<PAGE>

                                                                    EXHIBIT 10.6

THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED OR
HYPOTHECATED UNLESS THERE IS AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT
COVERING SUCH SECURITIES, THE SALE IS MADE IN ACCORDANCE WITH RULE 144 UNDER THE
ACT, OR THE COMPANY RECEIVES AN OPINION OF COUNSEL FOR THE HOLDER OF THESE
SECURITIES REASONABLY SATISFACTORY TO THE COMPANY, STATING THAT SUCH SALE,
TRANSFER, ASSIGNMENT OR HYPOTHECATION IS EXEMPT FROM THE REGISTRATION AND
PROSPECTUS DELIVERY REQUIREMENTS OF SUCH ACT.



                              COLLEGECLUB.COM, INC.
                          COMMON STOCK PURCHASE WARRANT

THIS CERTIFIES THAT, for value received, Alan Weisman ("Holder") is entitled
to purchase fifty thousand (50,000) shares of Common Stock ("Warrant Shares")
of COLLEGECLUB.COM, INC., a Delaware corporation (the "Company"), at the
Warrant Price (as defined in subsection 1(j) below) of sixty-six cents
($0.66), subject to adjustments and all other terms and conditions set forth
in this Warrant.

         1. DEFINITIONS. As used herein, the following terms, unless the context
otherwise requires, shall have the following meanings:

                  (a) "Acquisition" means any sale or other disposition of all
or substantially all of the assets of the company, or any reorganization,
consolidation, or merger of the Company where the holders of the Company's
securities before the transaction beneficially own less than fifty percent (50%)
of the outstanding voting securities of the surviving entity after the
transaction.

                  (b) "Act" shall mean the Securities Act of 1933, as amended,
or any successor federal statute, and the rules and regulations of the
Commission thereunder, all as the same shall be in effect at the time.

                  (c) "Commission" shall mean the Securities and Exchange
Commission, or any other federal agency at the time administering the Act.

                  (d) "Common Stock" shall mean shares of the Company's
presently or subsequently authorized Common Stock, and any stock into which such
Common Stock may hereafter be exchanged.

                  (e) "Company" shall mean COLLEGECLUB.COM, INC., a Delaware
corporation, and any corporation which shall succeed to or assume the
obligations of COLLEGECLUB.COM, INC., under this Warrant.


<PAGE>

                  (f) "Date of Grant" shall mean May 29, 1998.

                  (g) "Exercise Date" shall mean the effective date of the
delivery of the Notice of Exercise pursuant to Sections 4 and 13 below.

                  (h) "Holder" shall mean Alan Weisman or any other person or
entity who shall at the time be the registered holder of this Warrant.

                  (i) "Shares" shall mean shares of the Company's Common Stock,
as described in the Company's Certificate of Incorporation.

                  (j) "Warrant Price" shall mean $0.66 per share.

         2. ISSUANCE OF WARRANT AND CONSIDERATION THEREFOR. This Warrant is
issued in consideration of Holder's agreement to cancel that certain Sales
Representative Agreement dated October 7, 1996, and in full satisfaction of any
and all commissions due Holder thereunder.

         3. TERM. The purchase right represented by this Warrant is exercisable
only during the period commencing upon the date hereof and ending on May 28,
2003.

         4. EXERCISE OF WARRANT.

                  (a) EXERCISE. This Warrant may be exercised, in whole or in
part, by the Holder hereof by surrender of this Warrant with the form of
subscription at the end hereof duly executed by the Holder, to the Company at
its principal office, accompanied by payment in cash or by certified or official
bank check payable to the order of the Company, in the amount obtained by
multiplying the number of Warrant Shares for which this Warrant is being
exercised by the Warrant Price then in effect.

                  (b) DELIVERY OF CERTIFICATE. In the event of any exercise of
the purchase right represented by this Warrant, certificates for the Warrant
Shares so purchased shall be delivered to the Holder within thirty (30) days of
delivery of the notice of exercise (the "Notice of Exercise") in the form of
EXHIBIT A attached hereto and, unless this Warrant has been fully exercised or
has expired, a new warrant representing the portion of the Warrant Shares with
respect to which this Warrant shall not then have been exercised shall also be
issued to the Holder within such thirty (30) day period.

