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):
                                  April 17, 1998
  
  
                               INFOSEEK CORPORATION
              (Exact name of registrant as specified in its charter)
  
  
  
  
          California                   1-11797                  77-0353450
  (State or other jurisdiction       (Commission             (I.R.S. Employer
       of incorporation)             File Number)           Identification No.)
   
  
                              1399 Moffett Park Drive
                            Sunnyvale, California 94089
                     (Address of Principal Executive Offices)
                                    (Zip Code)
  
        Registrant's telephone number, including area code: (408) 543-6000
  
  
                                  Not Applicable
                                  --------------
           (Former name or former address, if changed since last report)
  
                                         1
  <PAGE>
   
  ITEM 5.    OTHER EVENTS.
   
         Infoseek Corporation (the "Company") has included herein the supplemental
  consolidated balance sheets of the Company as of December 31, 1997 and 1996, and
  the related supplemental consolidated statements of operations, shareholders'
  equity and cash flows for each of the three years in the period ended December
  31, 1997 (the "Supplemental Consolidated Financials") and the condensed
  supplemental consolidated balance sheet of the Company as of March 31, 1998, and
  the related condensed supplemental consolidated statements of operations and
  cash flows for the three-month periods ended March 31, 1998 and 1997 (the
  "Condensed Supplemental Consolidated Financials"). The Supplemental Consolidated
  Financials and the Condensed Supplemental Consolidated Financials give
  retroactive effect to the merger of a wholly owned subsidiary of the Company
  with and into WebChat Communications, Inc. on April 17, 1998, which transaction
  has been accounted for as a pooling of interests.
  
  ITEM 7.    FINANCIAL STATEMENTS AND EXHIBITS.
  
             The following financial statements and exhibits are filed as part of
  this report.
  
  (a)     Financial Statements of the Registrant:
  <TABLE>
  <CAPTION>
                                                                                Page
                                                                                ----
  <S>                                                                           <C>                                             
          Report of Ernst & Young LLP, Independent Auditors................       3
          Supplemental Consolidated Balance Sheets as of                           
               December 31, 1997 and 1996..................................       4
          Supplemental Consolidated Statements of Operations for                   
               each of the three years in the period ended 
               December 31, 1997...........................................       5
          Supplemental Consolidated Statements of Cash Flows for each
               of the three years in the period ended December 31, 1997....       6
          Supplemental Consolidated Statements of Shareholders' Equity             
               for each of the three years in the period ended 
               December 31, 1997...........................................       7
          Notes to Supplemental Consolidated Financial Statements..........       9
          Schedule II Valuation and Qualifying Accounts....................      20
          Condensed Supplemental Consolidated Balance Sheets as of                    
               March 31, 1998 and December 31, 1997........................      21
          Condensed Supplemental Consolidated Statements of Operations                
               for the three months ended March 31, 1998 and 1997..........      22
          Condensed Supplemental Consolidated Statements of Cash                      
               Flows for the three months ended March 31, 1998 and 1997....      23
          Notes to Condensed Supplemental Consolidated Financial                      
                    Statements.............................................      24
  
  (c)     Exhibits:
   
          23.1      Consent of Ernst & Young LLP, independent auditors
  </TABLE>
                                         2
  <PAGE>
   
  ITEM 7. (a)  Financial Statements of the Registrant
  
                 REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
                                          
  
  
  The Board of Directors and Shareholders
  Infoseek Corporation
  
  
  We have audited the supplemental consolidated balance sheets of Infoseek
  Corporation (formed as a result of the consolidation of Infoseek Corporation and
  WebChat Communications, Inc.) as of December 31, 1997 and 1996 and the related
  supplemental consolidated statements of operations, shareholders' equity, and
  cash flows for each of the three years in the period ended December 31, 1997.
  Our audits also included the supplemental consolidated financial statement
  schedule listed in the Index at Item 7.  The supplemental consolidated financial
  statements and schedule give retroactive effect to the merger of a wholly owned
  subsidiary of Infoseek Corporation with and into WebChat Communications, Inc. on
  April 17, 1998, which has been accounted for using the pooling of interests
  method as described in the notes to the supplemental consolidated financial
  statements.  These supplemental consolidated financial statements and schedule
  are the responsibility of the management of Infoseek Corporation.  Our
  responsibility is to express and opinion on these supplemental financial
  statements and schedule based on our audits.
  
  We conducted our audits in accordance with generally accepted audited standards.
  Those standards require that we plan and perform the audit to obtain reasonable
  assurance about whether the financial statements are free of material
  misstatement.  An audit includes examining, on a test basis, evidence supporting
  the amounts and disclosures in financial statements.  An audit also includes
  assessing the accounting principles used and significant estimates made by
  management, as well as evaluating the overall financial statement presentation.
  We believe that our audits provide a reasonable basis for our opinion.
  
  In our opinion, the supplemental consolidated financial statements referred to
  above present fairly, in all material respects, the consolidated financial
  position of Infoseek Corporation at December 31, 1997 and 1996, and the
  consolidated results of its operations and its cash flows for each of the three
  years in the period ended December 31, 1997, after giving retroactive effect to
  the merger of WebChat Communications, Inc., as described in the notes to the
  supplemental financial statements, in conformity with generally accepted
  accounting principles.  Also, in our opinion, the related supplemental
  consolidated financial statement schedule, when considered in relation to the
  basic financial statements taken as a whole, presents fairly, in all material
  respects, the information set forth therein.
  
  
                                            ERNST & YOUNG LLP
  
  San Jose, California
  January 16, 1998, except for Note 14,
      as to which the date is February 12, 1998
      and Note 2, as to which the date is April 17, 1998
  
  
                                         3
  <PAGE>
   
                               INFOSEEK CORPORATION
                                          
                     SUPPLEMENTAL CONSOLIDATED BALANCE SHEETS
                       (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
  <TABLE>
  <CAPTION>
   
                                                                                 DECEMBER 31,
                                                                          --------------------------
                                                                              1997          1996
                                                                          ------------  ------------
  <S>                                                                     <C>           <C>
  ASSETS
  Current assets:
     Cash and cash equivalents                                               $  3,323      $  3,786
     Short-term investments                                                    28,116        42,867
     Accounts receivable, less allowance for doubtful accounts of $980
       in 1997, and $350 in 1996                                                6,921         2,428
     Other current assets                                                         648           371
                                                                             --------      --------
         Total current assets                                                  39,008        49,452
  Property and equipment:
     Computer and office equipment                                             16,525         9,651
     Furniture and fixtures                                                       935           307
     Leasehold improvements                                                     1,323           108
                                                                             --------      --------
                                                                               18,783        10,066
     Less accumulated depreciation and amortization                             8,295         2,479
                                                                             --------      --------
  Net property and equipment                                                   10,488         7,587
  Deposits and other assets                                                     1,993         1,293
                                                                             --------      --------
         Total assets                                                        $ 51,489      $ 58,332
                                                                             ========      ========
   
  LIABILITIES AND SHAREHOLDERS' EQUITY
  Current liabilities:
     Accounts payable                                                        $  4,861      $  3,269
     Accrued payroll and related expenses                                       1,630         1,362
     Accrued liabilities to service providers                                   4,221            --
     Other accrued liabilities                                                  2,262         1,070
     Deferred revenue                                                           2,564           760
     Accrued restructuring and other charges                                    1,877            --
     Short-term obligations                                                     2,575           994
                                                                             --------      --------
         Total current liabilities                                             19,990         7,455
  Long-term obligations                                                         4,493         1,892
   
  Commitments and contingencies
   
  Shareholders' equity:
  Preferred stock, no par value:
     Authorized shares  5,000,000
     No shares issued and outstanding                                              --            --
  Common stock, no par value:
     Authorized shares -- 60,000,000
     Issued and outstanding shares  27,534,000 in 1997 and 25,691,000
       in 1996                                                                 76,000        73,754
  Accumulated deficit                                                         (48,030)      (20,771)
  Deferred compensation                                                          (753)       (3,546)
  Notes receivable from shareholders                                             (211)         (452)
                                                                             --------      --------
         Total shareholders' equity                                            27,006        48,985
                                                                             --------      --------
         Total liabilities and shareholders' equity                          $ 51,489      $ 58,332
                                                                             ========      ========
  </TABLE>
                              See accompanying notes.
  
                                         4
  <PAGE>
   
                                INFOSEEK CORPORATION
  
                 SUPPLEMENTAL CONSOLIDATED STATEMENTS OF OPERATIONS
                        (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
  <TABLE>
  <CAPTION>
   
                                                                      YEARS ENDED DECEMBER 31,
                                                                   ------------------------------
                                                                     1997       1996       1995
                                                                   ---------  ---------  --------
  <S>                                                              <C>        <C>        <C>
   
  TOTAL REVENUES                                                   $ 35,082   $ 15,095   $ 1,032
  Cost of revenues                                                    6,319      3,194       614
                                                                   --------   --------   -------
  Gross profit                                                       28,763     11,901       418
   
  OPERATING EXPENSES
    Research and development                                          7,900      4,550     1,175
    Sales and marketing                                              34,320     20,455     1,488
    General and administrative                                        7,042      4,177     1,148
    Restructuring and other charges                                   7,349         --        --
                                                                   --------   --------   -------
  Total operating expenses                                           56,611     29,182     3,811
                                                                   --------   --------   -------
  Operating loss                                                    (27,848)   (17,281)   (3,393)
  INTEREST INCOME (EXPENSE)
    Interest income                                                   1,943      1,771       115
    Interest expense                                                   (657)      (428)      (18)
                                                                   --------   --------   -------
                                                                      1,286      1,343        97
                                                                   --------   --------   -------
  Net loss                                                         $(26,562)  $(15,938)  $(3,296)
                                                                   ========   ========   =======
   
  Basic and diluted net loss per share                               $(1.00)    $(0.72)   $(0.21)
  Shares used in computing basic and diluted net loss per share
    (pro forma in 1995)                                              26,627     22,120    15,535
  </TABLE>
                              See accompanying notes.
  
                                         5
  <PAGE>
   
                                INFOSEEK CORPORATION
  
                 SUPPLEMENTAL CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (IN THOUSANDS)
  <TABLE>
  <CAPTION>
                                                                                    YEARS ENDED DECEMBER 31,
                                                                                 ------------------------------
                                                                                   1997       1996       1995
                                                                                 ---------  ---------  --------
  <S>                                                                            <C>        <C>        <C>
  OPERATING ACTIVITIES
  Net loss                                                                       $(26,562)  $(15,938)  $(3,296)
  Adjustments to reconcile net loss to net cash used in operating activities:
     Depreciation and amortization                                                  4,849      2,157       438
     Writedown of restructure related assets                                        2,080         --        --
     Amortization of unearned compensation related to stock options                   832      1,347        44
     Amortization of warrants issued in connection with term loan                      --         --        21
     Fair value assigned to services provided by Netscape                              --         --       200
  Changes in operating assets and liabilities
     Accounts receivable                                                           (4,490)    (1,929)     (499)
     Other current assets                                                            (211)      (260)      (92)
     Deposits and other current assets                                             (1,490)        --        --
     Accounts payable                                                               1,491      2,047     1,211
     Accrued payroll and related expenses                                             253      1,291        67
     Accrued liabilities to service providers                                       4,221         --        --
     Other accrued liabilities                                                      1,192        457       498
     Deferred revenue                                                               1,804        760        --
     Accrued restructuring and other charges                                        1,877         --        --
                                                                                 --------   --------   -------
  Net cash used in operating activities                                           (14,154)   (10,068)   (1,408)
  INVESTING ACTIVITIES
  Purchases of available-for-sale investments                                     (44,769)   (92,966)   (2,483)
  Proceeds from sales of available-for-sale investments                            59,520     50,596     1,986
  Issuance of notes receivable                                                       (950)      (600)       --
  Purchase of property and equipment                                               (7,597)    (6,857)   (2,829)
                                                                                 --------   --------   -------
  Net cash provided by (used) in investing activities                               6,204    (49,827)   (3,326)
  FINANCING ACTIVITIES
  Term loan                                                                         5,265      2,573       967
  Repayments of term loan                                                          (1,082)      (763)     (100)
  Proceeds from issuance of convertible debt                                          305         --        --
  Payment of deposit                                                                   --       (693)       --
  Proceeds from sale of convertible preferred stock, net of issuance costs             --     17,619     4,430
  Proceeds from sale of common stock, net of issuance costs                         1,217     43,785        --
  Proceeds from the exercise of stock options                                       1,183          6        --
  Proceeds from employee stock purchase plan                                          295         --        --
  Proceeds from repayment of notes receivable from shareholders                       302         28        --
  Repurchase of common stock                                                           --         (3)       (2)
                                                                                 --------   --------   -------
  Net cash provided by financing activities                                         7,485     62,552     5,295
                                                                                 --------   --------   -------
  Net increase in cash and cash equivalents                                          (465)     2,657       561
  Cash and cash equivalents at beginning of period                                  3,788      1,129       568
                                                                                 --------   --------   -------
  Cash and cash equivalents at end of period                                     $  3,323   $  3,786   $ 1,129
                                                                                 ========   ========   =======
  </TABLE>
  SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES
  
  Unearned compensation related to stock options amounted to $440,000, $3,102,000
  and $2,124,000 for the years ended December 31, 1997, 1996 and 1995,
  respectively. Cash paid for interest expense amounted to $606,000, $428,000 and
  $18,000 in 1997, 1996 and 1995, respectively.
  
                              See accompanying notes.
  
                                         6
  <PAGE>
   
                                INFOSEEK CORPORATION
  
            SUPPLEMENTAL CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                                   (IN THOUSANDS)
  <TABLE>
  <CAPTION>
                                     CONVERTIBLE                                                            NOTES                    
                                   PREFERRED STOCK         COMMON STOCK                                   RECEIVABLE        TOTAL    
                               ------------------------  -----------------  ACCUMULATED     DEFERRED         FROM       SHAREHOLDERS'
                                  SHARES       AMOUNT    SHARES    AMOUNT     DEFICIT     COMPENSATION   SHAREHOLDERS       EQUITY
                               -------------  ---------  -------  --------  ------------  -------------  -------------  --------------
  
  <S>                          <C>            <C>        <C>      <C>       <C>           <C>            <C>            <C>
  BALANCE AT DECEMBER 31,
   1994                               9,421   $  2,020    3,783   $    38      $ (1,537)       $    --          $  --        $    521
  Issuance of Series A
   preferred stock
    for purchased technology            559        224       --        --            --             --             --             224
  Repurchase of common stock
   from
    founder                              --         --     (155)       (2)           --             --             --              (2)
  
  Issuance of Series C
   convertible
    preferred stock for
     cash, net of issuance
    costs                             5,600      4,430       --        --            --             --             --           4,430
  Issuance of warrants for
   shares of
    series C convertible
     preferred stock                     --         21       --        --            --             --             --              21
  Issuance of common stock
   to employee
    for note receivable                  --         --      372        50            --             --            (50)             --
  Unearned compensation
   related to
    stock options                        --         --       --     2,124            --         (2,124)            --              --
  Amortization of unearned
   compensation
    related to stock options             --         --       --        --            --             44             --              44
  Fair value assigned to
   services provided
    by Netscape                          --         --       --       200            --             --             --             200
  Net loss                               --         --       --        --        (3,296)            --             --          (3,296)
  
                               ------------   --------   ------   -------   -----------   ------------   ------------        --------
  BALANCE AT DECEMBER 31,
   1995                              15,580      6,695    4,000     2,410        (4,833)        (2,080)           (50)          2,142
  Cancellation of
   convertible preferred
    stock issued for
     purchased
    technology                         (280)        --       --        --            --             --             --              --
  Unearned compensation
   related to
    stock options                        --         --       --     3,102            --         (3,102)            --              --
  Amortization of unearned
   compensation                          --         --       --        --            --          1,346             --           1,346
  Issuance of convertible
   preferred
    stock for cash, net of
     issuance
    costs                             2,267     17,619       --        --            --             --             --          17,619
  Repurchases of common stock            --         --     (325)       (3)           --             --             --              (3)
  
  Issuance of common stock
   to officers                           --         --      787       910            --             --           (610)            300
  Cancellation of note
   receivable and
    repurchase of shares                 --         --     (365)     (470)           --            290            180              --
  Payment on shareholders'
   notes
    receivable                           --         --       --        --            --             --             28              28
  Conversion of convertible
   preferred
    stock into common stock
     upon
    the initial public
     offering                       (17,567)   (24,314)  17,567    24,314            --             --             --              --
  Issuance of common stock in
    connection with initial
     public
    offering, net of
     issuance costs                      --         --    3,973    43,485            --             --             --          43,485
  Exercise of common stock
   options                               --         --       54         6            --             --             --               6
  Net loss                               --         --       --        --       (15,938)            --             --         (15,938)
  
                               ------------   --------   ------   -------   -----------   ------------   ------------        --------
  BALANCE AT DECEMBER 31,
   1996                                  --         --   25,691    73,754       (20,771)        (3,546)          (452)         48,985
  Issuance of common stock
   and
    activity from merger with
    WebChat Communications,
     Inc.                                --         --      167       571          (697)            --             --            (126)
  
  Issuance of common stock
   for cash                              --         --       58     1,217            --             --             --           1,217
  Unearned compensation
   related to
    stock options                        --         --       --       440            --           (440)            --              --
  </TABLE> 
  
                                         7
  <PAGE>
   
  <TABLE> 
  <CAPTION> 
                                     CONVERTIBLE                                                            NOTES                    
                                   PREFERRED STOCK         COMMON STOCK                                   RECEIVABLE        TOTAL    
                               ------------------------  -----------------  ACCUMULATED     DEFERRED         FROM       SHAREHOLDERS'
                                  SHARES       AMOUNT    SHARES    AMOUNT     DEFICIT     COMPENSATION   SHAREHOLDERS       EQUITY
                               -------------  ---------  -------  --------  ------------  -------------  -------------  --------------
  
  <S>                          <C>            <C>        <C>      <C>       <C>           <C>            <C>            <C>
  Amortization of unearned
   compensation                          --         --       --        --            --            832             --             832
  Reversal of unearned
   compensation                          --         --       --    (2,071)           --          2,071             --              --
  Writeoff deferred
   compensation
    related to restructure               --         --       --        --            --            330             --             330
  Repurchases of common stock            --         --      (27)       --            --             --             --              --
  Issuance of common stock
   for
    notes receivable                     --         --       38        61            --             --            (61)             --
  Payment on shareholders'
   notes
    receivable                           --         --       --        --            --             --            302             302
  Conversion of debt into
   common stock                          --         --       27       550            --             --             --             550
  Exercise of common stock
   options                               --         --    1,445     1,183            --             --             --           1,183
   Issuance of common stock
    through
    employee stock purchase
     plan                                --         --       44       295            --             --             --             295
  Issuance of common stock
   from
    exercise of warrants                 --         --       91        --            --             --             --              --
  Net loss                               --         --       --        --       (26,562)            --             --         (26,562)
  
                               ------------   --------   ------   -------   -----------   ------------   ------------        --------
  BALANCE AT DECEMBER 31,
   1997                            $     --         --  $27,534   $76,000      $(48,030)       $  (753)         $(211)       $ 27,006
                               ============   ========  =======   =======   ===========   ============   ============        ========
   
  </TABLE>
                              See accompanying notes.
  
