -2-
  <PAGE>
   
  not a "U.S. Person" within the meaning of Regulation S and was not acquiring the
  USWeb Shares for the account or benefit of any U.S. Person. The offer of the
  USWeb Shares was made in an offshore transaction, and neither the Company, any
  distributor, any of their respective affiliates, or any person acting on behalf
  of any of the foregoing made any directed selling efforts with respect to the
  USWeb Shares in the United States.
  
                                        -3-
  <PAGE>
   
                                    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 hereunto duly authorized.
  
  
  Dated:  March 13, 1998
                                        USWEB CORPORATION
  
  
                                        By: /s/ James Heffernan
                                            -------------------------------------
                                        James Heffernan
                                        Executive Vice President, Chief Financial
                                        Officer, Secretary, and Director
  
                                        -4-
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metadata_filer: {"company-data": {"conformed-name": "USWEB CORP", "cik": "0001010724", "assigned-sic": "7373", "irs-number": "870551650", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-23151", "film-number": "98565169"}, "business-address": {"street1": "2880 LAKESIDE DR SUITE 350", "city": "SANTA CLARA", "state": "CA", "zip": "95054", "phone": "4089873200"}, "mail-address": {"street1": "2880 LAKESIDE DR SUITE 350", "city": "SANTA CLARA", "state": "CA", "zip": "95054"}}
text: SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, D.C. 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)   February 27, 1998
                                                     -----------------------------
  
                                 USWEB CORPORATION
  --------------------------------------------------------------------------------
            (Exact Name of the Registrant as Specified in Its Charter)
  
                                     Delaware
  --------------------------------------------------------------------------------
                  (State or Other Jurisdiction of Incorporation)
  
            000-23151                                      87-0551650
  ---------------------------------           ------------------------------------
     (Commission File Number)                 (I.R.S. Employer Identification No.)
  
       2880 Lakeside Drive, Suite 300    Santa Clara, CA                  95054
  --------------------------------------------------------------------------------
       (Address of Principal Executive Offices)                         (Zip Code)
  
                                  (408) 987-3200
  --------------------------------------------------------------------------------
               (Registrant's Telephone Number, Including Area Code)
  
  --------------------------------------------------------------------------------
           (Former Name or Former Address, if Changed Since Last Report)
  
                                        -1-
  Item 7.    FINANCIAL STATEMENTS AND EXHIBITS.
             --------------------------------- 
  
             Not applicable
  
  Item 9.    SALE OF EQUITY SECURITIES PURSUANT TO REGULATIONS S.
             --------------------------------------------------- 
  
           On December 16, 1997, the Board of Directors of USWeb Corporation (the
  "Company") approved the acquisition (the "Acquisition") of InnoMate Online
  Marketing GmbH, a limited liability company organized under the laws of Germany
  (located in Duesseldorf, Germany and hence referred to as "InnoMate
  Duesseldorf") and InnoMate Online Marketing Sachsen GmbH Chemnitz, a limited
  liability company organized under the laws of Germany (located in Chemnitz,
  Germany and hence referred to as "InnoMate Chemnitz"), through the acquisition
  of all of the outstanding share capital of InnoMate Duesseldorf and InnoMate
  Chemnitz.  The Acquisition was completed February 27, 1998 pursuant to a Stock
  Purchase Agreement dated as of February 27, 1998 (the "Purchase Agreement")
  among the Company and the Shareholders of each of InnoMate Duesseldorf and
  InnoMate Chemnitz.  The Acquisition did not involve a significant amount of
  assets (as contemplated by Item 2 of Form 8-K and Instruction 4 thereto).  In
  connection with the Acquisition, through a wholly owned subsidiary of the
  Company, Ophelia 97 Vermoegensverwaltungs (subsequently renamed "USWeb GmbH"), a
  German limited liability company,  the Company issued an aggregate of 75,655
  Shares of its Common Stock ("USWeb Shares") to the former Shareholders of
  InnoMate Duesseldorf and InnoMate Chemnitz (the "InnoMate Shareholders") in
  exchange for all of the outstanding share capital of InnoMate Duesseldorf and
  InnoMate Chemnitz.  The Company issued an additional 75,655 USWeb Shares to be
  held in escrow.  InnoMate Duesseldorf and InnoMate Chemnitz will be valued again
  on March 31, 1998 and September 30, 1998, and additional USWeb Shares will be
  issued to the InnoMate Shareholders or escrowed shares will be returned to the
  Company depending on whether the valuation has increased or decreased.  After
  all such purchase price adjustments have been made, all shares remaining in
  escrow will be issued to the InnoMate Shareholders.  In addition, the Company
  granted non-qualified stock options to purchase, subject to vesting,  an
  aggregate of 151,310 Shares of the Company's Common Stock to the InnoMate
  Shareholders and certain employees of InnoMate Duesseldorf and InnoMate Chemnitz
  as compensation for services.  (Such options and USWeb Shares are collectively
  referred to as "USWeb Securities")
  
           The USWeb Securities issued in connection with the Acquisition were
  sold in reliance on the exemption(s) from the registration requirements of the
  Securities Act of 1933, as amended (the "Securities Act"), set forth in
  Regulation S promulgated thereunder. The USWeb Securities are subject to
  restrictions on transfer under the applicable provisions of the Securities Act
  and carry a legend reflecting such restrictions.  The Company has advised the
  former shareholders of InnoMate Duesseldorf and InnoMate Chemnitz that the USWeb
  Securities will be subject to restrictions on transfer for a minimum of one year
  from the date of acquisition and, absent registration, may be sold or
  transferred only in reliance on (i) Rule 144 under the Securities Act, (ii) an
  opinion of counsel in form and substance reasonably satisfactory to the Company
  that an exemption from the registration requirements of the Securities Act is
  otherwise available in connection with such sale or transfer, or (iii) a "No
  Action" letter from the Securities and Exchange Commission to the effect that
  the transfer of such securities without registration will not result in a
  recommendation by the  Securities and Exchange Commission that action be taken
  with respect to the transfer.
  
         In connection with the Acquisition, the Company obtained representations
  from the shareholders of InnoMate Duesseldorf and InnoMate Chemnitz to the
  effect that each such holder was 
  
                                        -2-
  not a "U.S. Person" within the meaning of Regulation S and was not acquiring the
  USWeb Shares for the account or benefit of any U.S. Person. The offer of the
  USWeb Shares was made in an offshore transaction, and neither the Company, any
  distributor, any of their respective affiliates, or any person acting on behalf
  of any of the foregoing made any directed selling efforts with respect to the
  USWeb Shares in the United States.
  
                                        -3-
  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 hereunto duly authorized.
  
  Dated:  March 13, 1998
                                        USWEB CORPORATION
  
                                        By: /s/ James Heffernan
                                            -------------------------------------
                                        James Heffernan
                                        Executive Vice President, Chief Financial
                                        Officer, Secretary, and Director
  
                                        -4-