<PAGE>

       As filed with the Securities and Exchange Commission on November 23, 1999
                                               Registration No. 333-____________

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933


                                 ABOUT.COM, INC.
             (Exact name of registrant as specified in its charter)

                  DELAWARE                         13-4034015
        (State or other jurisdiction     (IRS Employer Identification No.)
     of incorporation or organization)

                         220 E. 42ND STREET, 24TH FLOOR
                            NEW YORK, NEW YORK 10017
               (Address of principal executive offices) (Zip Code)

                                   ----------

                1999 NON-OFFICER STOCK OPTION/STOCK ISSUANCE PLAN
                            (Full title of the Plan)

                                   ----------

                               MR. SCOTT P. KURNIT
                 CHAIRMAN, PRESIDENT AND CHIEF EXECUTIVE OFFICER
                                 ABOUT.COM, INC.
                         220 E. 42ND STREET, 24TH FLOOR
                            NEW YORK, NEW YORK 10017
                     (Name and address of agent for service)

                                 (212) 849-2000
          (Telephone number, including area code, of agent for service)

                                   ----------

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
==================================== ======================= ======================== ======================== =====================
                                                                Proposed Maximum             Proposed
       Title of Securities               Amount to be         Offering Price per        Maximum Aggregate           Amount of
         to be Registered                Registered(1)              Share(2)             Offering Price(2)        Registration Fee
------------------------------------ ----------------------- ------------------------ ------------------------ ---------------------
<S>                                      <C>                  <C>                       <C>                       <C>
1999 Non-Officer Stock
Option/Stock Issuance Plan
Common Stock, $0.001 par value           400,000 shares              $52.375                $20,950,000               $5,824.10
==================================== ======================= ======================== ======================== =====================
</TABLE>


(1)   This Registration Statement shall also cover any additional shares of
      Common Stock which become issuable under the 1999 Non-Officer Stock
      Option/Stock Issuance Plan by reason of any stock dividend, stock split,
      recapitalization or other similar transaction effected without the
      Registrant's receipt of consideration which results in an increase in the
      number of the outstanding shares of Registrant's Common Stock.

(2)   Calculated solely for purposes of this offering under Rule 457(h) of the
      Securities Act of 1933, as amended, on the basis of the average of the
      high and low selling prices per share of Registrant's Common Stock on
      November 16, 1999, as reported by the Nasdaq National Market.

<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

         About.com, Inc. (the "Registrant") hereby incorporates by reference
into this Registration Statement the following documents previously filed with
the Securities and Exchange Commission (the "SEC"):

     (a)  The Registrant's Quarterly Reports on Form 10-Q for the fiscal
          quarters ended March 31, 1999, June 30, 1999  and September 30,
          1999 filed with the Commission on May 14, 1999, August 16, 1999
          and November 15, 1999, respectively,

     (b)  The Registrant's prospectus filed with the SEC pursuant to Rule 424(b)
          promulgated under the Securities Act of 1933, as amended (the "1933
          Act") filed with the SEC on March 26, 1999, in connection with the
          Registrant's Registration Statement No. 333-69881, and the
          Registrant's prospectus filed with the SEC pursuant to Rule 424(b)
          promulgated under the 1933 Act filed with the SEC on October 29,
          1999, in connection with the Registrant's Registration Statement
          No. 333-88507, and

     (c)  The Registrant's Registration Statement No. 000-25525 on Form 8-A
          filed with the SEC on March 10, 1999, in which there is described the
          terms, rights and provisions applicable to the Registrant's
          outstanding Common Stock.

         All reports and definitive proxy or information statements filed
pursuant to Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of
1934, as amended (the "1934 Act") after the date of this Registration Statement
and prior to the filing of a post-effective amendment which indicates that all
securities offered hereby have been sold or which de-registers all securities
then remaining unsold shall be deemed to be incorporated by reference into this
Registration Statement and to be a part hereof from the date of filing of such
documents. Any statement contained in a document incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this Registration Statement to the extent that a statement
contained herein or in any subsequently filed document which also is deemed to
be incorporated by reference herein modifies or supersedes such statement. Any
such statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Registration Statement.