                                         8
  <PAGE>
   
                               INFOSEEK CORPORATION
  
              NOTES TO SUPPLEMENTAL CONSOLIDATED FINANCIAL STATEMENTS
  
  1.  ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  
  Organization   -   Infoseek Corporation, (the "Company"), provides leading
  Internet search and navigation technology, products and services that use the
  Web to connect its viewers' personal, work and community lives.  As a
  "connected" media company, Infoseek is able to segment viewers by interest area,
  providing advertisers with focused and targeted audiences.  The Infoseek Service
  is a comprehensive Internet gateway that combines search and navigation with
  directories of relevant information sources and content sites, offers chat and
  instant messaging for communicating shared interest and facilitates the purchase
  of related goods and services.  The Company conducts its business within one
  industry segment.
  
  Basis of Presentation   -   The supplemental consolidated financial statements
  include the accounts of the Company and its wholly-owned subsidiary.  All
  significant intercompany transactions and balances have been eliminated.  As
  more fully described in Note 2, a wholly owned subsidiary of the Company merged
  with WebChat Communications, Inc. ("WebChat") in April 1998 in a pooling of
  interests transaction.  The supplemental consolidated financial statements for
  1997 have been restated to include the financial position, results of operations
  and cash flows of WebChat.  Prior to 1997, these amounts for WebChat were not
  significant compared to those of the Company and accordingly, the Company's
  previously issued financial statements were not restated.  An adjustment was
  made to the beginning 1997 common stock and accumulated deficit as a result of
  not restating the Company's financial statements prior to 1997.
  
  Cash and Cash Equivalents -- The Company considers all highly liquid debt
  instruments which are purchased with a maturity of three months or less to be
  cash equivalents.
  
  Short-Term Investments -- The Company accounts for investments in accordance
  with Financial Accounting Standards Board, Statement No. 115, "Accounting for
  Certain Investments in Debt and Equity Securities." Management determines the
  appropriate classification of debt securities at the time of purchase and
  reevaluates such designation as of each balance sheet date. The Company's short-
  term investments, which consist primarily of commercial paper and government
  agency notes with maturities of one year or less, are classified as available-
  for-sale, and as such, are carried at fair value with the unrealized gains and
  losses, net of tax, reported in a separate component of shareholders' equity.
  The amortized cost of debt securities in this category is adjusted for
  amortization of premiums and accretion of discounts to maturity. Such
  amortization, as well as any interest on the securities, is included in interest
  income. Realized gains and losses and declines in value judged to be other-than-
  temporary on available-for-sale securities are included in interest income
  (expense). The cost of securities sold is based on the specific identification
  method. The Company had no investments in equity securities at December 31, 1997
  and 1996.
  
  Property and Equipment   -   Property and equipment are carried at cost less
  accumulated depreciation. The Company depreciates property and equipment using
  the straight-line method over the estimated useful lives of three to five years.
  Leasehold improvements are amortized using the straight-line method over the
  shorter of the life of the related asset or the term of the lease.
  
  Research and Development   -   Research and development expenditures are
  generally charged to operations as incurred. Financial Accounting Standards
  Board, Statement No. 86, "Accounting for the Costs of Computer Software to be
  Sold, Leased or Otherwise Marketed," requires the capitalization of certain
  software development costs subsequent to the establishment of technological
  feasibility. In the Company's case, capitalization would begin upon completion
  of a working model as the Company does not prepare detail program designs as
  part of the development process. As of December 31, 1997 and 1996, capitalized
  costs were insignificant.
  
  Stock-Based Compensation   -   The Company has elected to follow Accounting
  Principles Board Opinion No. 25 (APB 25), "Accounting of Stock Issued to
  Employees" and related interpretations, in accounting for its employee stock
  options because, as discussed below, the alternative fair value accounting
  provided for under Financial Accounting Standards Board, Statement No. 123 (SFAS
  123) "Accounting for Stock-Based Compensation," requires use of option valuation
  models that were not developed for use in valuing employee stock options. Under
  APB 25, with the exception of certain options granted during 1997, 1996 and 1995
  as discussed in Note 8, no compensation expense is recognized as the exercise
  price of the Company's employee stock options equals the market price of the
  underlying stock on the date of grant.
  
                                         9
  <PAGE>
   
  Long-Lived Assets   -   In 1995, the Financial Accounting Standards Board
  released the Statement No. 121 (SFAS No. 121), "Accounting for the Impairment of
  Long-Lived Assets and for Long-Lived Assets to be Disposed Of." SFAS No. 121
  requires recognition of impairment of long-lived assets in the event the net
  book value of such assets exceeds the future undiscounted cash flows
  attributable to such assets. SFAS No. 121 has not had a material impact on the
  financial statements of the Company.
  
  Revenue Recognition   -   The Company's advertising revenues are derived
  principally from short-term advertising contracts in which the Company
  guarantees a minimum number of impressions for a fixed fee. Advertising revenues
  are recognized ratably over the term of the contract provided that the monthly
  minimum impressions are met, the Company does not have any remaining significant
  obligations, and collection of the resulting receivable is probable. To the
  extent the minimum guaranteed impressions are not met, the Company defers
  recognition of the revenue until guaranteed impressions levels are met.
  
  Also included in advertising revenues is the exchange by the Company of
  advertising space on the Company's Web sites for reciprocal advertising space in
  other media publications or other Web sites or receipt of applicable goods and
  services. Revenues from these exchange transactions are recorded as advertising
  revenue at the estimated fair value of the goods and services received and are
  recognized when both the Company's advertisements and the reciprocal
  advertisements are run, or goods or services are received. Advertising revenues
  recognized under these trading activities were less than 10% of total revenues
  for all periods presented.
  
  In late 1997, the Company released a new version of its service which features
  15 "channels," and provides opportunities for revenue from the sale of channel
  sponsorships, as well as to enable the Company to share in a portion of the
  revenue generated by its viewers with these channel sponsors.  Revenue generated
  by channel sponsors is included in advertising revenues and is generally
  recognized on a straight line basis over the term of the agreements provided
  that minimum impressions are met.
  
  The Company also derived revenues of $2,141,000 from the licensing of its
  Ultraseek technology.  License revenues are recognized at the time of delivery,
  provided no significant obligations remain and collectibility of the resulting
  receivable is probable.
  
  During 1996 and 1995, the Company also derived revenues from fees related to a
  premium subscription service offered to business and professional users.
  Revenues from this service are recognized over the period the services are
  provided. During the third quarter of 1996, the Company discontinued this
  service.
  
  Advertising Costs   -   Advertising costs are expensed as incurred.  Advertising
  costs, which include service provider fees and reciprocal advertising amounted
  to $15,104,000 and $8,523,000 for the years ended December 31, 1997 and 1996,
  respectively.  There were no advertising costs for the year ended December 31,
  1995.  The Company does not incur any significant direct response advertising
  costs.
  
  Concentration of Credit Risk   -    Financial instruments that potentially
  subject the Company to concentrations of credit risk consist primarily of cash
  equivalents, short-term investments, and trade receivables. The Company places
  its cash equivalents and short-term investments with high-quality financial
  institutions. Through December 31, 1997, the Company invested its excess cash in
  commercial paper, government agency notes and money market funds. The Company
  operates in one business segment and sells advertising to various companies
  across several industries. The Company generally does not require collateral.
  The Company maintains allowances for credit losses, and such losses have been
  within management's expectations. For the year ended December 31, 1997 no
  customer accounted for greater than 10% of revenues.  For the year ended
  December 31, 1996, one customer (a related party, see Note 12) accounted for 13%
  of revenues and for the year ended December 31, 1995, another customer accounted
  for 13% of revenues.
  
  Net Loss Per Share   -   In 1997, the Financial Accounting Standards Board
  issued Statement No. 128, Earnings Per Share.  Statement No. 128 replaced the
  calculation of primary and fully diluted earnings per share with basic and
  diluted earnings per share.  Unlike primary and fully diluted earnings per
  share, outstanding nonvested shares are not included in the computations of
  basic and diluted earnings per share until the time-based vesting restriction
  has lapsed.  Basic earnings per share also excludes any dilutive effects of
  options, warrants and convertible securities.  Diluted earnings per share is
  very similar to the previously reported fully diluted earnings per share.  In
  addition, in February 1998, the Securities and Exchange Commission issued Staff
  Accounting Bulletin No. 98, Earnings Per Share.  Staff Accounting Bulletin No.
  98 effected the treatment of certain stock and warrants ("cheap stock") issued
  within a one-year period prior to an initial public offering.  Earnings per
  share amounts presented have been restated to conform to the requirements of
  Statement No. 128 and Staff Accounting Bulletin No. 98.
  
                                         10
  <PAGE>
   
  Net loss per share information for 1997 has been adjusted on a retroactive basis
  to give effect to the merger with WebChat (see Note 2), whereby each share of
  WebChat was converted to 0.03 shares of Infoseek common stock.  Share
  information for 1996 and 1995 has not been restated due to WebChat amounts 
  being insignificant.
  
  Pro Forma Net Loss Per Share   -   Pro forma net loss per share for the year
  ended December 31, 1995 has been computed as described above and also gives
  effect, even if antidilutive, to common equivalent shares from preferred stock
  that automatically converted upon the closing of the Company's initial public
  offering (using the as-if-converted method).
  
  Use of Estimates in the Preparation of Financial Statements   -   The
  preparation of financial statements in conformity with generally accepted
  accounting principles requires management to make estimates and assumptions that
  affect the reported amounts of assets and liabilities and the disclosure of
  contingent assets and liabilities at the date of the financial statements as
  well as the reported amounts of revenue and expenses during the reporting
  period. Actual results inevitably will differ from those estimates, and such
  differences may be material to the financial statements.
  
  New Accounting Pronouncements   -   The Financial Accounting Standards Board
  approved the new American Institute of Certified Public Accountants Statement of
  Position, Software Revenue Recognition (SOP 97-2).  SOP 97-2 will be effective
  for the Company beginning in the first quarter of 1998.  The Company does not
  believe the adoption of SOP 97-2 will have a significant impact on its revenue
  recognition policy.
  
  In June 1997, the Financial Accounting Standards Board issued Statement No. 130,
  Reporting Comprehensive Income (SFAS No. 130) and Statement No. 131, Disclosures
  About Segments of An Enterprise and Related Information (SFAS No. 131).  SFAS
  No. 130 establishes rules for reporting and displaying comprehensive income.
  SFAS No. 131 will require the Company to use the "management approach" in
  disclosing segment information.  Both statements are effective for the Company
  during 1998.  The Company does not believe that the adoption of SFAS No. 130 or
  SFAS No. 131 will have a material impact on the Company's results of operations,
  cash flows, or financial position.
  
  Reclassifications   -   Certain reclassifications, none of which affected net
  loss, have been made to prior year's amounts in order to conform to the current
  year's presentation.
  
  2.    BUSINESS COMBINATION
  
  On April 17, 1998, the Company acquired WebChat in a tax-free reorganization in
  which a wholly owned subsidiary of the Company was merged directly into WebChat.
  The Company has exchanged approximately 316,000 shares of Infoseek Corporation
  common stock and has reserved approximately 11,000 shares for WebChat options
  assumed by the Company. Each share exchanged represents 0.03 share of common
  stock of the Company for each share of the common, and preferred stock of
  WebChat. Merger related expenses, which are not expected to be significant, will
  be recorded in the second quarter 1998. The merger has been accounted for under
  the pooling of interests method.
  
  A reconciliation of net sales and net loss of the Company, as previously
  reported, WebChat and combined for the year ended December 31, 1997 is as
  follows (in thousands):
  <TABLE>
  <CAPTION>
   
                    Net revenue  NET LOSS
                    -----------  --------
  <S>               <C>          <C>
        Infoseek        $34,603   $24,623
        Webchat             479     1,939
                        -------   -------
        Combined        $35,082   $26,562
                        =======   =======
  </TABLE>
  
                                         11
  <PAGE>
   
  3. FAIR VALUE OF FINANCIAL INSTRUMENTS
  
  The following estimated fair value amounts have been determined by the Company
  using available market information and appropriate valuation methodologies.
  However, considerable judgment is required in interpreting market data to
  develop the estimates of fair value. Accordingly, the estimates presented herein
  are not necessarily indicative of the amounts that the Company could realize in
  a current market exchange.
  <TABLE>
  <CAPTION>
   
                                          AT DECEMBER 31, 1997
                             ---------------------------------------------
                                           GROSS       GROSS
                             AMORTIZED   UNREALIZED  UNREALIZED  ESTIMATED
  SHORT-TERM INVESTMENTS       COSTS       GAINS      LOSSES    FAIR VALUE
  ----------------------     ----------  ----------  ---------  ----------
  <S>                        <C>         <C>         <C>        <C>
  Commercial paper              $23,007  $       --  $      --     $23,007
  Government agency notes         4,003           2         --       4,005
  Money market fund               1,106          --         --       1,106
                                -------  ----------  ---------     -------
  Total                         $28,116  $        2  $      --     $28,118
                                =======  ==========  =========     =======
   
                                        AT DECEMBER 31, 1996
                             ---------------------------------------------
                                           GROSS       GROSS
                             AMORTIZED   UNREALIZED  UNREALIZED  ESTIMATED
  SHORT-TERM INVESTMENTS       COSTS       GAINS      LOSSES    FAIR VALUE
  ----------------------     ----------  ----------  ---------  ----------
  Commercial paper              $27,588  $       --  $      --     $27,588
  Government agency notes        15,279          --         --      15,279
                                -------  ----------  ---------     -------
  Total                         $42,867  $       --  $      --     $42,867
                                =======  ==========  =========     =======
   
  </TABLE>
  
  Realized gains and losses were insignificant during all periods presented.
  
  4. OBLIGATIONS
  
  In March 1997, the Company entered into a four year, $5,000,000 equipment term
  loan facility. The loan bears interest at the bank's prime rate plus 0.25%
  (8.75% at December 31, 1997). Under the terms of the agreement, the Company
  grants a security interest in certain assets of the Company and must maintain
  financial covenants including minimum tangible net worth and others based on
  monthly cash balances with which the Company was in compliance as of December
  31, 1997.  Under the equipment term loan facility, the Company is restricted in
  its ability to pay dividends.  Interest only payments will be made during the
  first 12 months and borrowings and interest will be repaid on a straight-line
  basis over 36 months beginning in month 13 of the facility.  As of December 31,
  1997, there was approximately $5,000,000 outstanding against the term loan
  facility.
  
  In February 1997, WebChat entered into a three and one half year $300,000
  equipment term loan facility. The loan bears interest at the bank's prime rate
  plus 2.5% (11% at December 31, 1997). Under the terms of the facility, Webchat
  grants a security interest in certain assets and is restricted in its ability to
  pay cash dividends. Interest only payments will be made during the first six
  months and principal and interest will be repaid on a straight-line basis over
  36 months beginning in month seven of the facility. As of December 31, 1997,
  there was approximately $265,000 outstanding against the term loan facility.
  
  In 1996 and 1995, the Company entered into term loan agreements with a lending
  institution under which the Company borrowed approximately $3,540,000 to finance
  the purchase of equipment. Borrowings made under the agreement are due over 37
  months, bear interest which ranges from 15.80% to 16.39%, and are secured by
  certain assets of the Company. In connection with the 1996 loan agreement, the
  Company paid a cash deposit of $693,000 to the lending institution which is
  included in deposits and other assets on the balance sheet.
  
                                         12
  <PAGE>
   
  Maturities under these agreements as of December 31, 1997 are as follows:
  <TABLE>
  <CAPTION>
   
                                  DECEMBER 31,   
                                     1997
                                --------------
                                (In thousands)
                <S>             <C>
                 1998                   $2,575
                 1999                    2,344
                 2000                    1,733
                 2001                      416
                                        ------
                                        $7,068
                                         ======
  </TABLE>
  
  5. COMMITMENTS
  
  The Company leases its facilities under operating lease agreements which expire
  at various dates through 2002. Total rent expense for the years ended December
  31, 1997, 1996 and 1995 was $1,397,000, $379,000 and $86,000, respectively.  In
  January 1998, the Company signed an agreement to sublease approximately 20,500
  square feet of its Sunnyvale, California facility.  In connection with the
  sublease agreement, the Company will receive future rent payments of
  approximately $372,000 in 1998 and $300,000 in 1999.  Minimum future rental
  commitments under these leases as of December 31, 1997 are as follows:
  <TABLE>
  <CAPTION>
   
                                  DECEMBER 31,
                                      1997
                                 --------------
                                 (In thousands)
                <S>            <C>
                 1998                   $ 2,128
                 1999                     2,099
                 2000                     2,089
                 2001                     1,985
                 2002                     1,712
                                        -------
                                        $10,013
                                        =======
  </TABLE>
  
  Netscape
  
  Historically, a large portion of the Company's traffic was derived through the
  Web page of Netscape Communications Corporation ("Netscape").  In March 1996,
  the Company entered into an agreement with Netscape, which provided that the
  Company would be listed as a Premier Provider on Netscape's Web page for the
  period from April 10, 1996 to March 31, 1997.  This agreement with Netscape
  provided for payments of up to an aggregate of $5,000,000 in cash and reciprocal
  advertising ($3,500,000 in cash and $1,500,000 in reciprocal advertising) over
  the course of the one-year term of the agreement.  In March 1997, Infoseek
  renewed its agreement with Netscape under terms that extended the current
  contract through April 30, 1997 and thereafter provided for Infoseek to be one
  of four premier providers displayed on Netscape's Web page for the period of May
  1, 1997 through April 30, 1998. The renewed agreement with Netscape provides for
  payments of up to an aggregate of $12,500,000 in cash and reciprocal advertising
  ($10,000,000 in cash and $2,500,000 in reciprocal advertising) over the term of
  the agreement.  During the year ended December 31, 1997 and 1996, the Company
  recognized $9,583,000 and $3,750,000, respectively, of expense related to this
  agreement.  The payments to Netscape are being recognized ratably over the term
  of the agreement.  At December 31, 1997, the Company had approximately
  $7,555,000 of cash commitment remaining in connection with this agreement, of
  which $4,221,000 is included in accrued liabilities to service providers on the
  December 31, 1997 balance sheet.
  