                  (c) NO FRACTIONAL SHARES. No fractional shares shall be issued
in connection with any exercise hereunder, but in lieu of such fractional shares
the Company shall make a cash payment therefor upon the basis of the Fair Market
Value of a share of Common Stock as of the Exercise Date. Fair Market Value of a
share of Common Stock as of a particular date (the "Determination Date") shall
mean:

                           (i) If the Company's Common Stock is traded on an
exchange or is quoted on the Nasdaq National Market, then the closing or last
sale price, respectively, reported for the last business day immediately
preceding the Determination Date.


                                       2
<PAGE>

                           (ii) If the Company's Common Stock is not traded on
an exchange or on the Nasdaq National Market but is traded in the
over-the-counter market, then the mean of the closing bid and asked prices
reported for the last business day immediately preceding the Determination Date.

                           (iii) If the Company's Common Stock is not publicly
traded, then as determined in good faith by the Company's Board of Directors
upon review of relevant factors.

                           (iv) If the Determination Date is the date on which
the Company's Common Stock is first sold to the public by the Company in a firm
commitment public offering under the Act, then the initial public offering price
(before deducting commissions, discounts or expenses) at which the Common Stock
is sold in such offering.

                  (d) COMPANY'S REPRESENTATIONS.

                           (i) All Warrant Shares which may be issued upon the
exercise of the purchase right represented by this Warrant shall, upon issuance,
be duly authorized, validly issued, fully paid and nonassessable, and free of
any liens and encumbrances except for restrictions on transfer provided for
herein or under applicable federal and state securities laws. During the period
within which the purchase right represented by this Warrant may be exercised,
the Company shall at all times have authorized, and reserved for the purpose of
issuance upon exercise of the purchase right represented by this Warrant, a
sufficient number of Warrant Shares to provide for the exercise of the purchase
right represented by this Warrant;

                           (ii) This Warrant has been duly authorized and
executed by the Company and is a valid and binding obligation of the Company
enforceable in accordance with its terms, subject to applicable bankruptcy,
insolvency, reorganization, moratorium or other laws of general application
affecting the enforcement of creditors' rights;

                           (iii) The execution and delivery of this Warrant are
not, and the issuance of the Warrant Shares upon exercise of this Warrant in
accordance with the terms hereof will not be inconsistent with the Charter or
Bylaws, do not and will not contravene any law, governmental rule or regulation,
judgment or order applicable to the Company, and do not and will not conflict
with or contravene any provision of, or constitute a material default under, any
material indenture, mortgage, contract or other instrument of which the Company
is a party or by which it is bound or require the consent or approval of, the
giving of notice to, the registration or filing with or the taking of any action
in respect of or by, any federal, state or local government authority or agency
(other than such consents, approvals, notices, actions, filings, etc., as have
already been obtained or made, as the case may be).

         5. ADJUSTMENT OF WARRANT PRICE AND NUMBER OF WARRANT SHARES. The number
of securities issuable upon the exercise of this Warrant and the Warrant Price
shall be subject to adjustment from time to time upon the occurrence of certain
events, as follows:


                                       3
<PAGE>

                  (a) ADJUSTMENT FOR DIVIDENDS IN STOCK. In case at any time or
from time to time the holders of the Common Stock of the Company (or any shares
of stock or other securities at the time receivable upon the exercise of this
Warrant) shall have received or, on or after the record date fixed for the
determination of eligible stockholders, shall have become entitled to receive,
without payment therefor, other or additional stock of the Company by way of
dividend then, and in each case, the Holder of this Warrant shall, upon the
exercise hereof, be entitled to receive, in addition to the number of Warrant
Shares receivable thereupon, and without payment of any additional consideration
therefor, the amount of such other or additional stock of the Company which such
Holder would hold on the date of such exercise had it been the holder of record
of Warrant Shares on the date hereof and had thereafter, during the period from
the date hereof to and including the date of such exercise, retained such shares
and/or all other additional stock receivable by it as aforesaid during such
period, giving effect to all adjustments called for during such period by
subparagraphs (b) and (c) and of this Paragraph 5.

