content: <PAGE>
  
  
                                 UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
  
  
  
                                     FORM 8-K
  
                                  CURRENT REPORT
  
       Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
  
  <TABLE>
  <CAPTION>
  Date of Report (Date of earliest event reported)          September 18, 2000
                                                         ---------------------
  
                              Cobalt Networks, Inc.
  ----------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)
  
  <S>                                         <C>           <C>
  Delaware                                      000-24360           77-0440751
  ----------------------------------------------------------------------------
  (State or other jurisdiction                (Commission        (IRS Employer
  of incorporation)                           File Number)  Identification No.)
  
  
                 555 Ellis Street, Mountain View, CA               94043
  ----------------------------------------------------------------------------
               (Address of principal executive offices)         (Zip Code)
  
  Registrant's telephone number, including area code            (650) 623-2500
                                                         ---------------------
  
  ----------------------------------------------------------------------------
           (Former name or former address, if changed since last report)
  </TABLE>
  <PAGE>
  
  ITEM 5.  OTHER EVENTS
  
        On September 18, 2000, Cobalt Networks, Inc. ("Cobalt") entered into an
  Agreement and Plan of Merger and Reorganization (the "Merger Agreement") with
  Sun Microsystems, Inc. ("Sun"), a Delaware corporation, and Azure Acquisition
  Corporation, a Delaware corporation and a wholly-owned subsidiary of Sun.  If
  the merger is completed, Cobalt will become a wholly-owned subsidiary of Sun and
  each outstanding share of Cobalt common stock will be converted into the right
  to receive 0.50 of a share of Sun common stock.
  
        Cobalt, its directors, executive officers, certain other members of Cobalt
  management and certain Cobalt employees may be soliciting proxies from Cobalt
  stockholders in favor of the adoption and approval of the Merger Agreement and
  approval of the merger and related matters, including: Stephen W. DeWitt (Chief
  Executive Officer, President and Director) Vivek Mehra (Chief Technology Officer
  and Vice President, Products), Kenton D. Chow (Chief Financial Officer, Vice
  President, Finance and Secretary), Gary A. Martell (Chief Operating Officer),
  Patrick J. Conte (Vice President, Sales, Americas and Asia-Pacific), Kelly M.
  Herrell (Vice President, Marketing), George M. Korchinsky (Vice President, EMEA
  Operations), Sharon McCorkle (Vice President, Operations), Mark H. Orr (Vice
  President, Business Development), Ruth Henniger (Vice President, Product
  Development), Jordan Levy (Director), Gordon Campbell (Director), Gary Bengier
  (Director), Stephen Luczo (Director), Carl Pascarella (Director) and Mark
  Spagnolo (Director). Certain information concerning the participants in the
  solicitation is set forth below. Additional information will be set forth in the
  Proxy Statement/Prospectus and the Registration Statement that are expected to
  be filed with the Securities and Exchange Commission in connection with the
  merger. In connection with the merger, (i) certain directors, executive officers
  and stockholders of Cobalt holding an aggregate of approximately 5,809,983
  shares of Cobalt common stock and options to acquire shares of Cobalt common
  stock have entered into voting agreements with Sun, dated September 18, 2000
  (the "Voting Agreements") and have delivered irrevocable proxies to Sun (the
  "Irrevocable Proxies"), pursuant to which they have agreed to vote their Cobalt
  shares in favor of the adoption of the Merger Agreement and approval of the
  merger, in favor of any matter that could reasonably be expected to facilitate
  the merger, against any proposal made in opposition to, or in competition with,
  the merger, and against any other action that is intended to, or could
  reasonably be expected to impede, interfere with, delay, postpone, discourage or
  adversely affect the merger, (ii) certain officers of Cobalt, one of whom is
  also a director of Cobalt, holding an aggregate of approximately 4,671,519
  shares of Cobalt common stock and options to acquire shares of Cobalt common
  stock have entered into severance and acceleration waiver letter agreements (the
  "Waiver Letters") with Cobalt and Sun pursuant to which they have agreed to
  waive, upon completion of the merger, certain severance benefits and
  acceleration of stock option vesting to which they may have otherwise been
  entitled as a result of the merger, (iii) Messrs. DeWitt and Mehra, who hold an
  aggregate of approximately 2,558,537 shares of Cobalt common stock and options
  to acquire shares of Cobalt common stock, have entered into non-competition
  agreements (the "Non-Competition Agreements") with Sun pursuant to which they
  have agreed, upon completion of the merger, not to engage in certain activities
  or make certain investments competitive with Sun, and not to solicit Sun
  employees, for a period of two years following the completion of the merger, and
  (iv) certain officers of Cobalt, one of whom is also a director of Cobalt,
  holding an aggregate of approximately 4,891,248 shares of Cobalt common stock
  and options to acquire shares of Cobalt common stock have received employment
  offers from Sun following the completion of the merger (the "Employment Offers")
  that include compensation and proposed Sun option grants if the offers are
  accepted. In addition, the Merger Agreement provides for Sun to fulfill and
  honor, and cause Cobalt to fulfill and honor, the obligations of Cobalt and its
  subsidiaries under any indemnification agreements between Cobalt (or any of its
  subsidiaries) and their directors and officers and any indemnification
  provisions of Cobalt's (and its subsidiaries') certificate(s) of incorporation
  and bylaws. The Merger Agreement also provides for existing exculpation and
  indemnification provisions of Cobalt's certificate of incorporation and bylaws
  to be maintained for six years following the completion of the merger and for
  directors and officers insurance coverage to be maintained for four years
  following the completion of the merger, subject to certain limitations.
  