  In July 1997, the Company entered into an agreement with Netscape whereby it was
  designated as a premier provider of international search and navigational guide
  services for the Netscape Net Search Program.  Under the terms of the agreement,
  the Company will provide services for 10 Netscape local Web sites.  The
  Company's agreement with Netscape provides for payments ranging from a minimum
  of $666,000 ($400,000 in cash and $266,000 in reciprocal advertising) to a
  maximum of $1,219,000 ($677,000 in cash and $542,000 in reciprocal advertising)
  depending on the level of traffic delivered by Netscape.  During the year ended
  December 31, 1997, Netscape delivered traffic at the minimum level and as a
  result the Company recognized sales and marketing expenses of approximately
  $333,000 under this agreement.  At December 31, 1997, the Company had a cash
  commitment ranging from a 
  
                                         13
  <PAGE>
   
  minimum of $74,000 to a maximum of $351,000 depending on the level of traffic
  delivered by Netscape in connection with this agreement (see also Note 15).
  
  Contingencies
  
  From time to time, the Company may be a part to litigation and claims incident
  to the ordinary course of its business.  Although the results of litigation and
  claims cannot be predicted with certainty, the Company believes that the final
  outcome of such matters will not have a material adverse effect on the Company's
  financial position results of operations, or cash flows.
  
  6. RESTRUCTURING AND OTHER CHARGES
  
  During the second quarter of 1997, the Company recorded restructuring and other
  charges of approximately $7,400,000, of which approximately $6,200,000 related
  to a program to discontinue certain business arrangements, which were determined
  to be non-strategic, and approximately $1,200,000 related to management changes.
  Of these restructuring charges, approximately $5,000,000 involves cash outflows,
  of which $3,100,000 has been completed as of December 31, 1997.  Non-cash
  restructuring charges of approximately $2,400,000 relate primarily to the write-
  down of certain non-strategic business assets.  There have been no material
  changes to the restructuring plan or in the estimates of the restructuring
  costs.  As of December 31, 1997, the Company has approximately $1,900,000
  remaining in its restructuring reserve, which is expected to be fully utilized
  by mid 1998.
  
  7. SHAREHOLDERS' EQUITY
  
  Preferred Stock   -  On May 15, 1996, the Board of Directors authorized
  5,000,000 shares of undesignated preferred stock. In connection with this
  action, the Board has the authority to issue in one or more series and to fix
  the rights, preferences, privileges, and restrictions thereof, without further
  vote or action by the shareholders.  No such shares have been issued to date.
  
  Convertible Preferred Stock   -  Through May of 1996, the Company issued series
  A, B, C, and E convertible preferred stock. A portion of the Series E
  convertible preferred stock was redeemable at the request of the holder. On June
  11, 1996 the Company completed its initial public offering and at that time all
  outstanding shares of convertible preferred stock were converted into common
  stock on a one-for-one basis.
  
  Common Stock   -  On May 15, 1996, the Company's Shareholders approved a 3-for-4
  reverse stock split of the Company's preferred and common stock.  All
  outstanding preferred, common and common equivalent shares in the accompanying
  financial statements have been retroactively adjusted to give effect to this
  reverse stock split.  At the same time, the Board of Directors approved the
  increase of authorized common stock to 60,000,000 shares.
  
  Founders' Common Stock   -  The Company has the right, at any time within sixty
  days after termination of a founder's employment or service, to repurchase
  certain common shares at the price per share paid by the founder. The Company's
  right to repurchase lapses with respect to 25% of the total number of shares
  held by the founder, commencing twelve months after purchase, and in monthly
  increments of 2.08% of the total number of shares thereafter.  There were 7,000
  and 1,101,000 common shares subject to repurchase by the Company at December 31,
  1997 and 1996, respectively.
  
  Shareholders' Notes Receivable   -  During 1997, 1996 and 1995, the Company
  entered into agreements with certain officers and employees to sell
  approximately 38,000, 412,000 and 372,000 shares, respectively, of the Company's
  common stock in exchange for full recourse promissory notes. The shares are
  subject to repurchase by the Company, and such repurchase options lapse in
  monthly increments of 2.08% of the total number of shares purchased.  At
  December 31, 1997 and 1996, there were approximately 88,500 and 504,000 common
  shares, respectively, subject to repurchase by the Company.
  
  Warrants   -  During 1995, in connection with an equipment financing
  transaction, the Company issued warrants to purchase 100,000 shares of Series C
  convertible preferred stock at an exercise price of $0.80 per share. These
  warrants are exercisable at any time through October 2000. As of December 31,
  1997, all warrants had been exercised. The Company recorded additional interest
  expense using the minimum value method to determine the value of the warrants.
  
                                         14
  <PAGE>
   
  Common Stock Reserved For Future Issuance   -  Shares of common stock reserved
  for future issuance are as follows:
  <TABLE>
  <CAPTION>
   
                                             DECEMBER 31,
                                                 1997
                                            --------------
                                            (In thousands)
  <S>                                       <C>
            Preferred stock                         5,000
            Stock option plan                       5,753
            Employee stock purchase plan              143
                                                   ------
                                                   10,896
                                                   ======
  </TABLE>
  
  8. STOCK OPTION/STOCK ISSUANCE PLAN
  
  The Company's Stock Option Plan (the "Predecessor Plan") provides for the grant
  of incentive stock options and non statutory stock options to employees and
  consultants of the Company at prices ranging from 85% to 110% (depending on the
  type of grant) of the fair market value of the common stock on the date of grant
  as determined by the Board of Directors.
  
  In April 1996, the Board of Directors adopted the 1996 Stock Option/Stock
  Issuance Plan (the "1996 Plan") which was approved by the Company's shareholders
  on May 15, 1996. The 1996 Plan is intended to serve as the successor equity
  incentive stock issuance program to the Predecessor Plan. Under the 1996 Plan,
  7,225,000 shares of common stock have been authorized for issuance.  The 1996
  Plan is divided into three separate components: the Discretionary Option Grant
  Program under which eligible individuals may be granted options to purchase
  shares of common stock at an exercise price of not less than 85% of their fair
  market value on the grant date; the Stock Issuance Program under which eligible
  individuals may be issued shares of common stock directly through the purchase
  of such shares at a price of not less than 85% of their fair market value at the
  time of issuance or as a bonus tied to the performance of services; and the
  Automatic Option Grant Program under which option grants will automatically be
  made at periodic intervals to eligible non employee Board members to purchase
  shares of common stock at an exercise price equal to 100% of their fair market
  value on the grant date.
  
  The vesting and exercise provisions of the option grants are determined by the
  Board of Directors. Options generally vest and become exercisable as to 25% of
  the shares one year from the date of grant and the balance in monthly increments
  over the subsequent three years of service. Options expire no later than seven
  years from the date of grant. Options for the purchase of 583,000 and 845,000
  shares were exercisable as of December 31, 1997 and 1996, respectively.
  
  The Company has elected to follow Accounting Principles Board Opinion No. 25
  (APB No. 25), "Accounting of Stock Issued to Employees" and related
  interpretations, in accounting for its employee stock options because, as
  discussed below, the alternative fair value accounting provided for under
  Financial Accounting Standards Board, Statement No. 123 (SFAS No. 123)
  "Accounting for Stock-Based Compensation," requires use of option valuation
  models that were not developed for use in valuing employee stock options. The
  Company, under APB No. 25, generally does not recognize compensation expense as
  the exercise price of the Company's employee stock options equals the market
  price of the underlying stock on the date of grant.
  
  Through December 31, 1997, the Company recorded aggregate deferred compensation
  of $5,666,000 representing the difference between the grant price and the deemed
  fair value of the Company's common stock granted during those periods. The
  amortization of deferred compensation is being charged to operations and is
  being amortized over the vesting period of the options, which is typically four
  years. For December 31, 1997, 1996 and 1995, the amortized expenses were
  $832,000 $1,346,000 and $44,000, respectively.
  
  Pro forma information regarding net loss and loss per share is required by SFAS
  No. 123, which also requires that the information be determined as if the
  Company has accounted for its employee stock options granted subsequent to
  December 31, 1994 under the fair value method of this statement. The fair value
  for options granted during 1997 were estimated at the date of grant using the
  Black-Scholes multiple option pricing model with the following weighted average
  assumptions: risk-free interest rate ranging from 5.53% to 6.77%; a dividend
  yield of 0.0%; a volatility factor of the expected market price of the Company's
  common stock of .87; and a weighted-average expected life of the option of five
  years for officers and four years for non officers.  Subsequent to the Company's
  initial public offering in June 1996, the fair value of options granted during
  the balance of 1996 were estimated with the following weighted average
  assumptions: risk-free interest rate ranging from 5.18% to 6.58% in 1996 and
  5.34% to 7.03% in 1995; a dividend yield of 0.0%; a volatility factor of the
  expected market price of the Company's common stock of .80; and a weighted-
  average 
  
                                         15
  <PAGE>
   
  expected life of the option of five years for officers and four years for non
  officers. The fair value for options granted prior to the Company's initial
  public offering in June 1996 were estimated at the date of grant using the
  minimum value method and have a volatility factor of zero.
  
  Had compensation cost for the Company's stock-based compensation plans been
  determined based on the fair value at the grant dates for awards under those
  plans consistent with the method of SFAS No. 123, the Company's net loss and
  loss per share would have been increased to the pro forma amounts indicated
  below:
  <TABLE>
  <CAPTION>
   
                                                       1997         1996         1995
                                                    -----------  -----------  -----------
                                                    (In thousands, except per share data)
  <S>                                               <C>          <C>          <C>
  Pro forma net loss                                    $30,919      $17,328       $3,442
  Pro forma basic and diluted net loss per share        $  1.16      $  0.80       $ 0.13
  </TABLE>
  
  Because SFAS No. 123 is applicable only to options granted subsequent to
  December 31, 1994, its pro forma effect will not be fully
  reflected until 1999.
  
  In July 1997, the Board of Directors authorized the repricing of options to
  purchase 821,300 shares of common stock effective on July 23, 1997 to the then
  fair market value of $6.13 per share.  Under the terms of the repricing, the
  repriced options maintain the same vesting and expiration terms, except they may
  not be exercised until January 9, 1998.  Executive officers, consultants and
  members of the Board of Directors were not eligible to participate in the
  repricing.
  
  A summary of the Company's stock option activity and related information for the
  years ended December 31 is as follows (amounts used in 1997 have been restated
  to reflect the April 17, 1998 merger with WebChat):
  <TABLE>
  <CAPTION>
   
   
                                           1997                               1996                               1995
                               -------------------------------  --------------------------------  -----------------------------------
                                                WEIGHTED                             WEIGHTED                              WEIGHTED
                                                AVERAGE                              AVERAGE                                AVERAGE
                                OPTIONS      EXERCISE PRICE          OPTIONS       EXERCISE PRICE        OPTIONS        EXERCISE PRICE
                               ---------  --------------------  -----------------  --------------  -------------------  --------------
                                                                (IN THOUSANDS, EXCEPT PER SHARE DATA)
  <S>                          <C>        <C>                   <C>                <C>             <C>                  <C>
  Outstanding  beginning of
   year                           4,921                $ 2.10              3,074           $ 0.13                 165            $0.07
    Granted                       4,418                $ 6.61              2,851           $ 3.98               3,438            $0.13
    Exercised                    (1,456)               $ 0.79                (54)          $ 0.11                  --               --
  Canceled                       (3,725)               $ 4.79               (957)          $ 1.51                (529)           $0.11
                                -------                ------              -----           ------              ------            -----
  Outstanding-end of year         4,158                $ 4.92              4,914           $ 2.10               3,074            $0.13
                                =======                                    =====                               ======
   
  Exercisable at end of year        583                $ 2.63                845           $ 0.35                 155            $0.13
  Weighted-average fair
   value of options granted 
    during the year                                    $ 4.48                              $ 3.79                                $0.40
  </TABLE> 
   
  Outstanding and Exercisable By Price Range as of December 31,  1997:
  
  
  <TABLE> 
  <CAPTION> 
   
   
                                                   OPTIONS OUTSTANDING                              OPTIONS EXERCISABLE
                                          --------------------------------------   --------------------------------------------------
                                                                    WEIGHTED           NUMBER
                                                NUMBER              AVERAGE           WEIGHTED     EXERCISABLE AS OF       WEIGHTED
                                           OUTSTANDING AS OF       REMAINING          AVERAGE         DECEMBER 31,         AVERAGE
  RANGE OF EXERCISE PRICES                 DECEMBER 31, 1997    CONTRACTUAL LIFE   EXERCISE PRICE         1997          EXERCISE PRICE
  ---------------------------             -------------------   ----------------   --------------  -----------------    --------------
  <S>                                     <C>                   <C>                <C>             <C>                  <C> 
                                            (IN THOUSANDS)          (YEARS)                          (IN THOUSANDS)
      $  0.00 - $  5.00                              2,724                7.9           $ 3.47                 386            $0.51
      $  5.01 - $ 10.00                              1,018                7.5           $ 6.64                 197            $6.77
      $ 10.01 - $ 15.00                                416                9.8           $10.26                  --               --
                                                     -----                ---           ------                 ---            -----
                                                     4,158                8.0           $ 2.10                 583            $2.63
                                                     =====                                                     ===
  </TABLE>
  
                                         16
  <PAGE>
   
  9. EMPLOYEE STOCK PURCHASE PLAN
  
  In April 1996, the Board of Directors adopted the 1996 Employee Stock Purchase
  Plan (the "Purchase Plan"), which is designed to allow eligible employees of the
  Company to purchase shares of common stock at semiannual intervals through their
  periodic payroll deductions.  An aggregate of 187,500 shares of common stock has
  been reserved for the Purchase Plan of which 44,443 have been issued through
  December 31, 1997. The Purchase Plan is implemented in a series of successive
  offering periods, each with a maximum duration of 24 months. Eligible employees
  can have up to 10% (up to a maximum of 1,000 shares per year) of their base
  salary deducted that is to be used to purchase shares of the common stock on
  specific dates determined by the Board of Directors. The price of common stock
  purchased under the Purchase Plan will be equal to 85% of the lower of the fair
  market value of the common stock on the commencement date of each offering
  period or the specified purchase date.  The Company does not recognize
  compensation cost related to employee purchase rights under the Plan.  To comply
  with the pro forma reporting requirements of SFAS No. 123, compensation cost is
  estimated for the fair value of the employees' purchase rights using the Black-
  Scholes model with the following assumptions for those rights granted in 1997: a
  risk free interest rate of 6.0%; dividend yield of 0.0%; expected volatility
  factor of .87; an expected life of six months; and for those granted in 1996: a
  risk free interest rate of 5.0%; dividend yield of 0.0%; expected volatility
  factor of .80; an expected life of six months.  The weighted average estimated
  fair value of the Purchase Plan shares granted in 1997 was $4.05.
  
  10. INCOME TAXES
  
  Due to the Company's loss position, there was no provision for income taxes for
  any period presented.
  
  As of December 31, 1997, the Company has federal and state net operating loss
  carry forwards of approximately $45,000,000 and $29,500,000, respectively. The
  federal net operating loss carry forwards will expire in the years 2009 through
  2012, and the state net operating loss carry forwards will expire in the years
  1999 through 2002. The Company has federal and state research and
  experimentation credits of approximately $300,000 each, that will expire in the
  years 2009 through 2012. Utilization of the net operating losses and credits may
  be subject to a substantial annual limitation due to the ownership change
  limitations provided by the Internal Revenue Code of 1986 and similar state
  provisions. The annual limitation may result in the expiration of net operating
  losses and credits before utilization.
  
  Deferred taxes reflect the net tax effects of temporary differences between the
  carrying amounts of assets and liabilities for financial reporting purposes and
  the amounts used for income tax purposes. Significant components of the
  Company's deferred taxes consisted of the following at:
  <TABLE>
  <CAPTION>
   
                                             DECEMBER 31,
                                          -------------------
                                            1997       1996
                                          ---------  --------
  <S>                                     <C>        <C>
  (In thousands)
  Deferred tax assets:
   Net operating losses                   $ 17,448   $ 7,500
   Research credit carry forwards              406       200
   Accrued royalties                            37        60
   Other individually immaterial items       1,654       340
                                          --------   -------
    Total deferred tax assets               19,545     8,100
   Valuation allowance                     (19,545)   (8,100)
                                          --------   -------
    Total net deferred tax assets         $     --   $    --
                                          ========   =======
  </TABLE>
  
  The change in the valuation allowance was a net increase of approximately
  $6,409,000 and $1,030,000 for the years ended December 31, 1996 and 1995,
  respectively.
  
                                         17
  <PAGE>
   
  11. EMPLOYEE BENEFIT PLAN
  
  In January 1996, the Company adopted a plan to provide retirement and incidental
  benefits for its eligible employees, known as the Infoseek Corporation 401(k)
  Plan ("The Plan"). As allowed under Section 401(k) of the Internal Revenue Code,
  the Plan provides tax-deferred salary deductions for eligible employees.
  Participants in the Plan may make salary deferrals of up to 20% of their annual
  salary, limited by the maximum dollar amount allowed by the Internal Revenue
  Code. The Company, at its discretion, may elect to make contributions to the
  Plan on behalf of its eligible participants. The Company has made no such
  contributions to date.
  
  12. RELATED PARTY TRANSACTIONS
  
  Bell Atlantic, with a representative on the Company's Board of Directors and
  ownership of a substantial amount of the outstanding common stock of the Company
  is considered a related party.  In March 1996, the Company and Bell Atlantic
  entered into a one-year agreement, which provided for the Company's display of
  the Big Yellow logo within the Infoseek Service.  According to the terms of the
  agreement, Bell Atlantic agreed to pay to the Company up to an aggregate of
  $4,600,000, in monthly payments, which amount would be decreased proportionately
  if the number of impressions of the Big Yellow logo were below a specified
  number.  In February 1997, the Company signed an amendment with Bell Atlantic
  extending the term of the original agreement, dated March 1996, through June
  1998 in exchange for an additional $1,400,000, for a total of $6,000,000, in
  monthly payments.  The terms of conditions of the amended agreement are
  substantially the same, except for elimination of certain exclusivity and
  reimbursement provisions.  The Company recognized revenue of $2,820,000 and
  $1,882,000 in connection with this agreement during the year ended December 31,
  1997 and 1996, respectively.  Amounts receivable from and payable to such
  related party were immaterial at December 31, 1997 and 1996.
  
