8-K

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):

June 23, 2003

Ask Jeeves, Inc.

(Exact Name of Registrant As Specified in its Charter)

Delaware	000-26521	94-3334199
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

5858 Horton Street, Suite 350
Emeryville, California 94608

(Address of Principal Executive Offices) (Zip Code)

(510) 985-7400

(Registrant’s telephone number, including area code)

(Former Name or Former Address, if Changed Since Last Report.)

TABLE OF CONTENTS

	ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE
	ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
SIGNATURES
EXHIBIT INDEX
Exhibit 99.1

ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE

     On June 23, 2003, Ask Jeeves, Inc. announced the sale of an additional $15.0 million aggregate principal amount of its Zero Coupon Convertible Subordinated Notes due June 1, 2008 in a private offering under Rule 144A. The sale was made pursuant to the exercise of an option granted to the initial purchaser of its previously announced private offering of Notes, which closed on June 4, 2003. The Notes are convertible at any time prior to maturity into Ask Jeeves common stock at a conversion price of $16.90 per share, subject to customary anti-dilution adjustments.

     The press releases is attached as an exhibit to this Report pursuant to Securities Act Rule 135c(d).

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

(a)	Financial Statements of Business Acquired
	Not applicable.
(b)	Pro Forma Financial Information
	Not applicable.
(c)	Exhibits
	The exhibit listed in the Exhibit Index (following this Report’s signature page) is filed with this Report.

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.

		ASK JEEVES, INC. (Registrant)
Date: June 23, 2003	By:	/s/ Brett M. Robertson Brett M. Robertson General Counsel and Secretary

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release of Ask Jeeves, Inc. dated June 23, 2003.

EX-99.1 3 f91052exv99w1.htm EXHIBIT 99.1

Exhibit 99.1
News Release
Monday, June 23, 2003

Ask Jeeves Sells Additional $15 Million of
Zero Coupon Convertible Subordinated Notes

EMERYVILLE, Calif., June 23, 2003 – Ask Jeeves, Inc. (Nasdaq: ASKJ) announced today the sale of an additional $15 million aggregate principal amount of its Zero Coupon Convertible Subordinated Notes due June 1, 2008 in a private offering. The sale was made pursuant to the exercise of an option granted to the initial purchaser of its previously announced private offering of Notes, which closed on June 4, 2003. The total offering, including the additional notes, resulted in the issuance of $115 million aggregate principal amount of Notes.

The Notes will not bear interest, have a zero yield to maturity, and are convertible into Ask Jeeves common stock at a conversion price of $16.90 per share, subject to customary antidilution adjustments. The total amount of Notes issued on June 4 and on June 23 are convertible in the aggregate into approximately 6.8 million shares of common stock. Ask Jeeves plans to use the net proceeds of the sale of the Notes for general corporate purposes, including potential future acquisitions.

The Notes and the common stock issuable upon conversion of the Notes have not been registered under the Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration under, or an applicable exemption from, the registration requirements of the Securities Act and applicable state securities laws. This announcement does not constitute an offer to sell these securities nor is it a solicitation of an offer to purchase these securities.

The statements in this release which are not historical facts are forward- looking statements that involve risks and uncertainties, including, but not limited to, market and competitive conditions. Information on risks and factors that could affect Ask Jeeves’ business and financial results are included in its public filings made with the Securities and Exchange Commission.

-----END PRIVACY-ENHANCED MESSAGE-----

EX-99.1

exv99w1