content: <PAGE>
  
                                   UNITED STATES
                        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): November 29, 1999
  
                             ________________________
  
                                  EMUSIC.COM INC.
              (Exact name of registrant as specified in its charter)
  
         Delaware                         0-24671                65-0207877
  
      (State or other             (Commission File Number)    (I.R.S. Employer
      jurisdiction of                                       Identification Number)
  incorporation or organization)
  
     1991 Broadway, 2nd Floor                                 94063
     Redwood City, California                               (Zip Code)
  (Address of principal executive offices)
  
        Registrant's telephone number, including area code:  (650) 216-0200
  <PAGE>
  
  Item 5.  Other Events
  
            On November 29, 1999, EMusic.com Inc., a Delaware corporation
  ("EMusic" or the "Company"), GNB Corporation, a Delaware corporation and wholly
  owned subsidiary of EMusic ("Sub"), and Tunes.com Inc., a Delaware corporation
  ("Tunes.com") entered into an Agreement and Plan of Reorganization (the
  "Agreement"). The description contained in this Item 5 of certain aspects of the
  transactions contemplated by the Agreement is qualified in its entirety by
  reference to the full text of the Agreement, which is attached hereto as Exhibit
  99.1.
  
       The Agreement contemplates that, subject to the satisfaction of certain
  conditions set forth therein, including the approval and adoption of the
  Agreement by the requisite vote of Tunes.com stockholders and EMusic
  stockholders, Sub would be merged into Tunes.com (the "Merger"). As a result of
  the Merger, Tunes.com would become a wholly owned subsidiary of the Company and
  Tunes.com's stockholders would become EMusic stockholders. Under the terms of
  the Agreement, each share of Tunes.com capital stock outstanding as of the
  effective date of the Merger would be converted into that number of shares of
  EMusic common stock equal to 10,600,000 divided by the number of shares of
  Tunes.com capital stock outstanding on a fully-diluted basis (including all
  options, warrants or other rights to acquire shares of Tunes.com capital stock)
  as of the effective date of the Merger. The Company will also assume all
  outstanding options and warrants to purchase shares of Tunes.com capital stock.
  
       Ten percent of the shares of EMusic common stock that would otherwise be
  issued in exchange for shares of Tunes.com capital stock or upon exercise of the
  assumed warrants or options will not be distributed initially but will be placed
  in an escrow account to be available to compensate the Company for certain
  losses that the Company may incur during the one-year period following the
  completion of the Merger.
  
       The Merger is intended to be a tax-free reorganization under the Internal
  Revenue Code of 1986, as amended, and is intended to be accounted for as a
  purchase. The parties expect that the transaction will close in the first
  calendar quarter of 2000.
  
       A registration statement relating to the EMusic common stock to be issued
  in connection with the Merger has not yet been filed with the SEC, nor has a
  proxy statement relating to a vote of Tunes.com's stockholders and the Company's
  stockholders on the Merger been filed with the SEC. The EMusic common stock may
  not be offered, nor may offers to acquire such stock be accepted, prior to the
  time such a registration statement becomes effective. This Report shall not
  constitute an offer to sell or the solicitation of an offer to buy any EMusic
  common stock or any other security, and shall not constitute the solicitation of
  any vote with respect to the Merger.
  
       This current report (this "Report") on Form 8-K contains forward-looking
  statements within the meaning of Section 27A of the Securities Act of 1933, as
  amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The
  forward-looking statements contained herein involve risks and uncertainties,
  including those relating to the possible inability to complete the merger
  transaction as scheduled, if at all, and those associated with the ability of
  the combined company to achieve the anticipated benefits of the merger. Actual
  results and developments may differ materially from those described or
  incorporated by reference in this Report. For more information about the Company
  and Tunes.com and risks arising when investing in the Company, investors are
  directed to the Company's most recent reports on Form 10-K and most recent
  reports on Form 10-Q as filed with the Securities and Exchange Commission (the
  "SEC").
  
  Item 7.  Exhibits.
  <PAGE>
  
  (c)     Exhibits
  
          Exhibit No.   Description
          -----------   -----------
  
  
                99.1    Agreement and Plan of Reorganization, dated as of November
                        29, 1999.
  <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.
  
  
                                               EMUSIC.COM INC.
  