  13. EARNINGS PER SHARE
  
  The following table sets forth the computation of basic and diluted earnings per
  share (in thousands, except per share amounts):
  <TABLE>
  <CAPTION>
   
                                                            1997       1996       1995
                                                          ---------  ---------  --------
  <S>                                                     <C>        <C>        <C>
  Numerator:
     Net Loss:                                            $(26,562)  $(15,938)  $(3,296)
                                                          --------   --------   -------
  Numerator for basic and diluted loss per share          $(26,562)  $(15,938)  $(3,296)
                                                          ========   ========   =======
   
  Weighted average of common shares                         26,627     14,076     1,635
  Conversion of preferred stock not included in shares
  related to SEC Staff Accounting Bulletin 98                   --      8,044    13,900
                                                          --------   --------   -------
   
  Denominator for basic and diluted loss per share          26,627     22,120    15,535
                                                          ========   ========   =======
   
  Basic and diluted loss per share
  (pro forma in 1995)                                       ($1.00)    ($0.72)   ($0.21)
                                                          ========   ========   =======
  </TABLE>
  14. SUBSEQUENT EVENTS
  
  In February 1998, the Company completed a follow-on public offering of 3,450,000
  shares of Common Stock and received proceeds of approximately $43,015,000 net of
  underwriting discounts, commissions and other offering costs.
  
                                         18
  <PAGE>
   
  15. NETSCAPE AGREEMENT (UNAUDITED)
  
  The agreement with Netscape expired on April 30, 1998 but was subsequently
  extended through May 31, 1998.  Recently, Netscape announced that they have
  signed a two-year strategic partnership with Excite, Inc. ("Excite") to build
  out content based channels jointly for Netscape's Web site and to create co-
  branded search, thereby competing directly with the Company.  Under terms of
  this agreement, Netscape and Excite, will each serve as a premier provider, with
  each receiving 25 percent of the net search rotation  the percentage of pages
  served to visitors who have not selected a preferred provider.  The remaining 50
  percent of premier provider rotations will be allocated or divided and sold
  among the remaining navigational service providers (the allocated percent
  rotation of premier provider rotations, which will be shared by other
  navigational service providers, decreases to 25 percent in 1999).
  
  16. QUARTERLY FINANCIAL DATA (UNAUDITED)
  <TABLE>
  <CAPTION>
   
                                                                     THREE MONTHS ENDED
                                              ----------------------------------------------------------------
                                              MARCH 31, 1997   JUNE 30, 1997   SEPT. 30, 1997   DEC. 31, 1997
                                              ---------------  --------------  ---------------  --------------
                                                          (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
  <S>                                         <C>              <C>             <C>              <C>
  Total revenues                                     $ 6,240        $  7,786          $ 8,381         $12,675
  Cost of revenues                                     1,297           1,533            1,567           1,922
                                                     -------        --------          -------         -------
  Gross profit                                         4,943           6,253            6,814          10,753
  Operating expenses:
   Research and development                            1,728           2,374            1,777           2,021
   Sales and marketing                                 6,650           7,541            8,329          11,800
   General and administrative                          1,470           1,825            1,947           1,800
    Restructuring and other charges                       --           7,349               --              --
                                                     -------        --------          -------         -------
  Total operating expenses                           $ 9,848        $ 19,089          $12,053         $15,621
                                                     -------        --------          -------         -------
  Operating loss                                      (4,905)        (12,836)          (5,239)         (4,868)
  Net interest income                                    400             379              287             220
                                                     -------        --------          -------         -------
  Net loss                                           $(4,505)       $(12,457)         $(4,952)        $(4,648)
                                                     =======        ========          =======         =======
   
  Basic and diluted net loss per share                $(0.17)         $(0.47)          $(0.19)         $(0.17)
                                                     =======        ========          =======         =======
   
   
   
  THREE MONTHS ENDED
  ------------------------------------------
                                              MARCH 31, 1996   JUNE 30, 1996   SEPT. 30, 1996   DEC. 31, 1996
                                              --------------   -------------   --------------   -------------
  (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
  Total revenues                                     $ 1,731        $  3,286          $ 4,007         $ 6,071
  Cost of revenues                                       690             729              827             948
                                                     -------        --------          -------         -------
  Gross profit                                         1,041           2,557            3,180           5,123
  Operating expenses:
   Research and development                              934             950            1,218           1,448
   Sales and marketing                                 2,757           5,566            5,219           6,913
   General and administrative                            860             919            1,091           1,307
                                                     -------        --------          -------         -------
  Total operating expenses                             4,551           7,435            7,528           9,668
                                                     -------        --------          -------         -------
  Operating loss                                      (3,510)         (4,878)          (4,348)         (4,545)
  Net interest income/(expense)                          (58)            155              652             594
                                                     -------        --------          -------         -------
  Net loss                                           $(3,568)       $ (4,723)         $(3,696)        $(3,951)
                                                     =======        ========          =======         =======
   
  Basic and diluted net loss per share                $(0.18)         $(0.25)          $(0.15)         $(0.16)
                                                     =======        ========          =======         =======
   
  </TABLE>
  The 1997 quarterly amounts have been restated to reflect the April 17, 1998
  merger with Webchat.  The 1996 quarterly amounts have not been restated due to
  WebChat amounts being insignificant.
  
                                         19
  <PAGE>
  
                                                                       Schedule II
   
                         VALUATION AND QUALIFYING ACCOUNTS
  <TABLE>
  <CAPTION>
   
                                                                                                 YEAR ENDED DECEMBER 31,
                                                                                     ------------------------------------------------
                                                                                                      (IN THOUSANDS)
                                                                                                 ADDITIONS
                                                                                     BALANCE AT  CHARGED TO
                                                                                     BEGINNING   COSTS AND                BALANCE AT
                                                                                      OF YEAR     EXPENSES   WRITE-OFFS   END OF YEAR
                                                                                     ----------  ----------  -----------  -----------
  <S>                                                                                <C>         <C>         <C>          <C>
  Allowance for doubtful accounts:
    1995.........................................................................            --        $ 42          --          $ 42
    1996.........................................................................          $ 42        $651       $(343)         $350
    1997.........................................................................          $350        $930       $(300)         $980
  </TABLE>
  
                                         20
  <PAGE>
   
                                INFOSEEK CORPORATION
  
                 CONDENSED SUPPLEMENTAL CONSOLIDATED BALANCE SHEETS
                        (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
  <TABLE>
  <CAPTION>
   
                                                        MARCH 31,   DECEMBER 31,
                                                          1998          1997
                                                       (RESTATED)*   (RESTATED)*
                                                       -----------  -------------
                                                       (UNAUDITED)
  <S>                                                  <C>          <C>
  ASSETS
  Current assets:
     Cash and cash equivalents                           $  1,072       $  3,323
     Short-term investments                                71,410         28,116
     Accounts receivable, net                               7,523          6,921
     Other current assets                                     638            648
                                                         --------       --------
         Total current assets                              80,643         39,008
   
  Property and equipment, net                              11,264         10,488
  Deposits and other assets                                 1,993          1,993
                                                         --------       --------
         Total assets                                    $ 93,900       $ 51,489
                                                         ========       ========
   
  LIABILITIES AND SHAREHOLDERS' EQUITY
  Current liabilities:
     Accounts payable                                    $  4,002       $  4,861
     Accrued payroll and related expenses                   1,314          1,630
     Accrued liabilities to service providers               5,135          4,221
     Other accrued liabilities                              2,652          2,262
     Deferred revenue                                       3,511          2,564
     Accrued restructuring and other charges                1,416          1,877
     Short-term obligations                                 3,274          2,575
                                                         --------       --------
         Total current liabilities                         21,304         19,990
  Long-term obligations                                     3,649          4,493
   
  Shareholders' equity:
     Common stock                                         119,575         76,000
     Accumulated deficit                                  (49,830)       (48,030)
     Deferred compensation                                   (587)          (753)
     Notes receivable from shareholders                      (211)          (211)
                                                         --------       --------
         Total shareholders' equity                        68,947         27,006
                                                         --------       --------
         Total liabilities and shareholders' equity      $ 93,900       $ 51,489
                                                         ========       ========
  </TABLE>
  * Restated from previously released financial information to reflect the April
   1998 merger with WebChat Communications, Inc. which has been accounted for
   under the pooling of interests method.
  
                              See accompanying notes.
  
                                         21
  <PAGE>
   
                                INFOSEEK CORPORATION
  
            CONDENSED SUPPLEMENTAL CONSOLIDATED STATEMENTS OF OPERATIONS
                                    (UNAUDITED)
                        (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
  <TABLE>
  <CAPTION>
   
                                                                     THREE MONTHS ENDED
                                                                          MARCH 31,
                                                                   ---------------------- 
                                                                     1998           1997
                                                                   -------        -------
                                                                  (RESTATED) *  (RESTATED) *
  <S>                                                              <C>       <C> 
  Total revenues                                                   $14,453        $ 6,240
  Cost of revenues                                                   2,154          1,297
                                                                   -------        -------
  
  Gross profit                                                      12,299          4,943
   
  Operating expenses
   Research and development                                          2,130          1,728
   Sales and marketing                                              10,577          6,650
   General and administrative                                        1,862          1,470
                                                                   -------        -------
  Total operating expenses                                          14,569          9,848
                                                                   -------        -------
  
  Operating loss                                                    (2,270)        (4,905)
  Interest income (expense)
   Interest income, net                                                470            400
                                                                   -------        -------
  Net loss                                                         $(1,800)       $(4,505)
                                                                   =======        =======
   
  Basic and diluted net loss per share                              $(0.06)        $(0.17)
  Shares used in computing basic and diluted net loss per share     28,822         25,758
  </TABLE>
  * Restated from previously released financial information to reflect the April
   1998 merger with WebChat Communications, Inc. which has been accounted for
   under the pooling of interests method.
  
                              See accompanying notes.
  
                                         22
  <PAGE>
   
                                INFOSEEK CORPORATION
  
            CONDENSED SUPPLEMENTAL CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    (UNAUDITED)
                                   (IN THOUSANDS)
  <TABLE>
  <CAPTION>
                                                                                    THREE MONTHS ENDED
                                                                                        MARCH 31,
                                                                                 ------------------------
                                                                                    1998         1997
                                                                                 ----------  ------------
  OPERATING ACTIVITIES                                                           (RESTATED)*  (RESTATED)*
  <S>                                                                            <C>         <C>
  Net loss                                                                        $ (1,800)     $ (4,505)
  Adjustments to reconcile net loss to net cash used in operating activities:
     Depreciation and amortization                                                   1,487         1,266
     Amortization of unearned compensation                                              96           276
  Changes in operating assets and liabilities
     Accounts receivable                                                              (602)         (395)
     Other current assets                                                               10          (109)
     Accounts payable                                                                 (859)       (1,015)
     Accrued payroll and related expenses                                             (316)         (428)
     Accrued liabilities to service providers                                          914            --
     Other accrued liabilities                                                         390           208
     Accrued restructuring and other charges                                          (461)           --
     Deferred revenue                                                                  947           984
                                                                                  --------      --------
  Net cash used in operating activities                                               (194)       (3,718)
  INVESTING ACTIVITIES
  Purchases of available-for-sale investments                                      (58,230)      (11,151)
  Proceeds from sales of available-for-sale investments                             14,936        15,751
  Increase in deposits and other assets                                                 --        (1,623)
  Purchase of property and equipment                                                (2,263)       (1,441)
                                                                                  --------      --------
  Net cash provided by (used) in investing activities                              (45,557)        1,536
  FINANCING ACTIVITIES
  Term loan                                                                            133         2,144
  Repayments of term loan                                                             (278)         (236)
  Proceeds from sale of common stock, net of issuance costs                         43,645         1,290
                                                                                  --------      --------
  Net cash provided by financing activities                                         43,500         3,198
                                                                                  --------      --------
  Net increase (decrease) in cash and cash equivalents                              (2,251)        1,016
  Cash and cash equivalents at beginning of period                                   3,323         3,788
                                                                                  --------      --------
  Cash and cash equivalents at end of period                                      $  1,072      $  4,804
                                                                                  ========      ========
  </TABLE>
  SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES
  
  Cash paid for interest expense amounted to $166,000 and $112,000 for the three
  month periods ended March 31, 1998 and 1997, respectively.
  
  *  Restated from previously released financial information to reflect the April
  1998 merger with WebChat Communications, Inc. which has been accounted for under
  the pooling of interests method.
  
                              See accompanying notes.
  
                                         23
  <PAGE>
   
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
  
  1. ORGANIZATION AND BASIS OF PRESENTATION
  
  Infoseek Corporation (the "Company") provides leading Internet search and
  navigation technology, products and services that use the Web to connect its
  viewers' personal, work and community lives. As a "connected" media company,
  Infoseek is able to segment viewers by interest area, providing advertisers with
  focused and targeted audiences. The Infoseek Service is a comprehensive Internet
  gateway that combines search and navigation with directories of relevant
  information sources and content sites, offers chat and instant messaging for
  communicating shared interests and facilitates the purchase of related goods and
  services. The Company conducts its business within one industry segment.
  
  The supplemental consolidated financial information as of March 31, 1998 and 
  for the three month period ended March 31, 1997 included herein is unaudited,
  and has been prepared by the Company in accordance with generally accepted
  accounting principles and reflects all adjustments, consisting only of normal
  recurring adjustments which in the opinion of management are necessary to state
  fairly the Company's financial position, results of operations, and cash flows
  for the periods presented. The December 31, 1997 balance sheet was derived from
  audited financial statements at that date. All significant intercompany
  transactions and balances have been eliminated. The preparation of financial
  statements in conformity with generally accepted accounting principles requires
  management to make estimates and assumptions that affect the reported amounts of
  assets and liabilities and the disclosure of contingent assets and liabilities
  at the date of the financial statements as well as the reported amounts of
  revenue and expenses during the reporting period. Actual results will differ
  from those estimates, and such differences may be material to the financial
  statements. These financial statements should be read in conjunction with the
  Company's audited financial statements for the year ended December 31, 1997
  included in the Company's report Form 10-K filed with the Securities and
  Exchange Commission. The results of operations for the three months ended March
  31, 1998 are not necessarily indicative of the results to be expected for any
  future periods. As more fully described in Note 6, the Company merged with
  WebChat Communications, Inc., ("WebChat") in April 1998 in a pooling of
  interests transaction. The supplemental consolidated financial statements for
  1997 have been restated to include the financial position, results of operations
  and cash flows of WebChat.
  
  2. NET LOSS PER SHARE
  
  In 1997, the Financial Accounting Standards Board issued Statement No. 128,
  Earnings Per Share.  Statement No. 128 replaced the calculation of primary and
  fully diluted earnings per share with basic and diluted earnings per share.
  Unlike primary and fully diluted earnings per share, outstanding nonvested
  shares are not included in the computations of basis and diluted earnings per
  share until the time-based vesting restrictions have lapsed.  Basic earnings per
  share also excludes any dilutive effects of options, warrants and convertible
  securities.  Diluted earnings per share is very similar to the previously
  reported fully diluted earnings per share.
  
  Net loss per share information for 1997 has been adjusted on a retroactive basis
  to give effect to the merger of WebChat (see Note 6), whereby each share of
  WebChat was converted to 0.03 shares of Infoseek common stock.
  
  The following table sets forth the computation of basic and diluted earnings per
  share (in thousands, except per share amounts):
  <TABLE>
  <CAPTION>
   
                                                       THREE MONTHS ENDED
                                                           MARCH 31,
                                                       ------------------
                                                        1998        1997
                                                       ------      ------
  <S>                                                 <C>        <C>
  Numerator:
    Net loss                                           $(1,800)   $(4,505)
                                                       -------    -------
  Numerator for basic and diluted loss per share       $(1,800)   $(4,505)
                                                       =======    =======
   
  Weighted average of common shares                     28,822     25,758
                                                       -------    -------
  Denominator for basic and diluted loss per share      28,822     25,758
                                                       =======    =======
   
  Basic and diluted loss per share                     $ (0.06)   $ (0.17)
                                                       =======    =======
  </TABLE>
  
                                         24
  <PAGE>
   
  3. NEW ACCOUNTING PRONOUNCEMENTS
  
  The Company has adopted the American Institute of Certified Public Accountants
  Statement of Position, Software Revenue Recognition (SOP 97-2) effective the
  first quarter of 1998. The adoption does not have material effect on the
  Company's revenue recognition policy.
  
  4. COMPREHENSIVE INCOME
  
  The Company has adopted Statement of Financial Accounting Standards No. 130
  (SFAS No. 130), "Reporting Comprehensive Income".  SFAS No. 130 establishes new
  rules for reporting and the display of comprehensive income and its components;
  however, the adoption of this statement has no impact on the Company's net loss
  or shareholders' equity. SFAS No.130 requires unrealized gains or losses on the
  Company's available-for-sale securities, which prior to adoption were reported
  separately in shareholders' equity, to be included in other comprehensive
  income.  During the first quarter 1998, unrealized gains or losses from
  available-for-sale securities were immaterial.
  
  5. RESTRUCTURING AND OTHER CHARGES
  
  During the second quarter of 1997, the Company recorded restructuring and other
  charges of approximately $7,400,000, of which approximately $6,200,000 related
  to the discontinuance of certain business arrangements, which were determined to
  be non-strategic, and approximately $1,200,000 related to management changes. Of
  these restructuring charges, approximately $5,000,000 involves cash outflows, of
  which $3,584,000 has been completed as of March 31, 1998. Non-cash restructuring
  charges of approximately $2,400,000 relate primarily to the write-down of
  certain non-strategic business assets. There have been no material changes to
  the restructuring plan or in the estimates of the restructuring costs. As of
  March 31, 1998, the Company has approximately $1,416,000 remaining in its
  restructuring reserve, which is anticipated to be fully utilized by mid 1998.
  
  6. BUSINESS COMBINATION
  
  On April 17, 1998, the Company acquired WebChat in a tax-free reorganization in
  which a wholly owned subsidiary of the Company was merged directly into WebChat.
  The Company has exchanged approximately 316,000 shares of Infoseek Corporation
  common stock and has reserved approximately 11,000 shares for WebChat options
  assumed by the Company.  Each share exchanged represents 0.03 shares of
  common stock of the Company for each share of common and preferred stock of
  WebChat.  Merger related expenses, which are not expected to be significant,
  will be recorded in the second quarter of 1998.  The merger has been accounted
  for under the pooling of interests method.
  
