-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Uc853knPO9zLeuA7QbtyWSDYvRt+DkthXngDxgX0ujJtcjus2YhetaI3OlV9D5Ca 78h84W6IEVIHXGsumRTuzg== 0001181431-06-036903.txt : 20060614 0001181431-06-036903.hdr.sgml : 20060614 20060614164921 ACCESSION NUMBER: 0001181431-06-036903 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060609 FILED AS OF DATE: 20060614 DATE AS OF CHANGE: 20060614 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Riley David CENTRAL INDEX KEY: 0001364356 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-23262 FILM NUMBER: 06905261 BUSINESS ADDRESS: BUSINESS PHONE: 781-663-5001 MAIL ADDRESS: STREET 1: 1100 WINTER STREET STREET 2: SUITE 4600 CITY: WALTHAM STATE: MA ZIP: 02451 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CMGI INC CENTRAL INDEX KEY: 0000914712 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-DIRECT MAIL ADVERTISING SERVICES [7331] IRS NUMBER: 042921333 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 BUSINESS ADDRESS: STREET 1: 1100 WINTER STREET STREET 2: SUITE 4600 CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 781-663-5001 MAIL ADDRESS: STREET 1: 1100 WINTER STREET STREET 2: SUITE 4600 CITY: WALTHAM STATE: MA ZIP: 02451 FORMER COMPANY: FORMER CONFORMED NAME: CMG INFORMATION SERVICES INC DATE OF NAME CHANGE: 19981007 3 1 rrd120968.xml FORM 3 - 6-2006 X0202 3 2006-06-09 0 0000914712 CMGI INC CMGI 0001364356 Riley David C/O CMGI, INC. 1100 WINTER STREET, SUITE 4600 WALTHAM MA 02451 0 1 0 0 Interim CFO and Treasurer Common Stock 36196 D Stock Option (right to buy) granted on June 28, 2002 .48 2009-06-27 Common Stock 2376 D Stock Option (right to buy) granted on September 2, 2003 1.59 2010-09-01 Common Stock 57500 D Stock Option (right to buy) granted on August 2, 2004 1.39 2011-08-01 Common Stock 70000 D Stock Option (right to buy) granted on November 1, 2005 1.57 2012-10-31 Common Stock 70000 D 30,918 shares are restricted stock. Restrictions lapse as to 9,583 shares on 9/2/2006; restrictions lapse as to 10,669 shares on 8/2/2006; and restrictions lapse as to 10,666 shares on 8/2/07. There are no restrictions with respect to the remaining 5,278 shares. The option is vested and exerciseable with respect to 1,583 shares and the remaining shares vest and become exerciseable on 6/28/2006. The option is vested and exerciseable with respect to 39,530 shares and the remaining shares vest and become exerciseable in equal monthly installments until fully vested on the fourth anniversary of the grant date. The option is vested and exerciseable with respect to 32,083 shares and the remaining shares vest and become exerciseable in equal monthly installments until fully vested on the fourth anniversary of the grant date. The option vests and becomes exercisable as to 25% on the first anniversary of the date of grant and the remainder in 36 equal monthly installments thereafter. /s/ Thomas B. Rosedale (Pursuant to Power of Attorney) 2006-06-14 EX-24. 2 rrd105791_118896.htm POWER OF ATTORNEY - RILEY rrd105791_118896.html


CMGI, INC.

LIMITED POWER OF ATTORNEY


	This statement confirms that the undersigned has
authorized and designated each of Peter L. Gray, Veronica
Zorrilla and Thomas B. Rosedale his attorneys-in-fact to
(i) prepare, execute and file on behalf of the undersigned Form
ID or any other necessary documents or forms in order to obtain
access codes (including, without limitation, CIK and CCC codes)
for the undersigned to permit filing on EDGAR, and (ii) prepare,
execute and file on behalf of the undersigned all Forms 3, 4 and 5
(including any amendments thereto) that the undersigned may be
required to file with the U.S. Securities and Exchange Commission
as a result of the undersigned's ownership of or transactions in
securities of CMGI, Inc.  The authority of such attorneys under
this Power of Attorney shall continue until the undersigned is no
longer required to file Forms 3, 4 and 5 with regard to the undersigned's
ownership of or transactions in securities of CMGI, Inc., unless earlier
revoked in writing.  The undersigned acknowledges that such attorneys
are not assuming any of the undersigned's responsibilities to comply
with the requirements of Section 16 of the Securities Exchange Act of
1934, as amended, or any of the undersigned's liabilities for failure to
comply with such requirements.


Date: May 25, 2006		 			/s/ David Riley
							-----------------
							David Riley


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