  
            December 14, 1999                  By:  /s/ Joseph Howell
                                                    ----------------------------
                                                    Joseph Howell
                                                    Executive Vice President and
                                                    Chief Financial Officer
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "FORM 8-K", "secsgml_size_bytes": 5966}]
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text: UNITED STATES
                        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): November 29, 1999
  
                             ________________________
  
                                  EMUSIC.COM INC.
              (Exact name of registrant as specified in its charter)
  
         Delaware                         0-24671                65-0207877
  
      (State or other             (Commission File Number)    (I.R.S. Employer
      jurisdiction of                                       Identification Number)
  incorporation or organization)
  
     1991 Broadway, 2nd Floor                                 94063
     Redwood City, California                               (Zip Code)
  (Address of principal executive offices)
  
        Registrant's telephone number, including area code:  (650) 216-0200
  Item 5.  Other Events
  
            On November 29, 1999, EMusic.com Inc., a Delaware corporation
  ("EMusic" or the "Company"), GNB Corporation, a Delaware corporation and wholly
  owned subsidiary of EMusic ("Sub"), and Tunes.com Inc., a Delaware corporation
  ("Tunes.com") entered into an Agreement and Plan of Reorganization (the
  "Agreement"). The description contained in this Item 5 of certain aspects of the
  transactions contemplated by the Agreement is qualified in its entirety by
  reference to the full text of the Agreement, which is attached hereto as Exhibit
  99.1.
  
       The Agreement contemplates that, subject to the satisfaction of certain
  conditions set forth therein, including the approval and adoption of the
  Agreement by the requisite vote of Tunes.com stockholders and EMusic
  stockholders, Sub would be merged into Tunes.com (the "Merger"). As a result of
  the Merger, Tunes.com would become a wholly owned subsidiary of the Company and
  Tunes.com's stockholders would become EMusic stockholders. Under the terms of
  the Agreement, each share of Tunes.com capital stock outstanding as of the
  effective date of the Merger would be converted into that number of shares of
  EMusic common stock equal to 10,600,000 divided by the number of shares of
  Tunes.com capital stock outstanding on a fully-diluted basis (including all
  options, warrants or other rights to acquire shares of Tunes.com capital stock)
  as of the effective date of the Merger. The Company will also assume all
  outstanding options and warrants to purchase shares of Tunes.com capital stock.
  
       Ten percent of the shares of EMusic common stock that would otherwise be
  issued in exchange for shares of Tunes.com capital stock or upon exercise of the
  assumed warrants or options will not be distributed initially but will be placed
  in an escrow account to be available to compensate the Company for certain
  losses that the Company may incur during the one-year period following the
  completion of the Merger.
  
       The Merger is intended to be a tax-free reorganization under the Internal
  Revenue Code of 1986, as amended, and is intended to be accounted for as a
  purchase. The parties expect that the transaction will close in the first
  calendar quarter of 2000.
  
       A registration statement relating to the EMusic common stock to be issued
  in connection with the Merger has not yet been filed with the SEC, nor has a
  proxy statement relating to a vote of Tunes.com's stockholders and the Company's
  stockholders on the Merger been filed with the SEC. The EMusic common stock may
  not be offered, nor may offers to acquire such stock be accepted, prior to the
  time such a registration statement becomes effective. This Report shall not
  constitute an offer to sell or the solicitation of an offer to buy any EMusic
  common stock or any other security, and shall not constitute the solicitation of
  any vote with respect to the Merger.
  
       This current report (this "Report") on Form 8-K contains forward-looking
  statements within the meaning of Section 27A of the Securities Act of 1933, as
  amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The
  forward-looking statements contained herein involve risks and uncertainties,
  including those relating to the possible inability to complete the merger
  transaction as scheduled, if at all, and those associated with the ability of
  the combined company to achieve the anticipated benefits of the merger. Actual
  results and developments may differ materially from those described or
  incorporated by reference in this Report. For more information about the Company
  and Tunes.com and risks arising when investing in the Company, investors are
  directed to the Company's most recent reports on Form 10-K and most recent
  reports on Form 10-Q as filed with the Securities and Exchange Commission (the
  "SEC").
  
  Item 7.  Exhibits.
  (c)     Exhibits
  
          Exhibit No.   Description
          -----------   -----------
  
                99.1    Agreement and Plan of Reorganization, dated as of November
                        29, 1999.
  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.
  
                                               EMUSIC.COM INC.
  
            December 14, 1999                  By:  /s/ Joseph Howell
                                                    ----------------------------
                                                    Joseph Howell
                                                    Executive Vice President and
                                                    Chief Financial Officer