  The following information shows revenue and net income of the separate companies
  during the periods preceding the merger (in thousands):
  <TABLE>
  <CAPTION>
                        QUARTER ENDED MARCH 31,
                       -------------------------
                           1998         1997
                       ------------  -----------
  <S>                  <C>           <C>
        Net revenue
           Infoseek        $14,311      $ 6,151
           WebChat             142           89
                           -------      -------
           Combined        $14,453      $ 6,240
                           =======      =======
   
        Net income
           Infoseek        $(1,522)     $(4,106)
           WebChat            (278)        (399)
                           -------      -------
           Combined        $(1,800)     $(4,505)
                           =======      =======
  </TABLE>
  
                                         25
  <PAGE>
   
  7. NETSCAPE AGREEMENT
  
  The Company's current agreement with Netscape provides for the Company to pay an
  aggregate of $12,500,000 in cash and reciprocal advertising ($10,000,000 in cash
  and $2,500,000 in reciprocal advertising) to be one of four non-exclusive
  premier providers of navigational services (along with Excite, Lycos and Yahoo!)
  which expired on April 30, 1998, but was subsequently extended through May 31,
  1998.  During the three months ended March 31, 1998 and 1997, the Company
  recognized $2,500,000 and $1,250,000, respectively of expense related to this
  agreement.  The payments to Netscape are being recognized ratably over the term
  of the agreement.  At March 31, 1998, the Company has approximately $5,968,000
  of cash commitment remaining in connection with this agreement, which includes
  $5,135,000 of accrued liabilities to service providers.  Recently, Netscape has
  announced that they have signed a two-year strategic partnership with Excite to
  build out content based channels jointly for Netscape's Web site and to create
  co-branded search, thereby competing directly with the Company.  Under terms of
  this agreement, Netscape and Excite, will each serve as a premier provider, with
  each receiving 25 percent of the net search rotation  the percentage of pages
  served to visitors who have not selected a preferred provider.  The remaining 50
  percent of premier provider rotations will be allocated or divided and sold
  among the remaining navigational service providers (the allocated percent
  rotation of premier provider rotations, which will be shared by other
  navigational service providers, decreases to 25 percent in 1999).
  
                                         26
  <PAGE>
   
   
                                    SIGNATURES
  
         Pursuant to the requirements of the Securities Exchange Act of 1934, as
  amended, the registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunto duly authorized.
  
  
  Dated: May 22, 1998                 INFOSEEK CORPORATION
  
  
                                      BY:  /s/ Leslie E. Wright
  
                                           Leslie E. Wright
                                           Vice President of Finance & Chief
                                           Financial Officer
  
                                         27
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "FORM 8-K FOR INFOSEEK CORPORATION", "secsgml_size_bytes": 106873}]
metadata_filer: {"company-data": {"conformed-name": "INFOSEEK CORP", "cik": "0000920729", "assigned-sic": "7372", "irs-number": "770353450", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-11797", "film-number": "98630934"}, "business-address": {"street1": "1399 MOFFET PARK DR", "street2": "STE 250", "city": "SUNNYVALE", "state": "CA", "zip": "94089", "phone": "4085436000"}, "mail-address": {"street1": "2620 AUGUSTINE DR SUITE 250", "street2": "2620 AUGUSTINE DR SUITE 250", "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):
                                  April 17, 1998
  
                               INFOSEEK CORPORATION
              (Exact name of registrant as specified in its charter)
  
          California                   1-11797                  77-0353450
  (State or other jurisdiction       (Commission             (I.R.S. Employer
       of incorporation)             File Number)           Identification No.)
   
  
                              1399 Moffett Park Drive
                            Sunnyvale, California 94089
                     (Address of Principal Executive Offices)
                                    (Zip Code)
  
        Registrant's telephone number, including area code: (408) 543-6000
  
                                  Not Applicable
                                  --------------
           (Former name or former address, if changed since last report)
  
                                         1
  ITEM 5.    OTHER EVENTS.
   
         Infoseek Corporation (the "Company") has included herein the supplemental
  consolidated balance sheets of the Company as of December 31, 1997 and 1996, and
  the related supplemental consolidated statements of operations, shareholders'
  equity and cash flows for each of the three years in the period ended December
  31, 1997 (the "Supplemental Consolidated Financials") and the condensed
  supplemental consolidated balance sheet of the Company as of March 31, 1998, and
  the related condensed supplemental consolidated statements of operations and
  cash flows for the three-month periods ended March 31, 1998 and 1997 (the
  "Condensed Supplemental Consolidated Financials"). The Supplemental Consolidated
  Financials and the Condensed Supplemental Consolidated Financials give
  retroactive effect to the merger of a wholly owned subsidiary of the Company
  with and into WebChat Communications, Inc. on April 17, 1998, which transaction
  has been accounted for as a pooling of interests.
  
  ITEM 7.    FINANCIAL STATEMENTS AND EXHIBITS.
  
             The following financial statements and exhibits are filed as part of
  this report.
  
  (a)     Financial Statements of the Registrant:
  Page
                                                                                ----
  Report of Ernst & Young LLP, Independent Auditors................       3
          Supplemental Consolidated Balance Sheets as of                           
               December 31, 1997 and 1996..................................       4
          Supplemental Consolidated Statements of Operations for                   
               each of the three years in the period ended 
               December 31, 1997...........................................       5
          Supplemental Consolidated Statements of Cash Flows for each
               of the three years in the period ended December 31, 1997....       6
          Supplemental Consolidated Statements of Shareholders' Equity             
               for each of the three years in the period ended 
               December 31, 1997...........................................       7
          Notes to Supplemental Consolidated Financial Statements..........       9
          Schedule II Valuation and Qualifying Accounts....................      20
          Condensed Supplemental Consolidated Balance Sheets as of                    
               March 31, 1998 and December 31, 1997........................      21
          Condensed Supplemental Consolidated Statements of Operations                
               for the three months ended March 31, 1998 and 1997..........      22
          Condensed Supplemental Consolidated Statements of Cash                      
               Flows for the three months ended March 31, 1998 and 1997....      23
          Notes to Condensed Supplemental Consolidated Financial                      
                    Statements.............................................      24
  
  (c)     Exhibits:
   
          23.1      Consent of Ernst & Young LLP, independent auditors
  2
  ITEM 7. (a)  Financial Statements of the Registrant
  
                 REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
                                          
  
  The Board of Directors and Shareholders
  Infoseek Corporation
  
  We have audited the supplemental consolidated balance sheets of Infoseek
  Corporation (formed as a result of the consolidation of Infoseek Corporation and
  WebChat Communications, Inc.) as of December 31, 1997 and 1996 and the related
  supplemental consolidated statements of operations, shareholders' equity, and
  cash flows for each of the three years in the period ended December 31, 1997.
  Our audits also included the supplemental consolidated financial statement
  schedule listed in the Index at Item 7.  The supplemental consolidated financial
  statements and schedule give retroactive effect to the merger of a wholly owned
  subsidiary of Infoseek Corporation with and into WebChat Communications, Inc. on
  April 17, 1998, which has been accounted for using the pooling of interests
  method as described in the notes to the supplemental consolidated financial
  statements.  These supplemental consolidated financial statements and schedule
  are the responsibility of the management of Infoseek Corporation.  Our
  responsibility is to express and opinion on these supplemental financial
  statements and schedule based on our audits.
  
  We conducted our audits in accordance with generally accepted audited standards.
  Those standards require that we plan and perform the audit to obtain reasonable
  assurance about whether the financial statements are free of material
  misstatement.  An audit includes examining, on a test basis, evidence supporting
  the amounts and disclosures in financial statements.  An audit also includes
  assessing the accounting principles used and significant estimates made by
  management, as well as evaluating the overall financial statement presentation.
  We believe that our audits provide a reasonable basis for our opinion.
  
  In our opinion, the supplemental consolidated financial statements referred to
  above present fairly, in all material respects, the consolidated financial
  position of Infoseek Corporation at December 31, 1997 and 1996, and the
  consolidated results of its operations and its cash flows for each of the three
  years in the period ended December 31, 1997, after giving retroactive effect to
  the merger of WebChat Communications, Inc., as described in the notes to the
  supplemental financial statements, in conformity with generally accepted
  accounting principles.  Also, in our opinion, the related supplemental
  consolidated financial statement schedule, when considered in relation to the
  basic financial statements taken as a whole, presents fairly, in all material
  respects, the information set forth therein.
  
                                            ERNST & YOUNG LLP
  
  San Jose, California
  January 16, 1998, except for Note 14,
      as to which the date is February 12, 1998
      and Note 2, as to which the date is April 17, 1998
  
                                         3
  INFOSEEK CORPORATION
                                          
                     SUPPLEMENTAL CONSOLIDATED BALANCE SHEETS
                       (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
  DECEMBER 31,
                                                                          --------------------------
                                                                              1997          1996
                                                                          ------------  ------------
  ASSETS
  Current assets:
     Cash and cash equivalents                                               $  3,323      $  3,786
     Short-term investments                                                    28,116        42,867
     Accounts receivable, less allowance for doubtful accounts of $980
       in 1997, and $350 in 1996                                                6,921         2,428
     Other current assets                                                         648           371
                                                                             --------      --------
         Total current assets                                                  39,008        49,452
  Property and equipment:
     Computer and office equipment                                             16,525         9,651
     Furniture and fixtures                                                       935           307
     Leasehold improvements                                                     1,323           108
                                                                             --------      --------
                                                                               18,783        10,066
     Less accumulated depreciation and amortization                             8,295         2,479
                                                                             --------      --------
  Net property and equipment                                                   10,488         7,587
  Deposits and other assets                                                     1,993         1,293
                                                                             --------      --------
         Total assets                                                        $ 51,489      $ 58,332
                                                                             ========      ========
   
  LIABILITIES AND SHAREHOLDERS' EQUITY
  Current liabilities:
     Accounts payable                                                        $  4,861      $  3,269
     Accrued payroll and related expenses                                       1,630         1,362
     Accrued liabilities to service providers                                   4,221            --
     Other accrued liabilities                                                  2,262         1,070
     Deferred revenue                                                           2,564           760
     Accrued restructuring and other charges                                    1,877            --
     Short-term obligations                                                     2,575           994
                                                                             --------      --------
         Total current liabilities                                             19,990         7,455
  Long-term obligations                                                         4,493         1,892
   
  Commitments and contingencies
   
  Shareholders' equity:
  Preferred stock, no par value:
     Authorized shares  5,000,000
     No shares issued and outstanding                                              --            --
  Common stock, no par value:
     Authorized shares -- 60,000,000
     Issued and outstanding shares  27,534,000 in 1997 and 25,691,000
       in 1996                                                                 76,000        73,754
  Accumulated deficit                                                         (48,030)      (20,771)
  Deferred compensation                                                          (753)       (3,546)
  Notes receivable from shareholders                                             (211)         (452)
                                                                             --------      --------
         Total shareholders' equity                                            27,006        48,985
                                                                             --------      --------
         Total liabilities and shareholders' equity                          $ 51,489      $ 58,332
                                                                             ========      ========
  See accompanying notes.
  
                                         4
  INFOSEEK CORPORATION
  
                 SUPPLEMENTAL CONSOLIDATED STATEMENTS OF OPERATIONS
                        (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
  YEARS ENDED DECEMBER 31,
                                                                   ------------------------------
                                                                     1997       1996       1995
                                                                   ---------  ---------  --------
  TOTAL REVENUES                                                   $ 35,082   $ 15,095   $ 1,032
  Cost of revenues                                                    6,319      3,194       614
                                                                   --------   --------   -------
  Gross profit                                                       28,763     11,901       418
   
  OPERATING EXPENSES
    Research and development                                          7,900      4,550     1,175
    Sales and marketing                                              34,320     20,455     1,488
    General and administrative                                        7,042      4,177     1,148
    Restructuring and other charges                                   7,349         --        --
                                                                   --------   --------   -------
  Total operating expenses                                           56,611     29,182     3,811
                                                                   --------   --------   -------
  Operating loss                                                    (27,848)   (17,281)   (3,393)
  INTEREST INCOME (EXPENSE)
    Interest income                                                   1,943      1,771       115
    Interest expense                                                   (657)      (428)      (18)
                                                                   --------   --------   -------
                                                                      1,286      1,343        97
                                                                   --------   --------   -------
  Net loss                                                         $(26,562)  $(15,938)  $(3,296)
                                                                   ========   ========   =======
   
  Basic and diluted net loss per share                               $(1.00)    $(0.72)   $(0.21)
  Shares used in computing basic and diluted net loss per share
    (pro forma in 1995)                                              26,627     22,120    15,535
  See accompanying notes.
  
                                         5
  INFOSEEK CORPORATION
  
                 SUPPLEMENTAL CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (IN THOUSANDS)
  YEARS ENDED DECEMBER 31,
                                                                                 ------------------------------
                                                                                   1997       1996       1995
                                                                                 ---------  ---------  --------
  OPERATING ACTIVITIES
  Net loss                                                                       $(26,562)  $(15,938)  $(3,296)
  Adjustments to reconcile net loss to net cash used in operating activities:
     Depreciation and amortization                                                  4,849      2,157       438
     Writedown of restructure related assets                                        2,080         --        --
     Amortization of unearned compensation related to stock options                   832      1,347        44
     Amortization of warrants issued in connection with term loan                      --         --        21
     Fair value assigned to services provided by Netscape                              --         --       200
  Changes in operating assets and liabilities
     Accounts receivable                                                           (4,490)    (1,929)     (499)
     Other current assets                                                            (211)      (260)      (92)
     Deposits and other current assets                                             (1,490)        --        --
     Accounts payable                                                               1,491      2,047     1,211
     Accrued payroll and related expenses                                             253      1,291        67
     Accrued liabilities to service providers                                       4,221         --        --
     Other accrued liabilities                                                      1,192        457       498
     Deferred revenue                                                               1,804        760        --
     Accrued restructuring and other charges                                        1,877         --        --
                                                                                 --------   --------   -------
  Net cash used in operating activities                                           (14,154)   (10,068)   (1,408)
  INVESTING ACTIVITIES
  Purchases of available-for-sale investments                                     (44,769)   (92,966)   (2,483)
  Proceeds from sales of available-for-sale investments                            59,520     50,596     1,986
  Issuance of notes receivable                                                       (950)      (600)       --
  Purchase of property and equipment                                               (7,597)    (6,857)   (2,829)
                                                                                 --------   --------   -------
  Net cash provided by (used) in investing activities                               6,204    (49,827)   (3,326)
  FINANCING ACTIVITIES
  Term loan                                                                         5,265      2,573       967
  Repayments of term loan                                                          (1,082)      (763)     (100)
  Proceeds from issuance of convertible debt                                          305         --        --
  Payment of deposit                                                                   --       (693)       --
  Proceeds from sale of convertible preferred stock, net of issuance costs             --     17,619     4,430
  Proceeds from sale of common stock, net of issuance costs                         1,217     43,785        --
  Proceeds from the exercise of stock options                                       1,183          6        --
  Proceeds from employee stock purchase plan                                          295         --        --
  Proceeds from repayment of notes receivable from shareholders                       302         28        --
  Repurchase of common stock                                                           --         (3)       (2)
                                                                                 --------   --------   -------
  Net cash provided by financing activities                                         7,485     62,552     5,295
                                                                                 --------   --------   -------
  Net increase in cash and cash equivalents                                          (465)     2,657       561
  Cash and cash equivalents at beginning of period                                  3,788      1,129       568
                                                                                 --------   --------   -------
  Cash and cash equivalents at end of period                                     $  3,323   $  3,786   $ 1,129
                                                                                 ========   ========   =======
  SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES
  
  Unearned compensation related to stock options amounted to $440,000, $3,102,000
  and $2,124,000 for the years ended December 31, 1997, 1996 and 1995,
  respectively. Cash paid for interest expense amounted to $606,000, $428,000 and
  $18,000 in 1997, 1996 and 1995, respectively.
  
                              See accompanying notes.
  
                                         6
  INFOSEEK CORPORATION
  
            SUPPLEMENTAL CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                                   (IN THOUSANDS)
  CONVERTIBLE                                                            NOTES                    
                                   PREFERRED STOCK         COMMON STOCK                                   RECEIVABLE        TOTAL    
                               ------------------------  -----------------  ACCUMULATED     DEFERRED         FROM       SHAREHOLDERS'
                                  SHARES       AMOUNT    SHARES    AMOUNT     DEFICIT     COMPENSATION   SHAREHOLDERS       EQUITY
                               -------------  ---------  -------  --------  ------------  -------------  -------------  --------------
  BALANCE AT DECEMBER 31,
   1994                               9,421   $  2,020    3,783   $    38      $ (1,537)       $    --          $  --        $    521
  Issuance of Series A
   preferred stock
    for purchased technology            559        224       --        --            --             --             --             224
  Repurchase of common stock
   from
    founder                              --         --     (155)       (2)           --             --             --              (2)
  
  Issuance of Series C
   convertible
    preferred stock for
     cash, net of issuance
    costs                             5,600      4,430       --        --            --             --             --           4,430
  Issuance of warrants for
   shares of
    series C convertible
     preferred stock                     --         21       --        --            --             --             --              21
  Issuance of common stock
   to employee
    for note receivable                  --         --      372        50            --             --            (50)             --
  Unearned compensation
   related to
    stock options                        --         --       --     2,124            --         (2,124)            --              --
  Amortization of unearned
   compensation
    related to stock options             --         --       --        --            --             44             --              44
  Fair value assigned to
   services provided
    by Netscape                          --         --       --       200            --             --             --             200
  Net loss                               --         --       --        --        (3,296)            --             --          (3,296)
  
                               ------------   --------   ------   -------   -----------   ------------   ------------        --------
  BALANCE AT DECEMBER 31,
   1995                              15,580      6,695    4,000     2,410        (4,833)        (2,080)           (50)          2,142
  Cancellation of
   convertible preferred
    stock issued for
     purchased
    technology                         (280)        --       --        --            --             --             --              --
  Unearned compensation
   related to
    stock options                        --         --       --     3,102            --         (3,102)            --              --
  Amortization of unearned
   compensation                          --         --       --        --            --          1,346             --           1,346
  Issuance of convertible
   preferred
    stock for cash, net of
     issuance
    costs                             2,267     17,619       --        --            --             --             --          17,619
  Repurchases of common stock            --         --     (325)       (3)           --             --             --              (3)
  
  Issuance of common stock
   to officers                           --         --      787       910            --             --           (610)            300
  Cancellation of note
   receivable and
    repurchase of shares                 --         --     (365)     (470)           --            290            180              --
  Payment on shareholders'
   notes
    receivable                           --         --       --        --            --             --             28              28
  Conversion of convertible
   preferred
    stock into common stock
     upon
    the initial public
     offering                       (17,567)   (24,314)  17,567    24,314            --             --             --              --
  Issuance of common stock in
    connection with initial
     public
    offering, net of
     issuance costs                      --         --    3,973    43,485            --             --             --          43,485
  Exercise of common stock
   options                               --         --       54         6            --             --             --               6
  Net loss                               --         --       --        --       (15,938)            --             --         (15,938)
  
                               ------------   --------   ------   -------   -----------   ------------   ------------        --------
  BALANCE AT DECEMBER 31,
   1996                                  --         --   25,691    73,754       (20,771)        (3,546)          (452)         48,985
  Issuance of common stock
   and
    activity from merger with
    WebChat Communications,
     Inc.                                --         --      167       571          (697)            --             --            (126)
  
  Issuance of common stock
   for cash                              --         --       58     1,217            --             --             --           1,217
  Unearned compensation
   related to
    stock options                        --         --       --       440            --           (440)            --              --
  7
  CONVERTIBLE                                                            NOTES                    
                                   PREFERRED STOCK         COMMON STOCK                                   RECEIVABLE        TOTAL    
                               ------------------------  -----------------  ACCUMULATED     DEFERRED         FROM       SHAREHOLDERS'
                                  SHARES       AMOUNT    SHARES    AMOUNT     DEFICIT     COMPENSATION   SHAREHOLDERS       EQUITY
                               -------------  ---------  -------  --------  ------------  -------------  -------------  --------------
  Amortization of unearned
   compensation                          --         --       --        --            --            832             --             832
  Reversal of unearned
   compensation                          --         --       --    (2,071)           --          2,071             --              --
  Writeoff deferred
   compensation
    related to restructure               --         --       --        --            --            330             --             330
  Repurchases of common stock            --         --      (27)       --            --             --             --              --
  Issuance of common stock
   for
    notes receivable                     --         --       38        61            --             --            (61)             --
  Payment on shareholders'
   notes
    receivable                           --         --       --        --            --             --            302             302
  Conversion of debt into
   common stock                          --         --       27       550            --             --             --             550
  Exercise of common stock
   options                               --         --    1,445     1,183            --             --             --           1,183
   Issuance of common stock
    through
    employee stock purchase
     plan                                --         --       44       295            --             --             --             295
  Issuance of common stock
   from
    exercise of warrants                 --         --       91        --            --             --             --              --
  Net loss                               --         --       --        --       (26,562)            --             --         (26,562)
  
                               ------------   --------   ------   -------   -----------   ------------   ------------        --------
  BALANCE AT DECEMBER 31,
   1997                            $     --         --  $27,534   $76,000      $(48,030)       $  (753)         $(211)       $ 27,006
                               ============   ========  =======   =======   ===========   ============   ============        ========
  See accompanying notes.
  
