Company:  WEBTV NETWORKS INC
Form Type:  S-4/A
Filing Date:  6/3/1997 
CIK:  0001001616 
Address:  305 LYTTON AVENUE
2800 DAND HILL ROAD
 
City, State, Zip:  PALO ALTO, California 94301 
Telephone:  (415) 326-3240 
Fiscal Year:  06/30 
Description of Business
BACKGROUND TO TRANSITION REPORT On April 5, 1997, WebTV Networks, Inc. ("WNI" or the "Company") and three principal shareholders of WNI entered into an Agreement and Plan of Recapitalization with Microsoft Corporation ("Microsoft"), pursuant to which WNI agreed to undergo a recapitalization (the "Recapitalization") that would cause it to become a controlled subsidiary of Microsoft, subject to certain terms and conditions thereof. The Recapitalization closed on August 1, 1997, and, effective as of such date, WNI became a controlled subsidiary of Microsoft. Effective August 13, 1997, WNI determined to change its fiscal year end from March 31 to June 30, to conform to the June 30 fiscal year end of Microsoft. This Transition Report covers WNI's April 1, 1997 to June 30, 1997 transition period (the "Transition Period"). GENERAL WNI offers an on-line service that enables consumers to experience the Internet through their televisions.
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  FORM S-4/A
    THE WNI BOARD OF DIRECTORS HAS UNANIMOUSLY APPROVED THE ...
    AVAILABLE INFORMATION
      INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
    TABLE OF CONTENTS
    SUMMARY OF PROXY STATEMENT/PROSPECTUS
    Indemnification by Shareholders and by Principal Shareholders
    CERTAIN U.S. FEDERAL INCOME TAX MATTERS
    SELECTED FINANCIAL DATA OF WNI
    Description of Microsoft's Business
    Selected Financial Data of Microsoft
    RISK FACTORS
    ABSENCE OF PUBLIC MARKET FOR EXCHANGEABLE SHARES
    RISKS AND UNCERTAINTIES REGARDING FORWARD-LOOKING STATEMENTS
    PROPOSAL I--THE RECAPITALIZATION AND RELATED TRANSACTIONS
      COMPETITION
      EMPLOYEES
      LEGAL PROCEEDINGS
    MANAGEMENT'S DISCUSSION AND ANALYSIS
      OPERATING EXPENSES
      LIQUIDITY AND CAPITAL RESOURCES
    MANAGEMENT OF WNI
      NAME AND TITLE
    DIRECTORS' COMPENSATION
    EXECUTIVE COMPENSATION
    CERTAIN TRANSACTIONS
      BENEFICIAL OWNERS
      BENEFICIAL OWNERS
    DESCRIPTION OF CAPITAL SHARES OF WNI
    LEGAL MATTERS
    EXPERTS
    INDEX TO FINANCIAL STATEMENTS OF WNI
      REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
      BALANCE SHEET
      INCOME STATEMENT
      STOCKHOLDERS EQUITY
      CASH FLOW
      NOTES TO FINANCIAL STATEMENTS
        1996 STOCK INCENTIVE PLAN
      1.8.1 EXCHANGE AGENT.
      2.1.11 PERSONAL PROPERTY.
    SIGNATURE PAGE--AGREEMENT AND PLAN OF RECAPITALIZATION
    SCHEDULES AND EXHIBITS INDEX
      Indemnification
    VALUATION AND QUALIFYING ACCOUNTS
    PART II
      ITEM 20. INDEMNIFICATION OF OFFICERS AND DIRECTORS.
      ITEM 21. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
      ITEM 22. UNDERTAKINGS.
  EXHIBIT 5.1
  EXHIBIT 8.1
  EXHIBIT 11.1
    STATEMENT REGARDING COMPUTATION OF NET LOSS PER SHARE
  EXHIBIT 23.1
    CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
  EXHIBIT 23.4
    CONSENT OF GREGORY B. MAFFEI
  EXHIBIT 23.5
    CONSENT OF JEAN-FRANCOIS HEITZ
  EXHIBIT 23.6
    CONSENT OF ROBERT A. ESHELMAN
  EXHIBIT 99
  EXHIBIT 5.1(A)
  EXHIBIT 8.1(A)
  EXHIBIT 23.1(A)
    INDEPENDENT AUDITORS' CONSENT