                  (b) ADJUSTMENT FOR RECLASSIFICATION OR REORGANIZATION. In case
of any reclassification or change of the outstanding securities of the Company
or of any reorganization of the Company, then and in each such case the Holder
of this Warrant, upon the exercise hereof at any time after the consummation of
such reclassification, change, or reorganization, shall be entitled to receive,
in lieu of or in addition to the stock or other securities and property
receivable upon the exercise hereof prior to such consummation, the stock or
other securities to which such Holder would have been entitled upon such
consummation if such Holder had exercised this Warrant immediately prior
thereto, all subject to further adjustment as provided in subparagraphs (a) and
(c); in each such case, the terms of this Paragraph 5 shall be applicable to the
shares of stock or other securities and property receivable upon the exercise of
this Warrant after such consummation.

                  (c) STOCK SPLITS AND REVERSE STOCK SPLITS. If, after the date
hereof, the Company shall subdivide its outstanding shares of Common Stock into
a greater number of shares, the Warrant Price in effect immediately prior to
such subdivision shall thereby be proportionately reduced and the number of
Warrant Shares receivable upon exercise of this Warrant shall thereby be
proportionately increased; and, conversely, if the outstanding number of shares
of Common Stock shall be combined into a smaller number of shares, the Warrant
Price in effect immediately prior to such combination shall thereby be
proportionately increased and the number of Warrant Shares receivable upon
exercise of the Warrant shall be proportionately decreased.

         6. TERMINATION ON ACQUISITION. This Warrant shall terminate, if not
earlier exercised, in the event of an Acquisition. In the event the Company is
proposed to be acquired, in addition to the notice requirements of Section 7
hereof, the Company shall provide the Holder with all information with respect
to the Acquisition that is otherwise provided to shareholders of the Company at
such time and from time to time during the pendency of the Acquisition,
including (but not limited to) the proposed price to be paid in the proposed
Acquisition. The Holder shall have the right to exercise this Warrant on or
prior to the closing date with respect to the proposed Acquisition; if the
Warrant is not exercised on or prior to such closing date, the Warrant shall
expire upon the occurrence of the closing of the Acquisition.


                                       4
<PAGE>

         7. NOTICES OF RECORD DATE, ETC. In the event of (a) any taking by the
Company of a record of the holders of any class of securities for the purpose of
determining the holders thereof who are entitled to receive any dividend or
other distribution (the "Distribution"), (b) any capital reorganization or
reclassification of the stated capital of the Company or any consolidation or
merger of the Company with any other corporation or corporations (other than a
wholly-owned subsidiary), or the sale or distribution of all or substantially
all of the Company's property and assets (the "Reorganization Event"), or (c)
any proposed filing of a registration statement under the Act in connection with
a primary public offering of the Company's Common Stock (the "Registration
Event"), the Company will mail or cause to be mailed to the Holder a notice
specifying (i) the date of any such Distribution stating the amount and
character of such Distribution, (ii) the date on which any such Reorganization
Event or Registration Event is expected to become effective, and (iii) the time,
if any, that is to be fixed as to when the holders of record of the Company's
securities shall be entitled to exchange their shares of the Company's
securities for securities or other property deliverable upon such Reorganization
Event. Such notice shall be mailed at least thirty (30) days prior to the date
therein specified.

         8. Compliance with Act; Transferability and Negotiability of Warrant;
Disposition of Shares.

                  (a) COMPLIANCE WITH ACT. The Holder, by acceptance hereof,
agrees that this Warrant and the Warrant Shares to be issued upon the exercise
hereof are being acquired solely for its own account and not as a nominee for
any other party and not with a view toward the resale or distribution thereof
and that it will not offer, sell or otherwise dispose of this Warrant or any
Warrant Shares to be issued upon the exercise hereof except under circumstances
which will not result in a violation of the Act. Upon the exercise of this
Warrant, the Holder shall confirm in writing, in a form satisfactory to the
Company, that the Warrant Shares so issued are being acquired solely for its own
account and not as a nominee for any other party and not with a view toward
resale or distribution thereof in violation of the Act. This Warrant and the
Warrant Shares to be issued upon the exercise hereof (unless registered under
the Act and unless, in the case of the Warrant Shares, such Shares may thereupon
be sold pursuant to Commission Rule 144(k)) shall be imprinted with a legend in
substantially the following form:

                  THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED
                  UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE
                  SOLD, TRANSFERRED, ASSIGNED OR HYPOTHECATED UNLESS THERE IS AN
                  EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT COVERING SUCH
                  SECURITIES, THE SALE IS MADE IN ACCORDANCE WITH RULE 144 UNDER
                  THE ACT, OR THE COMPANY RECEIVES AN OPINION OF COUNSEL FOR THE
                  HOLDER OF THESE SECURITIES REASONABLY SATISFACTORY TO THE
                  COMPANY, STATING THAT SUCH SALE, TRANSFER, ASSIGNMENT OR
                  HYPOTHECATION IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS
                  DELIVERY REQUIREMENTS OF SUCH ACT.