                                         8
  INFOSEEK CORPORATION
  
              NOTES TO SUPPLEMENTAL CONSOLIDATED FINANCIAL STATEMENTS
  
  1.  ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  
  Organization   -   Infoseek Corporation, (the "Company"), provides leading
  Internet search and navigation technology, products and services that use the
  Web to connect its viewers' personal, work and community lives.  As a
  "connected" media company, Infoseek is able to segment viewers by interest area,
  providing advertisers with focused and targeted audiences.  The Infoseek Service
  is a comprehensive Internet gateway that combines search and navigation with
  directories of relevant information sources and content sites, offers chat and
  instant messaging for communicating shared interest and facilitates the purchase
  of related goods and services.  The Company conducts its business within one
  industry segment.
  
  Basis of Presentation   -   The supplemental consolidated financial statements
  include the accounts of the Company and its wholly-owned subsidiary.  All
  significant intercompany transactions and balances have been eliminated.  As
  more fully described in Note 2, a wholly owned subsidiary of the Company merged
  with WebChat Communications, Inc. ("WebChat") in April 1998 in a pooling of
  interests transaction.  The supplemental consolidated financial statements for
  1997 have been restated to include the financial position, results of operations
  and cash flows of WebChat.  Prior to 1997, these amounts for WebChat were not
  significant compared to those of the Company and accordingly, the Company's
  previously issued financial statements were not restated.  An adjustment was
  made to the beginning 1997 common stock and accumulated deficit as a result of
  not restating the Company's financial statements prior to 1997.
  
  Cash and Cash Equivalents -- The Company considers all highly liquid debt
  instruments which are purchased with a maturity of three months or less to be
  cash equivalents.
  
  Short-Term Investments -- The Company accounts for investments in accordance
  with Financial Accounting Standards Board, Statement No. 115, "Accounting for
  Certain Investments in Debt and Equity Securities." Management determines the
  appropriate classification of debt securities at the time of purchase and
  reevaluates such designation as of each balance sheet date. The Company's short-
  term investments, which consist primarily of commercial paper and government
  agency notes with maturities of one year or less, are classified as available-
  for-sale, and as such, are carried at fair value with the unrealized gains and
  losses, net of tax, reported in a separate component of shareholders' equity.
  The amortized cost of debt securities in this category is adjusted for
  amortization of premiums and accretion of discounts to maturity. Such
  amortization, as well as any interest on the securities, is included in interest
  income. Realized gains and losses and declines in value judged to be other-than-
  temporary on available-for-sale securities are included in interest income
  (expense). The cost of securities sold is based on the specific identification
  method. The Company had no investments in equity securities at December 31, 1997
  and 1996.
  
  Property and Equipment   -   Property and equipment are carried at cost less
  accumulated depreciation. The Company depreciates property and equipment using
  the straight-line method over the estimated useful lives of three to five years.
  Leasehold improvements are amortized using the straight-line method over the
  shorter of the life of the related asset or the term of the lease.
  
  Research and Development   -   Research and development expenditures are
  generally charged to operations as incurred. Financial Accounting Standards
  Board, Statement No. 86, "Accounting for the Costs of Computer Software to be
  Sold, Leased or Otherwise Marketed," requires the capitalization of certain
  software development costs subsequent to the establishment of technological
  feasibility. In the Company's case, capitalization would begin upon completion
  of a working model as the Company does not prepare detail program designs as
  part of the development process. As of December 31, 1997 and 1996, capitalized
  costs were insignificant.
  
  Stock-Based Compensation   -   The Company has elected to follow Accounting
  Principles Board Opinion No. 25 (APB 25), "Accounting of Stock Issued to
  Employees" and related interpretations, in accounting for its employee stock
  options because, as discussed below, the alternative fair value accounting
  provided for under Financial Accounting Standards Board, Statement No. 123 (SFAS
  123) "Accounting for Stock-Based Compensation," requires use of option valuation
  models that were not developed for use in valuing employee stock options. Under
  APB 25, with the exception of certain options granted during 1997, 1996 and 1995
  as discussed in Note 8, no compensation expense is recognized as the exercise
  price of the Company's employee stock options equals the market price of the
  underlying stock on the date of grant.
  
                                         9
  Long-Lived Assets   -   In 1995, the Financial Accounting Standards Board
  released the Statement No. 121 (SFAS No. 121), "Accounting for the Impairment of
  Long-Lived Assets and for Long-Lived Assets to be Disposed Of." SFAS No. 121
  requires recognition of impairment of long-lived assets in the event the net
  book value of such assets exceeds the future undiscounted cash flows
  attributable to such assets. SFAS No. 121 has not had a material impact on the
  financial statements of the Company.
  
  Revenue Recognition   -   The Company's advertising revenues are derived
  principally from short-term advertising contracts in which the Company
  guarantees a minimum number of impressions for a fixed fee. Advertising revenues
  are recognized ratably over the term of the contract provided that the monthly
  minimum impressions are met, the Company does not have any remaining significant
  obligations, and collection of the resulting receivable is probable. To the
  extent the minimum guaranteed impressions are not met, the Company defers
  recognition of the revenue until guaranteed impressions levels are met.
  
  Also included in advertising revenues is the exchange by the Company of
  advertising space on the Company's Web sites for reciprocal advertising space in
  other media publications or other Web sites or receipt of applicable goods and
  services. Revenues from these exchange transactions are recorded as advertising
  revenue at the estimated fair value of the goods and services received and are
  recognized when both the Company's advertisements and the reciprocal
  advertisements are run, or goods or services are received. Advertising revenues
  recognized under these trading activities were less than 10% of total revenues
  for all periods presented.
  
  In late 1997, the Company released a new version of its service which features
  15 "channels," and provides opportunities for revenue from the sale of channel
  sponsorships, as well as to enable the Company to share in a portion of the
  revenue generated by its viewers with these channel sponsors.  Revenue generated
  by channel sponsors is included in advertising revenues and is generally
  recognized on a straight line basis over the term of the agreements provided
  that minimum impressions are met.
  
  The Company also derived revenues of $2,141,000 from the licensing of its
  Ultraseek technology.  License revenues are recognized at the time of delivery,
  provided no significant obligations remain and collectibility of the resulting
  receivable is probable.
  
  During 1996 and 1995, the Company also derived revenues from fees related to a
  premium subscription service offered to business and professional users.
  Revenues from this service are recognized over the period the services are
  provided. During the third quarter of 1996, the Company discontinued this
  service.
  
  Advertising Costs   -   Advertising costs are expensed as incurred.  Advertising
  costs, which include service provider fees and reciprocal advertising amounted
  to $15,104,000 and $8,523,000 for the years ended December 31, 1997 and 1996,
  respectively.  There were no advertising costs for the year ended December 31,
  1995.  The Company does not incur any significant direct response advertising
  costs.
  
  Concentration of Credit Risk   -    Financial instruments that potentially
  subject the Company to concentrations of credit risk consist primarily of cash
  equivalents, short-term investments, and trade receivables. The Company places
  its cash equivalents and short-term investments with high-quality financial
  institutions. Through December 31, 1997, the Company invested its excess cash in
  commercial paper, government agency notes and money market funds. The Company
  operates in one business segment and sells advertising to various companies
  across several industries. The Company generally does not require collateral.
  The Company maintains allowances for credit losses, and such losses have been
  within management's expectations. For the year ended December 31, 1997 no
  customer accounted for greater than 10% of revenues.  For the year ended
  December 31, 1996, one customer (a related party, see Note 12) accounted for 13%
  of revenues and for the year ended December 31, 1995, another customer accounted
  for 13% of revenues.
  
  Net Loss Per Share   -   In 1997, the Financial Accounting Standards Board
  issued Statement No. 128, Earnings Per Share.  Statement No. 128 replaced the
  calculation of primary and fully diluted earnings per share with basic and
  diluted earnings per share.  Unlike primary and fully diluted earnings per
  share, outstanding nonvested shares are not included in the computations of
  basic and diluted earnings per share until the time-based vesting restriction
  has lapsed.  Basic earnings per share also excludes any dilutive effects of
  options, warrants and convertible securities.  Diluted earnings per share is
  very similar to the previously reported fully diluted earnings per share.  In
  addition, in February 1998, the Securities and Exchange Commission issued Staff
  Accounting Bulletin No. 98, Earnings Per Share.  Staff Accounting Bulletin No.
  98 effected the treatment of certain stock and warrants ("cheap stock") issued
  within a one-year period prior to an initial public offering.  Earnings per
  share amounts presented have been restated to conform to the requirements of
  Statement No. 128 and Staff Accounting Bulletin No. 98.
  
                                         10
  Net loss per share information for 1997 has been adjusted on a retroactive basis
  to give effect to the merger with WebChat (see Note 2), whereby each share of
  WebChat was converted to 0.03 shares of Infoseek common stock.  Share
  information for 1996 and 1995 has not been restated due to WebChat amounts 
  being insignificant.
  
  Pro Forma Net Loss Per Share   -   Pro forma net loss per share for the year
  ended December 31, 1995 has been computed as described above and also gives
  effect, even if antidilutive, to common equivalent shares from preferred stock
  that automatically converted upon the closing of the Company's initial public
  offering (using the as-if-converted method).
  
  Use of Estimates in the Preparation of Financial Statements   -   The
  preparation of financial statements in conformity with generally accepted
  accounting principles requires management to make estimates and assumptions that
  affect the reported amounts of assets and liabilities and the disclosure of
  contingent assets and liabilities at the date of the financial statements as
  well as the reported amounts of revenue and expenses during the reporting
  period. Actual results inevitably will differ from those estimates, and such
  differences may be material to the financial statements.
  
  New Accounting Pronouncements   -   The Financial Accounting Standards Board
  approved the new American Institute of Certified Public Accountants Statement of
  Position, Software Revenue Recognition (SOP 97-2).  SOP 97-2 will be effective
  for the Company beginning in the first quarter of 1998.  The Company does not
  believe the adoption of SOP 97-2 will have a significant impact on its revenue
  recognition policy.
  
  In June 1997, the Financial Accounting Standards Board issued Statement No. 130,
  Reporting Comprehensive Income (SFAS No. 130) and Statement No. 131, Disclosures
  About Segments of An Enterprise and Related Information (SFAS No. 131).  SFAS
  No. 130 establishes rules for reporting and displaying comprehensive income.
  SFAS No. 131 will require the Company to use the "management approach" in
  disclosing segment information.  Both statements are effective for the Company
  during 1998.  The Company does not believe that the adoption of SFAS No. 130 or
  SFAS No. 131 will have a material impact on the Company's results of operations,
  cash flows, or financial position.
  
  Reclassifications   -   Certain reclassifications, none of which affected net
  loss, have been made to prior year's amounts in order to conform to the current
  year's presentation.
  
  2.    BUSINESS COMBINATION
  
  On April 17, 1998, the Company acquired WebChat in a tax-free reorganization in
  which a wholly owned subsidiary of the Company was merged directly into WebChat.
  The Company has exchanged approximately 316,000 shares of Infoseek Corporation
  common stock and has reserved approximately 11,000 shares for WebChat options
  assumed by the Company. Each share exchanged represents 0.03 share of common
  stock of the Company for each share of the common, and preferred stock of
  WebChat. Merger related expenses, which are not expected to be significant, will
  be recorded in the second quarter 1998. The merger has been accounted for under
  the pooling of interests method.
  
  A reconciliation of net sales and net loss of the Company, as previously
  reported, WebChat and combined for the year ended December 31, 1997 is as
  follows (in thousands):
  Net revenue  NET LOSS
                    -----------  --------
  Infoseek        $34,603   $24,623
        Webchat             479     1,939
                        -------   -------
        Combined        $35,082   $26,562
                        =======   =======
  11
  3. FAIR VALUE OF FINANCIAL INSTRUMENTS
  
  The following estimated fair value amounts have been determined by the Company
  using available market information and appropriate valuation methodologies.
  However, considerable judgment is required in interpreting market data to
  develop the estimates of fair value. Accordingly, the estimates presented herein
  are not necessarily indicative of the amounts that the Company could realize in
  a current market exchange.
  AT DECEMBER 31, 1997
                             ---------------------------------------------
                                           GROSS       GROSS
                             AMORTIZED   UNREALIZED  UNREALIZED  ESTIMATED
  SHORT-TERM INVESTMENTS       COSTS       GAINS      LOSSES    FAIR VALUE
  ----------------------     ----------  ----------  ---------  ----------
  Commercial paper              $23,007  $       --  $      --     $23,007
  Government agency notes         4,003           2         --       4,005
  Money market fund               1,106          --         --       1,106
                                -------  ----------  ---------     -------
  Total                         $28,116  $        2  $      --     $28,118
                                =======  ==========  =========     =======
   
                                        AT DECEMBER 31, 1996
                             ---------------------------------------------
                                           GROSS       GROSS
                             AMORTIZED   UNREALIZED  UNREALIZED  ESTIMATED
  SHORT-TERM INVESTMENTS       COSTS       GAINS      LOSSES    FAIR VALUE
  ----------------------     ----------  ----------  ---------  ----------
  Commercial paper              $27,588  $       --  $      --     $27,588
  Government agency notes        15,279          --         --      15,279
                                -------  ----------  ---------     -------
  Total                         $42,867  $       --  $      --     $42,867
                                =======  ==========  =========     =======
  Realized gains and losses were insignificant during all periods presented.
  
  4. OBLIGATIONS
  
  In March 1997, the Company entered into a four year, $5,000,000 equipment term
  loan facility. The loan bears interest at the bank's prime rate plus 0.25%
  (8.75% at December 31, 1997). Under the terms of the agreement, the Company
  grants a security interest in certain assets of the Company and must maintain
  financial covenants including minimum tangible net worth and others based on
  monthly cash balances with which the Company was in compliance as of December
  31, 1997.  Under the equipment term loan facility, the Company is restricted in
  its ability to pay dividends.  Interest only payments will be made during the
  first 12 months and borrowings and interest will be repaid on a straight-line
  basis over 36 months beginning in month 13 of the facility.  As of December 31,
  1997, there was approximately $5,000,000 outstanding against the term loan
  facility.
  
  In February 1997, WebChat entered into a three and one half year $300,000
  equipment term loan facility. The loan bears interest at the bank's prime rate
  plus 2.5% (11% at December 31, 1997). Under the terms of the facility, Webchat
  grants a security interest in certain assets and is restricted in its ability to
  pay cash dividends. Interest only payments will be made during the first six
  months and principal and interest will be repaid on a straight-line basis over
  36 months beginning in month seven of the facility. As of December 31, 1997,
  there was approximately $265,000 outstanding against the term loan facility.
  
  In 1996 and 1995, the Company entered into term loan agreements with a lending
  institution under which the Company borrowed approximately $3,540,000 to finance
  the purchase of equipment. Borrowings made under the agreement are due over 37
  months, bear interest which ranges from 15.80% to 16.39%, and are secured by
  certain assets of the Company. In connection with the 1996 loan agreement, the
  Company paid a cash deposit of $693,000 to the lending institution which is
  included in deposits and other assets on the balance sheet.
  
                                         12
  Maturities under these agreements as of December 31, 1997 are as follows:
  DECEMBER 31,   
                                     1997
                                --------------
                                (In thousands)
  1998                   $2,575
                 1999                    2,344
                 2000                    1,733
                 2001                      416
                                        ------
                                        $7,068
                                         ======
  5. COMMITMENTS
  
  The Company leases its facilities under operating lease agreements which expire
  at various dates through 2002. Total rent expense for the years ended December
  31, 1997, 1996 and 1995 was $1,397,000, $379,000 and $86,000, respectively.  In
  January 1998, the Company signed an agreement to sublease approximately 20,500
  square feet of its Sunnyvale, California facility.  In connection with the
  sublease agreement, the Company will receive future rent payments of
  approximately $372,000 in 1998 and $300,000 in 1999.  Minimum future rental
  commitments under these leases as of December 31, 1997 are as follows:
  DECEMBER 31,
                                      1997
                                 --------------
                                 (In thousands)
  1998                   $ 2,128
                 1999                     2,099
                 2000                     2,089
                 2001                     1,985
                 2002                     1,712
                                        -------
                                        $10,013
                                        =======
  Netscape
  
  Historically, a large portion of the Company's traffic was derived through the
  Web page of Netscape Communications Corporation ("Netscape").  In March 1996,
  the Company entered into an agreement with Netscape, which provided that the
  Company would be listed as a Premier Provider on Netscape's Web page for the
  period from April 10, 1996 to March 31, 1997.  This agreement with Netscape
  provided for payments of up to an aggregate of $5,000,000 in cash and reciprocal
  advertising ($3,500,000 in cash and $1,500,000 in reciprocal advertising) over
  the course of the one-year term of the agreement.  In March 1997, Infoseek
  renewed its agreement with Netscape under terms that extended the current
  contract through April 30, 1997 and thereafter provided for Infoseek to be one
  of four premier providers displayed on Netscape's Web page for the period of May
  1, 1997 through April 30, 1998. The renewed agreement with Netscape provides for
  payments of up to an aggregate of $12,500,000 in cash and reciprocal advertising
  ($10,000,000 in cash and $2,500,000 in reciprocal advertising) over the term of
  the agreement.  During the year ended December 31, 1997 and 1996, the Company
  recognized $9,583,000 and $3,750,000, respectively, of expense related to this
  agreement.  The payments to Netscape are being recognized ratably over the term
  of the agreement.  At December 31, 1997, the Company had approximately
  $7,555,000 of cash commitment remaining in connection with this agreement, of
  which $4,221,000 is included in accrued liabilities to service providers on the
  December 31, 1997 balance sheet.
  
