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) December 28, 1999
                                                   -------------------------------
  
  
                                     Digital Island, Inc.
  --------------------------------------------------------------------------------
                 (Exact name of registrant as specified in charter)
  
  
           Delaware                    000-26283           680322824
  --------------------------------------------------------------------------------
  (State or other jurisdiction      (Commission       (IRS Employer
           of incorporation)         File Number)      Identification No.)
  
  
     45 Fremont Street, Suite 1200, San Francisco, California        94105
  --------------------------------------------------------------------------------
  (Address of principal executive offices)                         (Zip Code)
  
  
  
  Registrant's telephone number, including area code     (415) 738-4100
                                                    ------------------------------
  
  
                                     Not Applicable
  --------------------------------------------------------------------------------
           (Former name or former address, if changed since last report.)
  
                                         1
  <PAGE>
  
  Item 2    ACQUISITION OR DISPOSITION OF ASSETS
  ------    ------------------------------------
  
            On December 28, 1999, Digital Island, Inc. ("Digital Island")
  completed the acquisition of Sandpiper Networks, Inc. ("Sandpiper") pursuant to
  the terms of the previously reported Agreement and Plan of Reorganization dated
  as of October 24, 1999 (the "Merger Agreement") by and among Digital Island,
  Inc., Sandpiper and Beach Acquisition Corp., a wholly owned subsidiary of
  Digital Island ("Merger Sub").  Merger Sub merged with and into Sandpiper, with
  Sandpiper surviving the merger as a wholly owned subsidiary of Digital Island
  (the "Merger").
  
            In the Merger, each outstanding share of Sandpiper Networks capital
  stock was converted into the right to receive 1.0727 shares of Digital Island
  common stock.  Digital Island also assumed outstanding options to acquire
  Sandpiper common stock and converted these into options to acquire Digital
  Island common stock at the same exchange ratio used in the Merger for
  outstanding Sandpiper capital stock.  The terms of the Merger were determined
  through arms-length negotiations between Digital Island and Sandpiper.  The
  Merger is intended to qualify as a tax-free reorganization under the Internal
  Revenue Code of 1986, as amended.  The purpose of the Merger is to enhance the
  combined company's reach as a provider of comprehensive network services for
  global e-business applications.
  
            Attached and incorporated herein by reference in its entirety as 99.1
  is a copy of the press release dated December 29, 1999 announcing the
  effectiveness of the Merger.
  
  
  Item 7    FINANCIAL STATEMENTS AND EXHIBITS
  ------    ---------------------------------
  
        (a) Financial Statements of Business Acquired.
            -----------------------------------------
  
            The required financial statements with respect to Sandpiper are
  incorporated by reference to Digital Island's Form S-4 Registration Statement,
  as filed with the Commission on December 9, 1999 (File No. 333-92393).
  
        (b) Pro Forma Financial Information.
            -------------------------------
  
            The required pro forma financial statements with respect to Sandpiper
  and Digital Island are incorporated by reference to Digital Island's Form S-4
  Registration Statement, as filed with the Commission on December 9, 1999 (File
  No. 333-92393).
  
        (c) Exhibits.    The following documents are filed as an exhibit to this
            --------
  report:
  
            2.1          Agreement and Plan of Reorganization, dated as of October
                         24, 1999, by and among Digital Island, Inc., Beach
                         Acquisition Corp. and Sandpiper Networks, Inc.
                         (incorporated by reference to Exhibit 2.1 of Digital
                         Island's Current Report on Form 8-K filed with the
                         Commission on October 27, 1999).
  
                                         2
  <PAGE>
  
            99.1         Press Release, dated December 29, 1999, issued by the
                         Company announcing the completion of Digital Island's
                         acquisition of Sandpiper.
  
            99.2         Sandpiper Networks, Inc. Financial Statements
                         (incorporated by reference to the Sandpiper Networks,
                         Inc. Financial Statements contained in Digital Island's
                         Form S-4 Registration Statement (File No. 333-92393).
  