        In addition, in connection with the execution of the Merger Agreement,
  Cobalt and Sun entered into a Stock Option Agreement, dated September 18, 2000
  (the "Stock Option Agreement"), pursuant to which Cobalt has granted to Sun an
  option to acquire newly issued shares of Cobalt common stock representing up to
  19.99% of Cobalt's outstanding common stock. The option is only exercisable upon
  the occurrence of certain events specified in the Stock Option Agreement.
  
        The foregoing description of the Merger Agreement, the Stock Option
  Agreement, the Voting Agreements, the Irrevocable Proxies, the Waiver Letters,
  the Non-Competition Agreements, the Employment Offers and the transactions
  contemplated thereby do not purport to be complete and is qualified in its
  entirety by reference to the full text of such documents. Copies or forms of the
  Merger Agreement, the Stock Option Agreement, the Voting Agreement, and the
  Irrevocable Proxies are expected to be filed as exhibits to the Registration
  Statement or attached as annexes to the Proxy Statement/Prospectus that will be
  filed in connection with the merger.
  
       It is expected that Cobalt will file with the SEC and mail to its
  stockholders a proxy statement containing information about the merger and Sun
  will file a Registration Statement (the "Registration Statement") with the SEC
  on Form S-4 (which will include a proxy statement/prospectus (the "Proxy
  Statement/Prospectus")). Investors and security holders are urged to read the
  Proxy Statement/Prospectus and the Registration Statement carefully when they
  are available. The Proxy Statement/Prospectus and the Registration Statement
  will contain important information about Cobalt, Sun, the merger, the persons
  soliciting proxies relating to the merger, their interests in the merger, and
  related matters. Investors and security holders will be able to obtain free
  copies of these documents through the web site maintained by the SEC at
  http://www.sec.gov. Free copies of the Proxy Statement/Prospectus and these
  other documents may also be obtained from Cobalt by accessing its web site at
  http://www.cobalt.com or by directing a request by mail or telephone to Cobalt
  Networks, Inc., 555 Ellis Street, Mountain View, CA 94043, attention: Investor
  Relations; telephone: (650) 623-2500. Free copies of Sun's filings may be
  obtained by accessing its web site at http://www.sun.com or by directing a by
  mail or telephone to Sun Microsystems, Inc., 910 San Antonio Road, Palo Alto, CA
  94303, attention: Investor Relations, telephone: (800) 801-7869.
  
       In addition to the Proxy Statement/Prospectus and the Registration
  Statement, Cobalt and Sun file annual, quarterly and special reports, proxy
  statements and other information with the SEC. You may read and copy any
  reports, statements or other information filed by Cobalt or Sun at the SEC
  public reference rooms at 450 Fifth Street, N.W., Washington, D.C. 20549 or at
  any of the SEC's other public reference rooms in New York, New York and Chicago,
  Illinois. Please call the SEC at 1-800-SEC-0330 for further information on the
  public reference rooms. Cobalt's and Sun's filings with the SEC are also
  available to the public from commercial document-retrieval services and at the
  web site maintained by the SEC at http://www.sec.gov.
  
  <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:  September 19, 2000
  
                                      COBALT NETWORKS, INC.
  