Item 4.  DESCRIPTION OF SECURITIES

         Not Applicable.

Item 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

         Not Applicable.

Item 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

         Section 145 of the Delaware General Corporation Law authorizes a court
to award or a corporation's Board of Directors to grant indemnification to
directors and officers in terms sufficiently broad to permit such
indemnification under certain circumstances for liabilities (including
reimbursement for expenses incurred) arising under the 1933 Act. Article VIII of
the Registrant's Amended and Restated Bylaws provides for mandatory
indemnification of its directors and officers and permissible indemnification of
employees and other agents to the maximum extent permitted by the Delaware
General Corporation Law. The Registrant's Second Amended and Restated
Certificate of Incorporation provides that, subject to Delaware law, its
directors shall not be personally liable for monetary damages for breach of the
directors' fiduciary duty as directors to the Registrant and its stockholders.
This provision in the Second Amended and Restated Certificate of Incorporation
does not eliminate the directors' fiduciary duty, and in appropriate
circumstances equitable remedies such as injunctive or other forms of
non-monetary relief will remain available under Delaware law. In addition, each
director will continue to be subject to liability for breach of the director's
duty of loyalty to the Registrant or its stockholders for



                                      II-1
<PAGE>

acts or omissions not in good faith or involving intentional misconduct, for
knowing violations of law, for actions leading to improper personal benefit to
the director, and for payment of dividends or approval of stock repurchases or
redemptions that are unlawful under Delaware law. The provision also does not
affect a director's responsibilities under any other law, such as the federal
securities laws or state or federal environmental laws. The Registrant intends
to enter into indemnification agreements with its officers and directors, which
will provide the Registrant's officers and directors with further
indemnification to the maximum extent permitted by the Delaware General
Corporation Law. The Registrant maintains directors' and officers' liability
insurance policies insuring the Registrant's directors and officers against
certain liabilities and expenses incurred by them in their capacities as such,
and insuring the Registrant under certain circumstances, in the event that
indemnification payments are made by the Registrant to such directors and
officers.

Item 7.  EXEMPTION FROM REGISTRATION CLAIMED

         Not Applicable.

Item 8.  EXHIBITS

  EXHIBIT NUMBER     EXHIBIT

         4     Instruments Defining the Rights of Stockholders. Reference is
               made to Registrant's Registration Statement No. 000-25525 on Form
               8-A, together with any exhibits thereto, which are incorporated
               herein by reference pursuant to Item 3(c) to this Registration
               Statement.
        5      Opinion and consent of Brobeck, Phleger & Harrison LLP.
       23.1    Consent of KPMG LLP, Independent Auditors.
       23.2    Consent of Brobeck, Phleger & Harrison LLP is contained in
               Exhibit 5.
       24      Power of Attorney.  Reference is made to page II-4 of this
               Registration Statement.
       99.1    1999 Non-Officer Stock Option/Stock Issuance Plan.
       99.2    Form of Notice of Grant of Stock Option.
       99.3    Form of Stock Option Agreement.
       99.4    Form of  Addendum  to Stock  Option  Agreement  (Involuntary
               Termination  Following  Corporate
               Transaction/Change in Control).
       99.5    Form of Stock Issuance Agreement.
       99.6    Form of Addendum to Stock  Issuance  Agreement  (Involuntary
               Termination  Following  Corporate
               Transaction/Change in Control).