  In July 1997, the Company entered into an agreement with Netscape whereby it was
  designated as a premier provider of international search and navigational guide
  services for the Netscape Net Search Program.  Under the terms of the agreement,
  the Company will provide services for 10 Netscape local Web sites.  The
  Company's agreement with Netscape provides for payments ranging from a minimum
  of $666,000 ($400,000 in cash and $266,000 in reciprocal advertising) to a
  maximum of $1,219,000 ($677,000 in cash and $542,000 in reciprocal advertising)
  depending on the level of traffic delivered by Netscape.  During the year ended
  December 31, 1997, Netscape delivered traffic at the minimum level and as a
  result the Company recognized sales and marketing expenses of approximately
  $333,000 under this agreement.  At December 31, 1997, the Company had a cash
  commitment ranging from a 
  
                                         13
  minimum of $74,000 to a maximum of $351,000 depending on the level of traffic
  delivered by Netscape in connection with this agreement (see also Note 15).
  
  Contingencies
  
  From time to time, the Company may be a part to litigation and claims incident
  to the ordinary course of its business.  Although the results of litigation and
  claims cannot be predicted with certainty, the Company believes that the final
  outcome of such matters will not have a material adverse effect on the Company's
  financial position results of operations, or cash flows.
  
  6. RESTRUCTURING AND OTHER CHARGES
  
  During the second quarter of 1997, the Company recorded restructuring and other
  charges of approximately $7,400,000, of which approximately $6,200,000 related
  to a program to discontinue certain business arrangements, which were determined
  to be non-strategic, and approximately $1,200,000 related to management changes.
  Of these restructuring charges, approximately $5,000,000 involves cash outflows,
  of which $3,100,000 has been completed as of December 31, 1997.  Non-cash
  restructuring charges of approximately $2,400,000 relate primarily to the write-
  down of certain non-strategic business assets.  There have been no material
  changes to the restructuring plan or in the estimates of the restructuring
  costs.  As of December 31, 1997, the Company has approximately $1,900,000
  remaining in its restructuring reserve, which is expected to be fully utilized
  by mid 1998.
  
  7. SHAREHOLDERS' EQUITY
  
  Preferred Stock   -  On May 15, 1996, the Board of Directors authorized
  5,000,000 shares of undesignated preferred stock. In connection with this
  action, the Board has the authority to issue in one or more series and to fix
  the rights, preferences, privileges, and restrictions thereof, without further
  vote or action by the shareholders.  No such shares have been issued to date.
  
  Convertible Preferred Stock   -  Through May of 1996, the Company issued series
  A, B, C, and E convertible preferred stock. A portion of the Series E
  convertible preferred stock was redeemable at the request of the holder. On June
  11, 1996 the Company completed its initial public offering and at that time all
  outstanding shares of convertible preferred stock were converted into common
  stock on a one-for-one basis.
  
  Common Stock   -  On May 15, 1996, the Company's Shareholders approved a 3-for-4
  reverse stock split of the Company's preferred and common stock.  All
  outstanding preferred, common and common equivalent shares in the accompanying
  financial statements have been retroactively adjusted to give effect to this
  reverse stock split.  At the same time, the Board of Directors approved the
  increase of authorized common stock to 60,000,000 shares.
  
  Founders' Common Stock   -  The Company has the right, at any time within sixty
  days after termination of a founder's employment or service, to repurchase
  certain common shares at the price per share paid by the founder. The Company's
  right to repurchase lapses with respect to 25% of the total number of shares
  held by the founder, commencing twelve months after purchase, and in monthly
  increments of 2.08% of the total number of shares thereafter.  There were 7,000
  and 1,101,000 common shares subject to repurchase by the Company at December 31,
  1997 and 1996, respectively.
  
  Shareholders' Notes Receivable   -  During 1997, 1996 and 1995, the Company
  entered into agreements with certain officers and employees to sell
  approximately 38,000, 412,000 and 372,000 shares, respectively, of the Company's
  common stock in exchange for full recourse promissory notes. The shares are
  subject to repurchase by the Company, and such repurchase options lapse in
  monthly increments of 2.08% of the total number of shares purchased.  At
  December 31, 1997 and 1996, there were approximately 88,500 and 504,000 common
  shares, respectively, subject to repurchase by the Company.
  
  Warrants   -  During 1995, in connection with an equipment financing
  transaction, the Company issued warrants to purchase 100,000 shares of Series C
  convertible preferred stock at an exercise price of $0.80 per share. These
  warrants are exercisable at any time through October 2000. As of December 31,
  1997, all warrants had been exercised. The Company recorded additional interest
  expense using the minimum value method to determine the value of the warrants.
  
                                         14
  Common Stock Reserved For Future Issuance   -  Shares of common stock reserved
  for future issuance are as follows:
  DECEMBER 31,
                                                 1997
                                            --------------
                                            (In thousands)
  Preferred stock                         5,000
            Stock option plan                       5,753
            Employee stock purchase plan              143
                                                   ------
                                                   10,896
                                                   ======
  8. STOCK OPTION/STOCK ISSUANCE PLAN
  
  The Company's Stock Option Plan (the "Predecessor Plan") provides for the grant
  of incentive stock options and non statutory stock options to employees and
  consultants of the Company at prices ranging from 85% to 110% (depending on the
  type of grant) of the fair market value of the common stock on the date of grant
  as determined by the Board of Directors.
  
  In April 1996, the Board of Directors adopted the 1996 Stock Option/Stock
  Issuance Plan (the "1996 Plan") which was approved by the Company's shareholders
  on May 15, 1996. The 1996 Plan is intended to serve as the successor equity
  incentive stock issuance program to the Predecessor Plan. Under the 1996 Plan,
  7,225,000 shares of common stock have been authorized for issuance.  The 1996
  Plan is divided into three separate components: the Discretionary Option Grant
  Program under which eligible individuals may be granted options to purchase
  shares of common stock at an exercise price of not less than 85% of their fair
  market value on the grant date; the Stock Issuance Program under which eligible
  individuals may be issued shares of common stock directly through the purchase
  of such shares at a price of not less than 85% of their fair market value at the
  time of issuance or as a bonus tied to the performance of services; and the
  Automatic Option Grant Program under which option grants will automatically be
  made at periodic intervals to eligible non employee Board members to purchase
  shares of common stock at an exercise price equal to 100% of their fair market
  value on the grant date.
  
  The vesting and exercise provisions of the option grants are determined by the
  Board of Directors. Options generally vest and become exercisable as to 25% of
  the shares one year from the date of grant and the balance in monthly increments
  over the subsequent three years of service. Options expire no later than seven
  years from the date of grant. Options for the purchase of 583,000 and 845,000
  shares were exercisable as of December 31, 1997 and 1996, respectively.
  
  The Company has elected to follow Accounting Principles Board Opinion No. 25
  (APB No. 25), "Accounting of Stock Issued to Employees" and related
  interpretations, in accounting for its employee stock options because, as
  discussed below, the alternative fair value accounting provided for under
  Financial Accounting Standards Board, Statement No. 123 (SFAS No. 123)
  "Accounting for Stock-Based Compensation," requires use of option valuation
  models that were not developed for use in valuing employee stock options. The
  Company, under APB No. 25, generally does not recognize compensation expense as
  the exercise price of the Company's employee stock options equals the market
  price of the underlying stock on the date of grant.
  
  Through December 31, 1997, the Company recorded aggregate deferred compensation
  of $5,666,000 representing the difference between the grant price and the deemed
  fair value of the Company's common stock granted during those periods. The
  amortization of deferred compensation is being charged to operations and is
  being amortized over the vesting period of the options, which is typically four
  years. For December 31, 1997, 1996 and 1995, the amortized expenses were
  $832,000 $1,346,000 and $44,000, respectively.
  
  Pro forma information regarding net loss and loss per share is required by SFAS
  No. 123, which also requires that the information be determined as if the
  Company has accounted for its employee stock options granted subsequent to
  December 31, 1994 under the fair value method of this statement. The fair value
  for options granted during 1997 were estimated at the date of grant using the
  Black-Scholes multiple option pricing model with the following weighted average
  assumptions: risk-free interest rate ranging from 5.53% to 6.77%; a dividend
  yield of 0.0%; a volatility factor of the expected market price of the Company's
  common stock of .87; and a weighted-average expected life of the option of five
  years for officers and four years for non officers.  Subsequent to the Company's
  initial public offering in June 1996, the fair value of options granted during
  the balance of 1996 were estimated with the following weighted average
  assumptions: risk-free interest rate ranging from 5.18% to 6.58% in 1996 and
  5.34% to 7.03% in 1995; a dividend yield of 0.0%; a volatility factor of the
  expected market price of the Company's common stock of .80; and a weighted-
  average 
  
                                         15
  expected life of the option of five years for officers and four years for non
  officers. The fair value for options granted prior to the Company's initial
  public offering in June 1996 were estimated at the date of grant using the
  minimum value method and have a volatility factor of zero.
  
  Had compensation cost for the Company's stock-based compensation plans been
  determined based on the fair value at the grant dates for awards under those
  plans consistent with the method of SFAS No. 123, the Company's net loss and
  loss per share would have been increased to the pro forma amounts indicated
  below:
  1997         1996         1995
                                                    -----------  -----------  -----------
                                                    (In thousands, except per share data)
  Pro forma net loss                                    $30,919      $17,328       $3,442
  Pro forma basic and diluted net loss per share        $  1.16      $  0.80       $ 0.13
  Because SFAS No. 123 is applicable only to options granted subsequent to
  December 31, 1994, its pro forma effect will not be fully
  reflected until 1999.
  
  In July 1997, the Board of Directors authorized the repricing of options to
  purchase 821,300 shares of common stock effective on July 23, 1997 to the then
  fair market value of $6.13 per share.  Under the terms of the repricing, the
  repriced options maintain the same vesting and expiration terms, except they may
  not be exercised until January 9, 1998.  Executive officers, consultants and
  members of the Board of Directors were not eligible to participate in the
  repricing.
  
  A summary of the Company's stock option activity and related information for the
  years ended December 31 is as follows (amounts used in 1997 have been restated
  to reflect the April 17, 1998 merger with WebChat):
  1997                               1996                               1995
                               -------------------------------  --------------------------------  -----------------------------------
                                                WEIGHTED                             WEIGHTED                              WEIGHTED
                                                AVERAGE                              AVERAGE                                AVERAGE
                                OPTIONS      EXERCISE PRICE          OPTIONS       EXERCISE PRICE        OPTIONS        EXERCISE PRICE
                               ---------  --------------------  -----------------  --------------  -------------------  --------------
                                                                (IN THOUSANDS, EXCEPT PER SHARE DATA)
  Outstanding  beginning of
   year                           4,921                $ 2.10              3,074           $ 0.13                 165            $0.07
    Granted                       4,418                $ 6.61              2,851           $ 3.98               3,438            $0.13
    Exercised                    (1,456)               $ 0.79                (54)          $ 0.11                  --               --
  Canceled                       (3,725)               $ 4.79               (957)          $ 1.51                (529)           $0.11
                                -------                ------              -----           ------              ------            -----
  Outstanding-end of year         4,158                $ 4.92              4,914           $ 2.10               3,074            $0.13
                                =======                                    =====                               ======
   
  Exercisable at end of year        583                $ 2.63                845           $ 0.35                 155            $0.13
  Weighted-average fair
   value of options granted 
    during the year                                    $ 4.48                              $ 3.79                                $0.40
  Outstanding and Exercisable By Price Range as of December 31,  1997:
  OPTIONS OUTSTANDING                              OPTIONS EXERCISABLE
                                          --------------------------------------   --------------------------------------------------
                                                                    WEIGHTED           NUMBER
                                                NUMBER              AVERAGE           WEIGHTED     EXERCISABLE AS OF       WEIGHTED
                                           OUTSTANDING AS OF       REMAINING          AVERAGE         DECEMBER 31,         AVERAGE
  RANGE OF EXERCISE PRICES                 DECEMBER 31, 1997    CONTRACTUAL LIFE   EXERCISE PRICE         1997          EXERCISE PRICE
  ---------------------------             -------------------   ----------------   --------------  -----------------    --------------
  (IN THOUSANDS)          (YEARS)                          (IN THOUSANDS)
      $  0.00 - $  5.00                              2,724                7.9           $ 3.47                 386            $0.51
      $  5.01 - $ 10.00                              1,018                7.5           $ 6.64                 197            $6.77
      $ 10.01 - $ 15.00                                416                9.8           $10.26                  --               --
                                                     -----                ---           ------                 ---            -----
                                                     4,158                8.0           $ 2.10                 583            $2.63
                                                     =====                                                     ===
  16
  9. EMPLOYEE STOCK PURCHASE PLAN
  
  In April 1996, the Board of Directors adopted the 1996 Employee Stock Purchase
  Plan (the "Purchase Plan"), which is designed to allow eligible employees of the
  Company to purchase shares of common stock at semiannual intervals through their
  periodic payroll deductions.  An aggregate of 187,500 shares of common stock has
  been reserved for the Purchase Plan of which 44,443 have been issued through
  December 31, 1997. The Purchase Plan is implemented in a series of successive
  offering periods, each with a maximum duration of 24 months. Eligible employees
  can have up to 10% (up to a maximum of 1,000 shares per year) of their base
  salary deducted that is to be used to purchase shares of the common stock on
  specific dates determined by the Board of Directors. The price of common stock
  purchased under the Purchase Plan will be equal to 85% of the lower of the fair
  market value of the common stock on the commencement date of each offering
  period or the specified purchase date.  The Company does not recognize
  compensation cost related to employee purchase rights under the Plan.  To comply
  with the pro forma reporting requirements of SFAS No. 123, compensation cost is
  estimated for the fair value of the employees' purchase rights using the Black-
  Scholes model with the following assumptions for those rights granted in 1997: a
  risk free interest rate of 6.0%; dividend yield of 0.0%; expected volatility
  factor of .87; an expected life of six months; and for those granted in 1996: a
  risk free interest rate of 5.0%; dividend yield of 0.0%; expected volatility
  factor of .80; an expected life of six months.  The weighted average estimated
  fair value of the Purchase Plan shares granted in 1997 was $4.05.
  
  10. INCOME TAXES
  
  Due to the Company's loss position, there was no provision for income taxes for
  any period presented.
  
  As of December 31, 1997, the Company has federal and state net operating loss
  carry forwards of approximately $45,000,000 and $29,500,000, respectively. The
  federal net operating loss carry forwards will expire in the years 2009 through
  2012, and the state net operating loss carry forwards will expire in the years
  1999 through 2002. The Company has federal and state research and
  experimentation credits of approximately $300,000 each, that will expire in the
  years 2009 through 2012. Utilization of the net operating losses and credits may
  be subject to a substantial annual limitation due to the ownership change
  limitations provided by the Internal Revenue Code of 1986 and similar state
  provisions. The annual limitation may result in the expiration of net operating
  losses and credits before utilization.
  
  Deferred taxes reflect the net tax effects of temporary differences between the
  carrying amounts of assets and liabilities for financial reporting purposes and
  the amounts used for income tax purposes. Significant components of the
  Company's deferred taxes consisted of the following at:
  DECEMBER 31,
                                          -------------------
                                            1997       1996
                                          ---------  --------
  (In thousands)
  Deferred tax assets:
   Net operating losses                   $ 17,448   $ 7,500
   Research credit carry forwards              406       200
   Accrued royalties                            37        60
   Other individually immaterial items       1,654       340
                                          --------   -------
    Total deferred tax assets               19,545     8,100
   Valuation allowance                     (19,545)   (8,100)
                                          --------   -------
    Total net deferred tax assets         $     --   $    --
                                          ========   =======
  The change in the valuation allowance was a net increase of approximately
  $6,409,000 and $1,030,000 for the years ended December 31, 1996 and 1995,
  respectively.
  
                                         17
  11. EMPLOYEE BENEFIT PLAN
  
  In January 1996, the Company adopted a plan to provide retirement and incidental
  benefits for its eligible employees, known as the Infoseek Corporation 401(k)
  Plan ("The Plan"). As allowed under Section 401(k) of the Internal Revenue Code,
  the Plan provides tax-deferred salary deductions for eligible employees.
  Participants in the Plan may make salary deferrals of up to 20% of their annual
  salary, limited by the maximum dollar amount allowed by the Internal Revenue
  Code. The Company, at its discretion, may elect to make contributions to the
  Plan on behalf of its eligible participants. The Company has made no such
  contributions to date.
  
  12. RELATED PARTY TRANSACTIONS
  
  Bell Atlantic, with a representative on the Company's Board of Directors and
  ownership of a substantial amount of the outstanding common stock of the Company
  is considered a related party.  In March 1996, the Company and Bell Atlantic
  entered into a one-year agreement, which provided for the Company's display of
  the Big Yellow logo within the Infoseek Service.  According to the terms of the
  agreement, Bell Atlantic agreed to pay to the Company up to an aggregate of
  $4,600,000, in monthly payments, which amount would be decreased proportionately
  if the number of impressions of the Big Yellow logo were below a specified
  number.  In February 1997, the Company signed an amendment with Bell Atlantic
  extending the term of the original agreement, dated March 1996, through June
  1998 in exchange for an additional $1,400,000, for a total of $6,000,000, in
  monthly payments.  The terms of conditions of the amended agreement are
  substantially the same, except for elimination of certain exclusivity and
  reimbursement provisions.  The Company recognized revenue of $2,820,000 and
  $1,882,000 in connection with this agreement during the year ended December 31,
  1997 and 1996, respectively.  Amounts receivable from and payable to such
  related party were immaterial at December 31, 1997 and 1996.
  
  13. EARNINGS PER SHARE
  
  The following table sets forth the computation of basic and diluted earnings per
  share (in thousands, except per share amounts):
  1997       1996       1995
                                                          ---------  ---------  --------
  Numerator:
     Net Loss:                                            $(26,562)  $(15,938)  $(3,296)
                                                          --------   --------   -------
  Numerator for basic and diluted loss per share          $(26,562)  $(15,938)  $(3,296)
                                                          ========   ========   =======
   
  Weighted average of common shares                         26,627     14,076     1,635
  Conversion of preferred stock not included in shares
  related to SEC Staff Accounting Bulletin 98                   --      8,044    13,900
                                                          --------   --------   -------
   
  Denominator for basic and diluted loss per share          26,627     22,120    15,535
                                                          ========   ========   =======
   
  Basic and diluted loss per share
  (pro forma in 1995)                                       ($1.00)    ($0.72)   ($0.21)
                                                          ========   ========   =======
  14. SUBSEQUENT EVENTS
  
  In February 1998, the Company completed a follow-on public offering of 3,450,000
  shares of Common Stock and received proceeds of approximately $43,015,000 net of
  underwriting discounts, commissions and other offering costs.
  