  
  
                                      By: /S/ KENTON D. CHOW
                                          --------------------
                                          Kenton D. Chow
                                          Vice President of Finance and
                                          Chief Financial Officer
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text: UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
  
                                     FORM 8-K
  
                                  CURRENT REPORT
  
       Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
  Date of Report (Date of earliest event reported)          September 18, 2000
                                                         ---------------------
  
                              Cobalt Networks, Inc.
  ----------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)
  Delaware                                      000-24360           77-0440751
  ----------------------------------------------------------------------------
  (State or other jurisdiction                (Commission        (IRS Employer
  of incorporation)                           File Number)  Identification No.)
  
                 555 Ellis Street, Mountain View, CA               94043
  ----------------------------------------------------------------------------
               (Address of principal executive offices)         (Zip Code)
  
  Registrant's telephone number, including area code            (650) 623-2500
                                                         ---------------------
  
  ----------------------------------------------------------------------------
           (Former name or former address, if changed since last report)
  ITEM 5.  OTHER EVENTS
  
        On September 18, 2000, Cobalt Networks, Inc. ("Cobalt") entered into an
  Agreement and Plan of Merger and Reorganization (the "Merger Agreement") with
  Sun Microsystems, Inc. ("Sun"), a Delaware corporation, and Azure Acquisition
  Corporation, a Delaware corporation and a wholly-owned subsidiary of Sun.  If
  the merger is completed, Cobalt will become a wholly-owned subsidiary of Sun and
  each outstanding share of Cobalt common stock will be converted into the right
  to receive 0.50 of a share of Sun common stock.
  
        Cobalt, its directors, executive officers, certain other members of Cobalt
  management and certain Cobalt employees may be soliciting proxies from Cobalt
  stockholders in favor of the adoption and approval of the Merger Agreement and
  approval of the merger and related matters, including: Stephen W. DeWitt (Chief
  Executive Officer, President and Director) Vivek Mehra (Chief Technology Officer
  and Vice President, Products), Kenton D. Chow (Chief Financial Officer, Vice
  President, Finance and Secretary), Gary A. Martell (Chief Operating Officer),
  Patrick J. Conte (Vice President, Sales, Americas and Asia-Pacific), Kelly M.
  Herrell (Vice President, Marketing), George M. Korchinsky (Vice President, EMEA
  Operations), Sharon McCorkle (Vice President, Operations), Mark H. Orr (Vice
  President, Business Development), Ruth Henniger (Vice President, Product
  Development), Jordan Levy (Director), Gordon Campbell (Director), Gary Bengier
  (Director), Stephen Luczo (Director), Carl Pascarella (Director) and Mark
  Spagnolo (Director). Certain information concerning the participants in the
  solicitation is set forth below. Additional information will be set forth in the
  Proxy Statement/Prospectus and the Registration Statement that are expected to
  be filed with the Securities and Exchange Commission in connection with the
  merger. In connection with the merger, (i) certain directors, executive officers
  and stockholders of Cobalt holding an aggregate of approximately 5,809,983
  shares of Cobalt common stock and options to acquire shares of Cobalt common
  stock have entered into voting agreements with Sun, dated September 18, 2000
  (the "Voting Agreements") and have delivered irrevocable proxies to Sun (the
  "Irrevocable Proxies"), pursuant to which they have agreed to vote their Cobalt
  shares in favor of the adoption of the Merger Agreement and approval of the
  merger, in favor of any matter that could reasonably be expected to facilitate
  the merger, against any proposal made in opposition to, or in competition with,
  the merger, and against any other action that is intended to, or could
  reasonably be expected to impede, interfere with, delay, postpone, discourage or
  adversely affect the merger, (ii) certain officers of Cobalt, one of whom is
  also a director of Cobalt, holding an aggregate of approximately 4,671,519
  shares of Cobalt common stock and options to acquire shares of Cobalt common
  stock have entered into severance and acceleration waiver letter agreements (the
  "Waiver Letters") with Cobalt and Sun pursuant to which they have agreed to
  waive, upon completion of the merger, certain severance benefits and
  acceleration of stock option vesting to which they may have otherwise been
  entitled as a result of the merger, (iii) Messrs. DeWitt and Mehra, who hold an
  aggregate of approximately 2,558,537 shares of Cobalt common stock and options
  to acquire shares of Cobalt common stock, have entered into non-competition
  agreements (the "Non-Competition Agreements") with Sun pursuant to which they
  have agreed, upon completion of the merger, not to engage in certain activities
  or make certain investments competitive with Sun, and not to solicit Sun
  employees, for a period of two years following the completion of the merger, and
  (iv) certain officers of Cobalt, one of whom is also a director of Cobalt,
  holding an aggregate of approximately 4,891,248 shares of Cobalt common stock
  and options to acquire shares of Cobalt common stock have received employment
  offers from Sun following the completion of the merger (the "Employment Offers")
  that include compensation and proposed Sun option grants if the offers are
  accepted. In addition, the Merger Agreement provides for Sun to fulfill and
  honor, and cause Cobalt to fulfill and honor, the obligations of Cobalt and its
  subsidiaries under any indemnification agreements between Cobalt (or any of its
  subsidiaries) and their directors and officers and any indemnification
  provisions of Cobalt's (and its subsidiaries') certificate(s) of incorporation
  and bylaws. The Merger Agreement also provides for existing exculpation and
  indemnification provisions of Cobalt's certificate of incorporation and bylaws
  to be maintained for six years following the completion of the merger and for
  directors and officers insurance coverage to be maintained for four years
  following the completion of the merger, subject to certain limitations.
  