Item 9.  UNDERTAKINGS

         A. The undersigned Registrant hereby undertakes: (1) to file, during
any period in which offers or sales are being made, a post-effective amendment
to this Registration Statement: (i) to include any prospectus required by
Section 10(a)(3) of the 1933 Act, (ii) to reflect in the prospectus any facts or
events arising after the effective date of this Registration Statement (or the
most recent post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set forth in this
Registration Statement and (iii) to include any material information with
respect to the plan of distribution not previously disclosed in this
Registration Statement or any material change to such information in this
Registration Statement; provided, however, that clauses (1)(i) and (1)(ii) shall
not apply if the information required to be included in a post-effective
amendment by those clauses is contained in periodic reports filed by the
Registrant pursuant to Section 13 or Section 15(d) of the 1934 Act that are
incorporated by reference into this Registration Statement; (2) that for the
purpose of determining any liability under the 1933 Act each such post-effective
amendment shall be deemed to be a new registration statement relating to the
securities offered therein and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof; and (3) to remove
from registration by means of a post-effective amendment any of the securities
being registered which remain unsold at the termination of the Registrant's 1999
Non-Officer Stock Option/Stock Issuance Plan.

                                      II-2
<PAGE>

         B. The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the 1933 Act, each filing of the Registrant's
annual report pursuant to Section 13(a) or Section 15(d) of the 1934 Act that is
incorporated by reference into this Registration Statement shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

         C. Insofar as indemnification for liabilities arising under the 1933
Act may be permitted to directors, officers or controlling persons of the
Registrant pursuant to the indemnification provisions summarized in Item 6 or
otherwise, the Registrant has been advised that, in the opinion of the SEC, such
indemnification is against public policy as expressed in the 1933 Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses incurred
or paid by a director, officer, or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the 1933 Act and will be governed by the final
adjudication of such issue.




                                      II-3
<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8, and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of New York, State of New York on this 23 day of
November, 1999.

                         ABOUT.COM, INC.


                          By: /s/ Scott P. Kurnit
                             -----------------------------
                              Scott P. Kurnit
                              Chairman, President and Chief Executive Officer

                                POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS:

         That the undersigned officers and directors of About.com, Inc., a
Delaware corporation, do hereby constitute and appoint Scott P, Kurnit,
Chairman, President and Chief Executive Officer and Todd B. Sloan, Chief
Financial Officer and each of them, the lawful attorneys-in-fact and agents with
full power and authority to do any and all acts and things and to execute any
and all instruments which said attorneys and agents, and any one of them,
determine may be necessary or advisable or required to enable said corporation
to comply with the Securities Act of 1933, as amended, and any rules or
regulations or requirements of the Securities and Exchange Commission in
connection with this Registration Statement. Without limiting the generality of
the foregoing power and authority, the powers granted include the power and
authority to sign the names of the undersigned officers and directors in the
capacities indicated below to this Registration Statement, to any and all
amendments, both pre-effective and post-effective, and supplements to this
Registration Statement, and to any and all instruments or documents filed as
part of or in conjunction with this Registration Statement or amendments or
supplements thereof, and each of the undersigned hereby ratifies and confirms
that all said attorneys and agents, or any one of them, shall do or cause to be
done by virtue hereof. This Power of Attorney may be signed in several
counterparts.

         IN WITNESS WHEREOF, each of the undersigned has executed this Power of
Attorney as of the date indicated.

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated.

<TABLE>
<CAPTION>

  SIGNATURE                                   TITLE                                     DATE
  ---------                                   -----                                     ----

<S>                             <C>                                                   <C>


/s/ Scott P. Kurnit             President, Chief Executive Officer
-----------------------------   (Principal Executive Officer) and
Scott P. Kurnit                 Chairman of the Board of Directors                   November 23, 1999


/s/ Todd B. Sloan
-----------------------------   Chief Financial Officer
Todd B. Sloan                   (Principal Financial Officer)                        November 23, 1999


/s/ Frank J. Biondi, Jr.
-----------------------------
Frank J. Biondi, Jr.            Director                                             November 23, 1999

</TABLE>


                                      II-4
<PAGE>

<TABLE>
<CAPTION>

  SIGNATURE                                   TITLE                                     DATE
  ---------                                   -----                                     ----

<S>                             <C>                                                   <C>

/s/ Dixon R. Doll
-----------------------------
Dixon R. Doll                   Director                                             November 23, 1999


/s/ Ronald Unterman
-----------------------------
Ronald Unterman                 Director                                             November 23, 1999


/s/ Marc M. Watson
-----------------------------
Marc M. Watson                  Director                                             November 23, 1999


/s/ Kristopher A. Wood
-----------------------------
Kristopher A. Wood              Director                                             November 23, 1999

</TABLE>


                                      II-5
<PAGE>




                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                                    EXHIBITS

                                       TO

                                    FORM S-8

                                      UNDER

                             SECURITIES ACT OF 1933


                                 ABOUT.COM, INC.