                                         18
  15. NETSCAPE AGREEMENT (UNAUDITED)
  
  The agreement with Netscape expired on April 30, 1998 but was subsequently
  extended through May 31, 1998.  Recently, Netscape announced that they have
  signed a two-year strategic partnership with Excite, Inc. ("Excite") to build
  out content based channels jointly for Netscape's Web site and to create co-
  branded search, thereby competing directly with the Company.  Under terms of
  this agreement, Netscape and Excite, will each serve as a premier provider, with
  each receiving 25 percent of the net search rotation  the percentage of pages
  served to visitors who have not selected a preferred provider.  The remaining 50
  percent of premier provider rotations will be allocated or divided and sold
  among the remaining navigational service providers (the allocated percent
  rotation of premier provider rotations, which will be shared by other
  navigational service providers, decreases to 25 percent in 1999).
  
  16. QUARTERLY FINANCIAL DATA (UNAUDITED)
  THREE MONTHS ENDED
                                              ----------------------------------------------------------------
                                              MARCH 31, 1997   JUNE 30, 1997   SEPT. 30, 1997   DEC. 31, 1997
                                              ---------------  --------------  ---------------  --------------
                                                          (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
  Total revenues                                     $ 6,240        $  7,786          $ 8,381         $12,675
  Cost of revenues                                     1,297           1,533            1,567           1,922
                                                     -------        --------          -------         -------
  Gross profit                                         4,943           6,253            6,814          10,753
  Operating expenses:
   Research and development                            1,728           2,374            1,777           2,021
   Sales and marketing                                 6,650           7,541            8,329          11,800
   General and administrative                          1,470           1,825            1,947           1,800
    Restructuring and other charges                       --           7,349               --              --
                                                     -------        --------          -------         -------
  Total operating expenses                           $ 9,848        $ 19,089          $12,053         $15,621
                                                     -------        --------          -------         -------
  Operating loss                                      (4,905)        (12,836)          (5,239)         (4,868)
  Net interest income                                    400             379              287             220
                                                     -------        --------          -------         -------
  Net loss                                           $(4,505)       $(12,457)         $(4,952)        $(4,648)
                                                     =======        ========          =======         =======
   
  Basic and diluted net loss per share                $(0.17)         $(0.47)          $(0.19)         $(0.17)
                                                     =======        ========          =======         =======
   
   
   
  THREE MONTHS ENDED
  ------------------------------------------
                                              MARCH 31, 1996   JUNE 30, 1996   SEPT. 30, 1996   DEC. 31, 1996
                                              --------------   -------------   --------------   -------------
  (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
  Total revenues                                     $ 1,731        $  3,286          $ 4,007         $ 6,071
  Cost of revenues                                       690             729              827             948
                                                     -------        --------          -------         -------
  Gross profit                                         1,041           2,557            3,180           5,123
  Operating expenses:
   Research and development                              934             950            1,218           1,448
   Sales and marketing                                 2,757           5,566            5,219           6,913
   General and administrative                            860             919            1,091           1,307
                                                     -------        --------          -------         -------
  Total operating expenses                             4,551           7,435            7,528           9,668
                                                     -------        --------          -------         -------
  Operating loss                                      (3,510)         (4,878)          (4,348)         (4,545)
  Net interest income/(expense)                          (58)            155              652             594
                                                     -------        --------          -------         -------
  Net loss                                           $(3,568)       $ (4,723)         $(3,696)        $(3,951)
                                                     =======        ========          =======         =======
   
  Basic and diluted net loss per share                $(0.18)         $(0.25)          $(0.15)         $(0.16)
                                                     =======        ========          =======         =======
  The 1997 quarterly amounts have been restated to reflect the April 17, 1998
  merger with Webchat.  The 1996 quarterly amounts have not been restated due to
  WebChat amounts being insignificant.
  
                                         19
  Schedule II
   
                         VALUATION AND QUALIFYING ACCOUNTS
  YEAR ENDED DECEMBER 31,
                                                                                     ------------------------------------------------
                                                                                                      (IN THOUSANDS)
                                                                                                 ADDITIONS
                                                                                     BALANCE AT  CHARGED TO
                                                                                     BEGINNING   COSTS AND                BALANCE AT
                                                                                      OF YEAR     EXPENSES   WRITE-OFFS   END OF YEAR
                                                                                     ----------  ----------  -----------  -----------
  Allowance for doubtful accounts:
    1995.........................................................................            --        $ 42          --          $ 42
    1996.........................................................................          $ 42        $651       $(343)         $350
    1997.........................................................................          $350        $930       $(300)         $980
  20
  INFOSEEK CORPORATION
  
                 CONDENSED SUPPLEMENTAL CONSOLIDATED BALANCE SHEETS
                        (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
  MARCH 31,   DECEMBER 31,
                                                          1998          1997
                                                       (RESTATED)*   (RESTATED)*
                                                       -----------  -------------
                                                       (UNAUDITED)
  ASSETS
  Current assets:
     Cash and cash equivalents                           $  1,072       $  3,323
     Short-term investments                                71,410         28,116
     Accounts receivable, net                               7,523          6,921
     Other current assets                                     638            648
                                                         --------       --------
         Total current assets                              80,643         39,008
   
  Property and equipment, net                              11,264         10,488
  Deposits and other assets                                 1,993          1,993
                                                         --------       --------
         Total assets                                    $ 93,900       $ 51,489
                                                         ========       ========
   
  LIABILITIES AND SHAREHOLDERS' EQUITY
  Current liabilities:
     Accounts payable                                    $  4,002       $  4,861
     Accrued payroll and related expenses                   1,314          1,630
     Accrued liabilities to service providers               5,135          4,221
     Other accrued liabilities                              2,652          2,262
     Deferred revenue                                       3,511          2,564
     Accrued restructuring and other charges                1,416          1,877
     Short-term obligations                                 3,274          2,575
                                                         --------       --------
         Total current liabilities                         21,304         19,990
  Long-term obligations                                     3,649          4,493
   
  Shareholders' equity:
     Common stock                                         119,575         76,000
     Accumulated deficit                                  (49,830)       (48,030)
     Deferred compensation                                   (587)          (753)
     Notes receivable from shareholders                      (211)          (211)
                                                         --------       --------
         Total shareholders' equity                        68,947         27,006
                                                         --------       --------
         Total liabilities and shareholders' equity      $ 93,900       $ 51,489
                                                         ========       ========
  * Restated from previously released financial information to reflect the April
   1998 merger with WebChat Communications, Inc. which has been accounted for
   under the pooling of interests method.
  
                              See accompanying notes.
  
                                         21
  INFOSEEK CORPORATION
  
            CONDENSED SUPPLEMENTAL CONSOLIDATED STATEMENTS OF OPERATIONS
                                    (UNAUDITED)
                        (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
  THREE MONTHS ENDED
                                                                          MARCH 31,
                                                                   ---------------------- 
                                                                     1998           1997
                                                                   -------        -------
                                                                  (RESTATED) *  (RESTATED) *
  Total revenues                                                   $14,453        $ 6,240
  Cost of revenues                                                   2,154          1,297
                                                                   -------        -------
  
  Gross profit                                                      12,299          4,943
   
  Operating expenses
   Research and development                                          2,130          1,728
   Sales and marketing                                              10,577          6,650
   General and administrative                                        1,862          1,470
                                                                   -------        -------
  Total operating expenses                                          14,569          9,848
                                                                   -------        -------
  
  Operating loss                                                    (2,270)        (4,905)
  Interest income (expense)
   Interest income, net                                                470            400
                                                                   -------        -------
  Net loss                                                         $(1,800)       $(4,505)
                                                                   =======        =======
   
  Basic and diluted net loss per share                              $(0.06)        $(0.17)
  Shares used in computing basic and diluted net loss per share     28,822         25,758
  * Restated from previously released financial information to reflect the April
   1998 merger with WebChat Communications, Inc. which has been accounted for
   under the pooling of interests method.
  
                              See accompanying notes.
  
                                         22
  INFOSEEK CORPORATION
  
            CONDENSED SUPPLEMENTAL CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    (UNAUDITED)
                                   (IN THOUSANDS)
  THREE MONTHS ENDED
                                                                                        MARCH 31,
                                                                                 ------------------------
                                                                                    1998         1997
                                                                                 ----------  ------------
  OPERATING ACTIVITIES                                                           (RESTATED)*  (RESTATED)*
  Net loss                                                                        $ (1,800)     $ (4,505)
  Adjustments to reconcile net loss to net cash used in operating activities:
     Depreciation and amortization                                                   1,487         1,266
     Amortization of unearned compensation                                              96           276
  Changes in operating assets and liabilities
     Accounts receivable                                                              (602)         (395)
     Other current assets                                                               10          (109)
     Accounts payable                                                                 (859)       (1,015)
     Accrued payroll and related expenses                                             (316)         (428)
     Accrued liabilities to service providers                                          914            --
     Other accrued liabilities                                                         390           208
     Accrued restructuring and other charges                                          (461)           --
     Deferred revenue                                                                  947           984
                                                                                  --------      --------
  Net cash used in operating activities                                               (194)       (3,718)
  INVESTING ACTIVITIES
  Purchases of available-for-sale investments                                      (58,230)      (11,151)
  Proceeds from sales of available-for-sale investments                             14,936        15,751
  Increase in deposits and other assets                                                 --        (1,623)
  Purchase of property and equipment                                                (2,263)       (1,441)
                                                                                  --------      --------
  Net cash provided by (used) in investing activities                              (45,557)        1,536
  FINANCING ACTIVITIES
  Term loan                                                                            133         2,144
  Repayments of term loan                                                             (278)         (236)
  Proceeds from sale of common stock, net of issuance costs                         43,645         1,290
                                                                                  --------      --------
  Net cash provided by financing activities                                         43,500         3,198
                                                                                  --------      --------
  Net increase (decrease) in cash and cash equivalents                              (2,251)        1,016
  Cash and cash equivalents at beginning of period                                   3,323         3,788
                                                                                  --------      --------
  Cash and cash equivalents at end of period                                      $  1,072      $  4,804
                                                                                  ========      ========
  SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES
  
  Cash paid for interest expense amounted to $166,000 and $112,000 for the three
  month periods ended March 31, 1998 and 1997, respectively.
  
  *  Restated from previously released financial information to reflect the April
  1998 merger with WebChat Communications, Inc. which has been accounted for under
  the pooling of interests method.
  
                              See accompanying notes.
  
                                         23
  NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
  
  1. ORGANIZATION AND BASIS OF PRESENTATION
  
  Infoseek Corporation (the "Company") provides leading Internet search and
  navigation technology, products and services that use the Web to connect its
  viewers' personal, work and community lives. As a "connected" media company,
  Infoseek is able to segment viewers by interest area, providing advertisers with
  focused and targeted audiences. The Infoseek Service is a comprehensive Internet
  gateway that combines search and navigation with directories of relevant
  information sources and content sites, offers chat and instant messaging for
  communicating shared interests and facilitates the purchase of related goods and
  services. The Company conducts its business within one industry segment.
  
  The supplemental consolidated financial information as of March 31, 1998 and 
  for the three month period ended March 31, 1997 included herein is unaudited,
  and has been prepared by the Company in accordance with generally accepted
  accounting principles and reflects all adjustments, consisting only of normal
  recurring adjustments which in the opinion of management are necessary to state
  fairly the Company's financial position, results of operations, and cash flows
  for the periods presented. The December 31, 1997 balance sheet was derived from
  audited financial statements at that date. All significant intercompany
  transactions and balances have been eliminated. The preparation of financial
  statements in conformity with generally accepted accounting principles requires
  management to make estimates and assumptions that affect the reported amounts of
  assets and liabilities and the disclosure of contingent assets and liabilities
  at the date of the financial statements as well as the reported amounts of
  revenue and expenses during the reporting period. Actual results will differ
  from those estimates, and such differences may be material to the financial
  statements. These financial statements should be read in conjunction with the
  Company's audited financial statements for the year ended December 31, 1997
  included in the Company's report Form 10-K filed with the Securities and
  Exchange Commission. The results of operations for the three months ended March
  31, 1998 are not necessarily indicative of the results to be expected for any
  future periods. As more fully described in Note 6, the Company merged with
  WebChat Communications, Inc., ("WebChat") in April 1998 in a pooling of
  interests transaction. The supplemental consolidated financial statements for
  1997 have been restated to include the financial position, results of operations
  and cash flows of WebChat.
  
  2. NET LOSS PER SHARE
  
  In 1997, the Financial Accounting Standards Board issued Statement No. 128,
  Earnings Per Share.  Statement No. 128 replaced the calculation of primary and
  fully diluted earnings per share with basic and diluted earnings per share.
  Unlike primary and fully diluted earnings per share, outstanding nonvested
  shares are not included in the computations of basis and diluted earnings per
  share until the time-based vesting restrictions have lapsed.  Basic earnings per
  share also excludes any dilutive effects of options, warrants and convertible
  securities.  Diluted earnings per share is very similar to the previously
  reported fully diluted earnings per share.
  
  Net loss per share information for 1997 has been adjusted on a retroactive basis
  to give effect to the merger of WebChat (see Note 6), whereby each share of
  WebChat was converted to 0.03 shares of Infoseek common stock.
  
  The following table sets forth the computation of basic and diluted earnings per
  share (in thousands, except per share amounts):
  THREE MONTHS ENDED
                                                           MARCH 31,
                                                       ------------------
                                                        1998        1997
                                                       ------      ------
  Numerator:
    Net loss                                           $(1,800)   $(4,505)
                                                       -------    -------
  Numerator for basic and diluted loss per share       $(1,800)   $(4,505)
                                                       =======    =======
   
  Weighted average of common shares                     28,822     25,758
                                                       -------    -------
  Denominator for basic and diluted loss per share      28,822     25,758
                                                       =======    =======
   
  Basic and diluted loss per share                     $ (0.06)   $ (0.17)
                                                       =======    =======
  24
  3. NEW ACCOUNTING PRONOUNCEMENTS
  
  The Company has adopted the American Institute of Certified Public Accountants
  Statement of Position, Software Revenue Recognition (SOP 97-2) effective the
  first quarter of 1998. The adoption does not have material effect on the
  Company's revenue recognition policy.
  
  4. COMPREHENSIVE INCOME
  
  The Company has adopted Statement of Financial Accounting Standards No. 130
  (SFAS No. 130), "Reporting Comprehensive Income".  SFAS No. 130 establishes new
  rules for reporting and the display of comprehensive income and its components;
  however, the adoption of this statement has no impact on the Company's net loss
  or shareholders' equity. SFAS No.130 requires unrealized gains or losses on the
  Company's available-for-sale securities, which prior to adoption were reported
  separately in shareholders' equity, to be included in other comprehensive
  income.  During the first quarter 1998, unrealized gains or losses from
  available-for-sale securities were immaterial.
  
  5. RESTRUCTURING AND OTHER CHARGES
  
  During the second quarter of 1997, the Company recorded restructuring and other
  charges of approximately $7,400,000, of which approximately $6,200,000 related
  to the discontinuance of certain business arrangements, which were determined to
  be non-strategic, and approximately $1,200,000 related to management changes. Of
  these restructuring charges, approximately $5,000,000 involves cash outflows, of
  which $3,584,000 has been completed as of March 31, 1998. Non-cash restructuring
  charges of approximately $2,400,000 relate primarily to the write-down of
  certain non-strategic business assets. There have been no material changes to
  the restructuring plan or in the estimates of the restructuring costs. As of
  March 31, 1998, the Company has approximately $1,416,000 remaining in its
  restructuring reserve, which is anticipated to be fully utilized by mid 1998.
  
  6. BUSINESS COMBINATION
  
  On April 17, 1998, the Company acquired WebChat in a tax-free reorganization in
  which a wholly owned subsidiary of the Company was merged directly into WebChat.
  The Company has exchanged approximately 316,000 shares of Infoseek Corporation
  common stock and has reserved approximately 11,000 shares for WebChat options
  assumed by the Company.  Each share exchanged represents 0.03 shares of
  common stock of the Company for each share of common and preferred stock of
  WebChat.  Merger related expenses, which are not expected to be significant,
  will be recorded in the second quarter of 1998.  The merger has been accounted
  for under the pooling of interests method.
  
  The following information shows revenue and net income of the separate companies
  during the periods preceding the merger (in thousands):
  QUARTER ENDED MARCH 31,
                       -------------------------
                           1998         1997
                       ------------  -----------
  Net revenue
           Infoseek        $14,311      $ 6,151
           WebChat             142           89
                           -------      -------
           Combined        $14,453      $ 6,240
                           =======      =======
   
        Net income
           Infoseek        $(1,522)     $(4,106)
           WebChat            (278)        (399)
                           -------      -------
           Combined        $(1,800)     $(4,505)
                           =======      =======
  25
  7. NETSCAPE AGREEMENT
  
  The Company's current agreement with Netscape provides for the Company to pay an
  aggregate of $12,500,000 in cash and reciprocal advertising ($10,000,000 in cash
  and $2,500,000 in reciprocal advertising) to be one of four non-exclusive
  premier providers of navigational services (along with Excite, Lycos and Yahoo!)
  which expired on April 30, 1998, but was subsequently extended through May 31,
  1998.  During the three months ended March 31, 1998 and 1997, the Company
  recognized $2,500,000 and $1,250,000, respectively of expense related to this
  agreement.  The payments to Netscape are being recognized ratably over the term
  of the agreement.  At March 31, 1998, the Company has approximately $5,968,000
  of cash commitment remaining in connection with this agreement, which includes
  $5,135,000 of accrued liabilities to service providers.  Recently, Netscape has
  announced that they have signed a two-year strategic partnership with Excite to
  build out content based channels jointly for Netscape's Web site and to create
  co-branded search, thereby competing directly with the Company.  Under terms of
  this agreement, Netscape and Excite, will each serve as a premier provider, with
  each receiving 25 percent of the net search rotation  the percentage of pages
  served to visitors who have not selected a preferred provider.  The remaining 50
  percent of premier provider rotations will be allocated or divided and sold
  among the remaining navigational service providers (the allocated percent
  rotation of premier provider rotations, which will be shared by other
  navigational service providers, decreases to 25 percent in 1999).
  
                                         26
  SIGNATURES
  
         Pursuant to the requirements of the Securities Exchange Act of 1934, as
  amended, the registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunto duly authorized.
  
  Dated: May 22, 1998                 INFOSEEK CORPORATION
  
                                      BY:  /s/ Leslie E. Wright
  
                                           Leslie E. Wright
                                           Vice President of Finance & Chief
                                           Financial Officer
  
                                         27