            99.3         Unaudited Pro Forma Combined Financial Statements of
                         Digital Island and Sandpiper (incorporated by reference
                         to the Unaudited Pro Forma Combined Financial Statements
                         of Digital Island and Sandpiper contained in Digital
                         Island's Form S-4 Registration Statement (File No. 333-
                         92393).
  
                                         3
  <PAGE>
  
  SIGNATURES
  
            Pursuant to the requirements of the Securities Exchange Act of 1934,
  the registrant has duly caused this report to be signed on its behalf by the
  undersigned hereunto duly authorized.
  
  
  
                                   Digital Island, Inc
                                   (Registrant)
  
  
  Date: January 5, 2000            By:       /s/ T.L. Thompson
                                             -----------------
                                             T.L. Thompson
                                             Chief Financial Officer and Secretary
  
                                         4
  <PAGE>
  
                                   EXHIBITS INDEX
                                   --------------
  
  
            Exhibit     Description
            -------     -----------
  
            2.1         Agreement and Plan of Reorganization, dated as of October
                        24, 1999, by and among Digital Island, Inc., Beach
                        Acquisition Corp. and Sandpiper Networks, Inc.
                        (incorporated by reference to Exhibit 2.1 of Digital
                        Island's Current Report on Form 8-K filed with the
                        Commission on October 27, 1999).
  
            99.1        Press Release, dated December 29, 1999, issued by the
                        Company announcing the completion of Digital Island's
                        acquisition of Sandpiper.
  
            99.2        Sandpiper Networks, Inc. Financial Statements
                        (incorporated by reference to the Sandpiper Networks, Inc.
                        Financial Statements contained in Digital Island's Form S-
                        4 Registration Statement (File No. 333-92393).
  
            99.3        Unaudited Pro Forma Combined Financial Statements of
                        Digital Island and Sandpiper (incorporated by reference to
                        the Unaudited Pro Forma Combined Financial Statements of
                        Digital Island and Sandpiper contained in Digital Island's
                        Form S-4 Registration Statement (File No. 333-92393).
  
                                         5
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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) December 28, 1999
                                                   -------------------------------
  
                                     Digital Island, Inc.
  --------------------------------------------------------------------------------
                 (Exact name of registrant as specified in charter)
  
           Delaware                    000-26283           680322824
  --------------------------------------------------------------------------------
  (State or other jurisdiction      (Commission       (IRS Employer
           of incorporation)         File Number)      Identification No.)
  
     45 Fremont Street, Suite 1200, San Francisco, California        94105
  --------------------------------------------------------------------------------
  (Address of principal executive offices)                         (Zip Code)
  
  Registrant's telephone number, including area code     (415) 738-4100
                                                    ------------------------------
  
                                     Not Applicable
  --------------------------------------------------------------------------------
           (Former name or former address, if changed since last report.)
  
                                         1
  Item 2    ACQUISITION OR DISPOSITION OF ASSETS
  ------    ------------------------------------
  
            On December 28, 1999, Digital Island, Inc. ("Digital Island")
  completed the acquisition of Sandpiper Networks, Inc. ("Sandpiper") pursuant to
  the terms of the previously reported Agreement and Plan of Reorganization dated
  as of October 24, 1999 (the "Merger Agreement") by and among Digital Island,
  Inc., Sandpiper and Beach Acquisition Corp., a wholly owned subsidiary of
  Digital Island ("Merger Sub").  Merger Sub merged with and into Sandpiper, with
  Sandpiper surviving the merger as a wholly owned subsidiary of Digital Island
  (the "Merger").
  
            In the Merger, each outstanding share of Sandpiper Networks capital
  stock was converted into the right to receive 1.0727 shares of Digital Island
  common stock.  Digital Island also assumed outstanding options to acquire
  Sandpiper common stock and converted these into options to acquire Digital
  Island common stock at the same exchange ratio used in the Merger for
  outstanding Sandpiper capital stock.  The terms of the Merger were determined
  through arms-length negotiations between Digital Island and Sandpiper.  The
  Merger is intended to qualify as a tax-free reorganization under the Internal
  Revenue Code of 1986, as amended.  The purpose of the Merger is to enhance the
  combined company's reach as a provider of comprehensive network services for
  global e-business applications.
  