<PAGE>



                                  EXHIBIT INDEX

EXHIBIT NUMBER     EXHIBIT

          4    Instruments Defining the Rights of Stockholders. Reference is
               made to Registrant's Registration Statement No. 000-25525 on Form
               8-A, together with any exhibits thereto, which are incorporated
               herein by reference pursuant to Item 3(c) to this Registration
               Statement.
          5    Opinion and consent of Brobeck, Phleger & Harrison LLP.
         23.1  Consent of KPMG LLP, Independent Auditors.
         23.2  Consent of Brobeck, Phleger & Harrison LLP is contained in
               Exhibit 5.
         24    Power of Attorney.  Reference is made to page II-4 of this
               Registration Statement.
         99.1  1999 Non-Officer Stock Option/Stock Issuance Plan.
         99.2  Form of Notice of Grant of Stock Option.
         99.3  Form of Stock Option Agreement.
         99.4  Form of  Addendum  to Stock  Option  Agreement  (Involuntary
               Termination  Following  Corporate
               Transaction/Change in Control).
         99.5  Form of Stock Issuance Agreement.
         99.6  Form of Addendum to Stock  Issuance  Agreement  (Involuntary
               Termination  Following  Corporate
               Transaction/Change in Control).
[{"type": "S-8", "sequence": "1", "description": "S-8", "secsgml_size_bytes": 19939}]
{"company-data": {"conformed-name": "ABOUT COM INC", "cik": "0001075314", "assigned-sic": "7373", "irs-number": "134034015"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-91555", "film-number": "99763285"}, "business-address": {"street1": "220 E 42ND ST", "street2": "24TH FL", "city": "NEW YORK", "state": "NY", "zip": "10017", "phone": "2128492000"}, "mail-address": {"street1": "220 E 42ND ST", "street2": "24TH FL", "city": "NEW YORK", "state": "NY", "zip": "10017"}, "former-company": {"former-conformed-name": "MININGCO COM INC", "date-changed": "19981215"}}
As filed with the Securities and Exchange Commission on November 23, 1999
                                               Registration No. 333-____________

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                 ABOUT.COM, INC.
             (Exact name of registrant as specified in its charter)

                  DELAWARE                         13-4034015
        (State or other jurisdiction     (IRS Employer Identification No.)
     of incorporation or organization)

                         220 E. 42ND STREET, 24TH FLOOR
                            NEW YORK, NEW YORK 10017
               (Address of principal executive offices) (Zip Code)

                                   ----------

                1999 NON-OFFICER STOCK OPTION/STOCK ISSUANCE PLAN
                            (Full title of the Plan)

                                   ----------

                               MR. SCOTT P. KURNIT
                 CHAIRMAN, PRESIDENT AND CHIEF EXECUTIVE OFFICER
                                 ABOUT.COM, INC.
                         220 E. 42ND STREET, 24TH FLOOR
                            NEW YORK, NEW YORK 10017
                     (Name and address of agent for service)

                                 (212) 849-2000
          (Telephone number, including area code, of agent for service)

