6-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 6-K



                        REPORT OF FOREIGN PRIVATE ISSUER
                      PURSUANT TO RULE 13a-16 OR 15d-16 OF
                       THE SECURITIES EXCHANGE ACT OF 1934




                                February 22, 1999


                                 OZEMAIL LIMITED
                                 ACN 066 387 157



   OzEmail Centre, 39 Herbert Street, St. Leonards NSW 2065, Sydney, Australia
                    (Address of Principal Executive Offices)



          (Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.)


          Form 20-F   X *                    Form 40-F


          (Indicate by check mark whether the registrant by furnishing the
information contained in this form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3- 2(b) under the Securities Exchange Act of
1934.)

          Yes                 No   X

- ---------------

     *As a foreign private issuer, OzEmail Limited ("OzEmail") is eligible to
file annual reports under cover of Form 20-F or Form 10-K.

                                       1.

                                   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.


                                        OzEmail Limited
                                        (Registrant)


Date:  February 22, 1999                By:  /s/ Ian McGregor
                                             -----------------------------------
                                             Name:   Ian McGregor
                                             Title:  Chief Financial Officer


                                       2.

                                  EXHIBIT INDEX


Exhibit

99.1           Earnings Announcement

EX-99

                              OZEMAIL NEWS RELEASE


OzEmail Reports Annual Results

FOR MORE INFORMATION CONTACT:

Michael Ward        Sydney, Australia   (+61 2) 9433 2400
Todd Friedman       San Francisco       (415) 296-7383


Sydney, Australia, February 18, 1999 OzEmail Limited (NASDAQ: OZEMY), the
leading provider of comprehensive Internet services in Australasia, today
released its results for the year and quarter ended December 31, 1998.

Revenues for the fourth quarter of 1998 were A$31,555,000 (US$19,236,000), an
increase of 83.4% over 1997 fourth quarter revenues of A$17,210,000
(US$11,187,000). The revenues in the quarter, representing the 16th straight
quarter of sequential revenue growth, were primarily attributable to increased
dial-up and permanent connections from OzEmail's Australian Internet
connectivity business and the acquisitions of Access One in November 1997 and
Camtech and PowerUp Internet services in 1998. The operating loss for the
quarter of A$2,656,000, was an improvement on the 1997 fourth quarter operating
loss of A$8,073,000. This was primarily due to an improvement in the gross
margin on account of infrastructure initiatives which have resulted in a
decrease in cost of revenues as a percentage of net revenues. The net loss for
the quarter was A$2,486,000, or A$0.19 per American Depositary Share ("ADS")
(US$1,515,000 or US$0.12 per ADS) compared to a net loss for the fourth quarter
of 1997 of A$7,764,000 or A$0.66 per ADS (US$5,047,000 or US$0.43 per ADS).

For the year ended December 31, 1998, total net revenues grew by 97.6% to
A$110,199,000 from A$55,767,000 in 1997. The net loss for the 1998 year was
A$13,694,000 compared with a 1997 net loss of A$16,768,000.

Operating highlights from the fourth quarter of 1998 include:

- -    The Company's active customer base increased 74% over the 1997 fourth
     quarter to approximately 292,000.

- -    Positive earnings before interest, taxation, depreciation and amortization
     (EBITDA) of A$4,045,000 in the fourth quarter resulting in a year to date
     EBITDA of A$6,475,000.

- -    On December 14, 1998 the Company announced the sale of ordinary shares at
     US$2.00 per share to MCI WorldCom through its subsidiary UUNET Holdings
     Australia Pty Limited, which after the issuance resulted in MCI WorldCom
     owning 14.9% of the Company. The Company received aggregate proceeds of
     approximately US$43.7 million.

- -    On January 4, 1999 the Company announced the purchase of 60% of SE Net, a
     significant Internet service provider in its region.

- -    The Company announced that it is establishing a trial for the delivery of
     high-speed, direct-to-home Internet services with regional pay-TV provider
     AUSTAR.

In December 1998, a subsidiary of MCI WORLDCOM, Inc, (NASDAQ: WCOM), announced a
tender offer for all of the outstanding shares at a price of US$2.20 per share
(US$22.00 per ADR) in OzEmail. An extension of its tender offer was announced on
February 8, 1999.

In this news release, references to "US$" are to United States dollars and
references to "A$" are to Australian dollars. Amounts for quarterly results and
full year results are translated into US$ for convenience at the exchange rate
prevailing at the end of each quarter and at the end of each full year,
respectively. The exchange rates between the U.S. dollar and the Australian
dollar were $0.6500 and $0.6096 (expressed in U.S. dollar / Australian dollars)
at December 31, 1997 and December 31, 1998, respectively.

About OzEmail

OzEmail is the leading provider of comprehensive Internet services in Australia.
The Company's Internet services are designed to meet the different needs of its
residential and enterprise customers ranging from low cost dial up to high
performance, continuous access services integrating the Company's ISDN offering
and consulting expertise. OzEmail's Internet telephony business Interline is a
partnership between OzEmail Ltd (88%) and Ideata PTY Ltd (12%), an Australian
manufacturer of telecommunications equipment. Interline has developed and is
operating technology that allows the placement, routing and billing of high
quality voice services over the internet, using existing tone dial phones.

Certain statements made herein that are not historical are forward-looking
within the meaning of the Private Securities Litigation Reform Act of 1995.
These statements may differ materially from actual future events or results. The
future performance of the Company involves risks and uncertainties that could
cause actual results to differ markedly from those anticipated by such
forward-looking statements. Such risks include but are not limited to the
following: a limited operating history for the Company; potential fluctuations
in operating results; competition; pricing pressure; dependence on third-party
suppliers of hardware and software; shortage of modems; dependence on
telecommunications carriers; management of growth; limited market; a need for
and risks of international expansion; the existence of a new and uncertain
market; customer retention issues; rapid technological change; security risks;
the risk of system failure; formal licensing and joint marketing agreements;
patents and proprietary rights; infringement claims; changes in government
regulation; risks associated with providing content including potential
liability; dependence on key personnel and need to hire additional qualified
personnel; uncertainty of currency exchange rates; need for additional capital;
enforceability of civil liabilities; the effects of the takeover bid of the
Company by a subsidiary of MCI WorldCom; antitakeover impact of Australian
foreign investment restrictions; control of the Company by the Board of
Directors; and possible volatility of ADS price. For a more complete description
of certain of such risks and uncertainties, we refer you to the documents that
the Company has filed from time to time with the Securities and Exchange
Commission ("SEC") including its registration statements on Form F-1 dated
August 26, 1998, August 25, 1998 and May 28, 1996, its 1997 Form 10-K dated May
15,1998, 1996 Form 10-K dated March 31, 1997, its quarterly reports on Form 6-K,
dated May 15, 1998, August 14, 1998, November 9, 1998, its Amendment No. 1 to
Form 10-Q for the period to September 30, 1997, dated May 21, 1998, its
Amendment No. 1 to Form 10-Q for the period to June 30, 1997, dated May 21,
1998,and its Form 10-Qs dated August 13, 1996, November 14, 1996, and May 8,
1997.