            Attached and incorporated herein by reference in its entirety as 99.1
  is a copy of the press release dated December 29, 1999 announcing the
  effectiveness of the Merger.
  
  Item 7    FINANCIAL STATEMENTS AND EXHIBITS
  ------    ---------------------------------
  
        (a) Financial Statements of Business Acquired.
            -----------------------------------------
  
            The required financial statements with respect to Sandpiper are
  incorporated by reference to Digital Island's Form S-4 Registration Statement,
  as filed with the Commission on December 9, 1999 (File No. 333-92393).
  
        (b) Pro Forma Financial Information.
            -------------------------------
  
            The required pro forma financial statements with respect to Sandpiper
  and Digital Island are incorporated by reference to Digital Island's Form S-4
  Registration Statement, as filed with the Commission on December 9, 1999 (File
  No. 333-92393).
  
        (c) Exhibits.    The following documents are filed as an exhibit to this
            --------
  report:
  
            2.1          Agreement and Plan of Reorganization, dated as of October
                         24, 1999, by and among Digital Island, Inc., Beach
                         Acquisition Corp. and Sandpiper Networks, Inc.
                         (incorporated by reference to Exhibit 2.1 of Digital
                         Island's Current Report on Form 8-K filed with the
                         Commission on October 27, 1999).
  
                                         2
  99.1         Press Release, dated December 29, 1999, issued by the
                         Company announcing the completion of Digital Island's
                         acquisition of Sandpiper.
  
            99.2         Sandpiper Networks, Inc. Financial Statements
                         (incorporated by reference to the Sandpiper Networks,
                         Inc. Financial Statements contained in Digital Island's
                         Form S-4 Registration Statement (File No. 333-92393).
  
            99.3         Unaudited Pro Forma Combined Financial Statements of
                         Digital Island and Sandpiper (incorporated by reference
                         to the Unaudited Pro Forma Combined Financial Statements
                         of Digital Island and Sandpiper contained in Digital
                         Island's Form S-4 Registration Statement (File No. 333-
                         92393).
  
                                         3
  SIGNATURES
  
            Pursuant to the requirements of the Securities Exchange Act of 1934,
  the registrant has duly caused this report to be signed on its behalf by the
  undersigned hereunto duly authorized.
  
                                   Digital Island, Inc
                                   (Registrant)
  
  Date: January 5, 2000            By:       /s/ T.L. Thompson
                                             -----------------
                                             T.L. Thompson
                                             Chief Financial Officer and Secretary
  
                                         4
  EXHIBITS INDEX
                                   --------------
  
            Exhibit     Description
            -------     -----------
  
            2.1         Agreement and Plan of Reorganization, dated as of October
                        24, 1999, by and among Digital Island, Inc., Beach
                        Acquisition Corp. and Sandpiper Networks, Inc.
                        (incorporated by reference to Exhibit 2.1 of Digital
                        Island's Current Report on Form 8-K filed with the
                        Commission on October 27, 1999).
  
            99.1        Press Release, dated December 29, 1999, issued by the
                        Company announcing the completion of Digital Island's
                        acquisition of Sandpiper.
  
            99.2        Sandpiper Networks, Inc. Financial Statements
                        (incorporated by reference to the Sandpiper Networks, Inc.
                        Financial Statements contained in Digital Island's Form S-
                        4 Registration Statement (File No. 333-92393).
  
            99.3        Unaudited Pro Forma Combined Financial Statements of
                        Digital Island and Sandpiper (incorporated by reference to
                        the Unaudited Pro Forma Combined Financial Statements of
                        Digital Island and Sandpiper contained in Digital Island's
                        Form S-4 Registration Statement (File No. 333-92393).
  
                                         5