                                   ----------

                         CALCULATION OF REGISTRATION FEE
==================================== ======================= ======================== ======================== =====================
                                                                Proposed Maximum             Proposed
       Title of Securities               Amount to be         Offering Price per        Maximum Aggregate           Amount of
         to be Registered                Registered(1)              Share(2)             Offering Price(2)        Registration Fee
------------------------------------ ----------------------- ------------------------ ------------------------ ---------------------
1999 Non-Officer Stock
Option/Stock Issuance Plan
Common Stock, $0.001 par value           400,000 shares              $52.375                $20,950,000               $5,824.10
==================================== ======================= ======================== ======================== =====================
(1)   This Registration Statement shall also cover any additional shares of
      Common Stock which become issuable under the 1999 Non-Officer Stock
      Option/Stock Issuance Plan by reason of any stock dividend, stock split,
      recapitalization or other similar transaction effected without the
      Registrant's receipt of consideration which results in an increase in the
      number of the outstanding shares of Registrant's Common Stock.

(2)   Calculated solely for purposes of this offering under Rule 457(h) of the
      Securities Act of 1933, as amended, on the basis of the average of the
      high and low selling prices per share of Registrant's Common Stock on
      November 16, 1999, as reported by the Nasdaq National Market.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

         About.com, Inc. (the "Registrant") hereby incorporates by reference
into this Registration Statement the following documents previously filed with
the Securities and Exchange Commission (the "SEC"):

     (a)  The Registrant's Quarterly Reports on Form 10-Q for the fiscal
          quarters ended March 31, 1999, June 30, 1999  and September 30,
          1999 filed with the Commission on May 14, 1999, August 16, 1999
          and November 15, 1999, respectively,

     (b)  The Registrant's prospectus filed with the SEC pursuant to Rule 424(b)
          promulgated under the Securities Act of 1933, as amended (the "1933
          Act") filed with the SEC on March 26, 1999, in connection with the
          Registrant's Registration Statement No. 333-69881, and the
          Registrant's prospectus filed with the SEC pursuant to Rule 424(b)
          promulgated under the 1933 Act filed with the SEC on October 29,
          1999, in connection with the Registrant's Registration Statement
          No. 333-88507, and

     (c)  The Registrant's Registration Statement No. 000-25525 on Form 8-A
          filed with the SEC on March 10, 1999, in which there is described the
          terms, rights and provisions applicable to the Registrant's
          outstanding Common Stock.

         All reports and definitive proxy or information statements filed
pursuant to Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of
1934, as amended (the "1934 Act") after the date of this Registration Statement
and prior to the filing of a post-effective amendment which indicates that all
securities offered hereby have been sold or which de-registers all securities
then remaining unsold shall be deemed to be incorporated by reference into this
Registration Statement and to be a part hereof from the date of filing of such
documents. Any statement contained in a document incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this Registration Statement to the extent that a statement
contained herein or in any subsequently filed document which also is deemed to
be incorporated by reference herein modifies or supersedes such statement. Any
such statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Registration Statement.

Item 4.  DESCRIPTION OF SECURITIES

         Not Applicable.

Item 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

         Not Applicable.

Item 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

         Section 145 of the Delaware General Corporation Law authorizes a court
to award or a corporation's Board of Directors to grant indemnification to
directors and officers in terms sufficiently broad to permit such
indemnification under certain circumstances for liabilities (including
reimbursement for expenses incurred) arising under the 1933 Act. Article VIII of
the Registrant's Amended and Restated Bylaws provides for mandatory
indemnification of its directors and officers and permissible indemnification of
employees and other agents to the maximum extent permitted by the Delaware
General Corporation Law. The Registrant's Second Amended and Restated
Certificate of Incorporation provides that, subject to Delaware law, its
directors shall not be personally liable for monetary damages for breach of the
directors' fiduciary duty as directors to the Registrant and its stockholders.
This provision in the Second Amended and Restated Certificate of Incorporation
does not eliminate the directors' fiduciary duty, and in appropriate
circumstances equitable remedies such as injunctive or other forms of
non-monetary relief will remain available under Delaware law. In addition, each
director will continue to be subject to liability for breach of the director's
duty of loyalty to the Registrant or its stockholders for