        In addition, in connection with the execution of the Merger Agreement,
  Cobalt and Sun entered into a Stock Option Agreement, dated September 18, 2000
  (the "Stock Option Agreement"), pursuant to which Cobalt has granted to Sun an
  option to acquire newly issued shares of Cobalt common stock representing up to
  19.99% of Cobalt's outstanding common stock. The option is only exercisable upon
  the occurrence of certain events specified in the Stock Option Agreement.
  
        The foregoing description of the Merger Agreement, the Stock Option
  Agreement, the Voting Agreements, the Irrevocable Proxies, the Waiver Letters,
  the Non-Competition Agreements, the Employment Offers and the transactions
  contemplated thereby do not purport to be complete and is qualified in its
  entirety by reference to the full text of such documents. Copies or forms of the
  Merger Agreement, the Stock Option Agreement, the Voting Agreement, and the
  Irrevocable Proxies are expected to be filed as exhibits to the Registration
  Statement or attached as annexes to the Proxy Statement/Prospectus that will be
  filed in connection with the merger.
  
       It is expected that Cobalt will file with the SEC and mail to its
  stockholders a proxy statement containing information about the merger and Sun
  will file a Registration Statement (the "Registration Statement") with the SEC
  on Form S-4 (which will include a proxy statement/prospectus (the "Proxy
  Statement/Prospectus")). Investors and security holders are urged to read the
  Proxy Statement/Prospectus and the Registration Statement carefully when they
  are available. The Proxy Statement/Prospectus and the Registration Statement
  will contain important information about Cobalt, Sun, the merger, the persons
  soliciting proxies relating to the merger, their interests in the merger, and
  related matters. Investors and security holders will be able to obtain free
  copies of these documents through the web site maintained by the SEC at
  http://www.sec.gov. Free copies of the Proxy Statement/Prospectus and these
  other documents may also be obtained from Cobalt by accessing its web site at
  http://www.cobalt.com or by directing a request by mail or telephone to Cobalt
  Networks, Inc., 555 Ellis Street, Mountain View, CA 94043, attention: Investor
  Relations; telephone: (650) 623-2500. Free copies of Sun's filings may be
  obtained by accessing its web site at http://www.sun.com or by directing a by
  mail or telephone to Sun Microsystems, Inc., 910 San Antonio Road, Palo Alto, CA
  94303, attention: Investor Relations, telephone: (800) 801-7869.
  
       In addition to the Proxy Statement/Prospectus and the Registration
  Statement, Cobalt and Sun file annual, quarterly and special reports, proxy
  statements and other information with the SEC. You may read and copy any
  reports, statements or other information filed by Cobalt or Sun at the SEC
  public reference rooms at 450 Fifth Street, N.W., Washington, D.C. 20549 or at
  any of the SEC's other public reference rooms in New York, New York and Chicago,
  Illinois. Please call the SEC at 1-800-SEC-0330 for further information on the
  public reference rooms. Cobalt's and Sun's filings with the SEC are also
  available to the public from commercial document-retrieval services and at the
  web site maintained by the SEC at http://www.sec.gov.
  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:  September 19, 2000
  
                                      COBALT NETWORKS, INC.
  
                                      By: /S/ KENTON D. CHOW
                                          --------------------
                                          Kenton D. Chow
                                          Vice President of Finance and
                                          Chief Financial Officer