                                      II-1
acts or omissions not in good faith or involving intentional misconduct, for
knowing violations of law, for actions leading to improper personal benefit to
the director, and for payment of dividends or approval of stock repurchases or
redemptions that are unlawful under Delaware law. The provision also does not
affect a director's responsibilities under any other law, such as the federal
securities laws or state or federal environmental laws. The Registrant intends
to enter into indemnification agreements with its officers and directors, which
will provide the Registrant's officers and directors with further
indemnification to the maximum extent permitted by the Delaware General
Corporation Law. The Registrant maintains directors' and officers' liability
insurance policies insuring the Registrant's directors and officers against
certain liabilities and expenses incurred by them in their capacities as such,
and insuring the Registrant under certain circumstances, in the event that
indemnification payments are made by the Registrant to such directors and
officers.

Item 7.  EXEMPTION FROM REGISTRATION CLAIMED

         Not Applicable.

Item 8.  EXHIBITS

  EXHIBIT NUMBER     EXHIBIT

         4     Instruments Defining the Rights of Stockholders. Reference is
               made to Registrant's Registration Statement No. 000-25525 on Form
               8-A, together with any exhibits thereto, which are incorporated
               herein by reference pursuant to Item 3(c) to this Registration
               Statement.
        5      Opinion and consent of Brobeck, Phleger & Harrison LLP.
       23.1    Consent of KPMG LLP, Independent Auditors.
       23.2    Consent of Brobeck, Phleger & Harrison LLP is contained in
               Exhibit 5.
       24      Power of Attorney.  Reference is made to page II-4 of this
               Registration Statement.
       99.1    1999 Non-Officer Stock Option/Stock Issuance Plan.
       99.2    Form of Notice of Grant of Stock Option.
       99.3    Form of Stock Option Agreement.
       99.4    Form of  Addendum  to Stock  Option  Agreement  (Involuntary
               Termination  Following  Corporate
               Transaction/Change in Control).
       99.5    Form of Stock Issuance Agreement.
       99.6    Form of Addendum to Stock  Issuance  Agreement  (Involuntary
               Termination  Following  Corporate
               Transaction/Change in Control).

Item 9.  UNDERTAKINGS

         A. The undersigned Registrant hereby undertakes: (1) to file, during
any period in which offers or sales are being made, a post-effective amendment
to this Registration Statement: (i) to include any prospectus required by
Section 10(a)(3) of the 1933 Act, (ii) to reflect in the prospectus any facts or
events arising after the effective date of this Registration Statement (or the
most recent post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set forth in this
Registration Statement and (iii) to include any material information with
respect to the plan of distribution not previously disclosed in this
Registration Statement or any material change to such information in this
Registration Statement; provided, however, that clauses (1)(i) and (1)(ii) shall
not apply if the information required to be included in a post-effective
amendment by those clauses is contained in periodic reports filed by the
Registrant pursuant to Section 13 or Section 15(d) of the 1934 Act that are
incorporated by reference into this Registration Statement; (2) that for the
purpose of determining any liability under the 1933 Act each such post-effective
amendment shall be deemed to be a new registration statement relating to the
securities offered therein and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof; and (3) to remove
from registration by means of a post-effective amendment any of the securities
being registered which remain unsold at the termination of the Registrant's 1999
Non-Officer Stock Option/Stock Issuance Plan.

                                      II-2
B. The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the 1933 Act, each filing of the Registrant's
annual report pursuant to Section 13(a) or Section 15(d) of the 1934 Act that is
incorporated by reference into this Registration Statement shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

         C. Insofar as indemnification for liabilities arising under the 1933
Act may be permitted to directors, officers or controlling persons of the
Registrant pursuant to the indemnification provisions summarized in Item 6 or
otherwise, the Registrant has been advised that, in the opinion of the SEC, such
indemnification is against public policy as expressed in the 1933 Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses incurred
or paid by a director, officer, or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the 1933 Act and will be governed by the final
adjudication of such issue.

                                      II-3
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8, and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of New York, State of New York on this 23 day of
November, 1999.

                         ABOUT.COM, INC.

                          By: /s/ Scott P. Kurnit
                             -----------------------------
                              Scott P. Kurnit
                              Chairman, President and Chief Executive Officer

                                POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS:

         That the undersigned officers and directors of About.com, Inc., a
Delaware corporation, do hereby constitute and appoint Scott P, Kurnit,
Chairman, President and Chief Executive Officer and Todd B. Sloan, Chief
Financial Officer and each of them, the lawful attorneys-in-fact and agents with
full power and authority to do any and all acts and things and to execute any
and all instruments which said attorneys and agents, and any one of them,
determine may be necessary or advisable or required to enable said corporation
to comply with the Securities Act of 1933, as amended, and any rules or
regulations or requirements of the Securities and Exchange Commission in
connection with this Registration Statement. Without limiting the generality of
the foregoing power and authority, the powers granted include the power and
authority to sign the names of the undersigned officers and directors in the
capacities indicated below to this Registration Statement, to any and all
amendments, both pre-effective and post-effective, and supplements to this
Registration Statement, and to any and all instruments or documents filed as
part of or in conjunction with this Registration Statement or amendments or
supplements thereof, and each of the undersigned hereby ratifies and confirms
that all said attorneys and agents, or any one of them, shall do or cause to be
done by virtue hereof. This Power of Attorney may be signed in several
counterparts.

         IN WITNESS WHEREOF, each of the undersigned has executed this Power of
Attorney as of the date indicated.

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated.
SIGNATURE                                   TITLE                                     DATE
  ---------                                   -----                                     ----
/s/ Scott P. Kurnit             President, Chief Executive Officer
-----------------------------   (Principal Executive Officer) and
Scott P. Kurnit                 Chairman of the Board of Directors                   November 23, 1999

/s/ Todd B. Sloan
-----------------------------   Chief Financial Officer
Todd B. Sloan                   (Principal Financial Officer)                        November 23, 1999

/s/ Frank J. Biondi, Jr.
-----------------------------
Frank J. Biondi, Jr.            Director                                             November 23, 1999
II-4
SIGNATURE                                   TITLE                                     DATE
  ---------                                   -----                                     ----
/s/ Dixon R. Doll
-----------------------------
Dixon R. Doll                   Director                                             November 23, 1999

/s/ Ronald Unterman
-----------------------------
Ronald Unterman                 Director                                             November 23, 1999

/s/ Marc M. Watson
-----------------------------
Marc M. Watson                  Director                                             November 23, 1999

/s/ Kristopher A. Wood
-----------------------------
Kristopher A. Wood              Director                                             November 23, 1999
II-5
SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    EXHIBITS

                                       TO

                                    FORM S-8

                                      UNDER

                             SECURITIES ACT OF 1933

                                 ABOUT.COM, INC.
EXHIBIT INDEX

EXHIBIT NUMBER     EXHIBIT

          4    Instruments Defining the Rights of Stockholders. Reference is
               made to Registrant's Registration Statement No. 000-25525 on Form
               8-A, together with any exhibits thereto, which are incorporated
               herein by reference pursuant to Item 3(c) to this Registration
               Statement.
          5    Opinion and consent of Brobeck, Phleger & Harrison LLP.
         23.1  Consent of KPMG LLP, Independent Auditors.
         23.2  Consent of Brobeck, Phleger & Harrison LLP is contained in
               Exhibit 5.
         24    Power of Attorney.  Reference is made to page II-4 of this
               Registration Statement.
         99.1  1999 Non-Officer Stock Option/Stock Issuance Plan.
         99.2  Form of Notice of Grant of Stock Option.
         99.3  Form of Stock Option Agreement.
         99.4  Form of  Addendum  to Stock  Option  Agreement  (Involuntary
               Termination  Following  Corporate
               Transaction/Change in Control).
         99.5  Form of Stock Issuance Agreement.
         99.6  Form of Addendum to Stock  Issuance  Agreement  (Involuntary
               Termination  Following  Corporate
               Transaction/Change in Control).