                                       5
<PAGE>

         In addition, this Warrant and the Warrant Shares to be issued upon the
exercise hereof shall bear any legends required by the securities laws of any
applicable states.

         (b) TRANSFERABILITY AND NEGOTIABILITY OF WARRANT. This Warrant may not
be transferred or assigned in whole or in part without the prior written consent
of the Company, which consent shall not be unreasonably withheld, and compliance
with all applicable federal and state securities laws by the transferor and the
transferee (including the delivery of investment representation letters and
legal opinions reasonably satisfactory to the Company, if requested by the
Company and the transfer is to a person other than a general partner of the
initial Holder). Subject to the provisions of this Warrant with respect to
compliance with the Act, title to this Warrant may be transferred by endorsement
and delivery in the same manner as a negotiable instrument transferable by
endorsement and delivery; provided, however, that prior to the Company's initial
public offering neither this Warrant nor the Warrant Shares purchasable with
this Warrant may be transferred to any entity or person which the Company
reasonably determines to be an actual competitor of the Company. The Company
shall act promptly to record transfers of this Warrant on its books, but the
Company may treat the registered holder of this Warrant as the absolute owner of
this Warrant for all purposes, notwithstanding any notice to the contrary.

         (c) DISPOSITION OF WARRANT SHARES. With respect to any offer, sale,
transfer or other disposition of any Warrant Shares acquired pursuant to the
exercise of this Warrant prior to registration of such Warrant Shares, except
for any such offer, sale, transfer or other disposition of Warrant Shares to a
partner or affiliate of the initial Holder, the Holder and each subsequent
holder of this Warrant agrees to give written notice to the Company prior
thereto, describing briefly the manner thereof, together with a written opinion
of legal counsel for such holder, reasonably satisfactory to the Company and its
legal counsel, if requested by the Company, to the effect that such offer, sale
or other disposition may be effected without registration or qualification
(under the Act or any other federal or state securities laws) of such Warrant
Shares and indicating whether or not under the Act, certificates for such
Warrant Shares to be sold or otherwise disposed of require any restrictive
legend as to the applicable restrictions on transferability in order to ensure
compliance with the Act. Promptly upon receiving such written notice and
reasonably satisfactory opinion, if so requested, the Company, as promptly as
practicable, shall notify such holder that such holder may sell or otherwise
dispose of such Warrant Shares, all in accordance with the terms of the notice
delivered to the Company. If a determination has been made pursuant to this
subsection (c) that the opinion of legal counsel for the holder is not
reasonably satisfactory to the Company and its legal counsel, the Company shall
so notify the holder promptly after such determination has been made.
Notwithstanding the foregoing, such Warrant Shares may be offered, sold or
otherwise disposed of in accordance with Rule 144, provided that the Company
shall have been furnished with such information as the Company may reasonably
request to provide a reasonable assurance that the provisions of Rule 144 have
been satisfied. Each certificate representing the Warrant Shares thus
transferred (except a transfer pursuant to Rule 144(k) or an effective
registration statement) shall bear a restrictive legend as to the applicable
restrictions on transferability in order to ensure compliance with the Act,
unless in the aforesaid opinion of legal counsel for the holder, such legend is
not


                                       6
<PAGE>

required in order to ensure compliance with the Act. The Company may issue stop
transfer instructions to its transfer agent in connection with such
restrictions.
         9. RIGHTS OF SHAREHOLDERS. No Holder shall be entitled to vote or
receive dividends or be deemed the holder of Warrant Shares or any other
securities of the Company which may at any time be issuable on the exercise of
this Warrant for any purpose, nor shall anything contained herein be construed
to confer upon the Holder, as such, any of the rights of a shareholder of the
Company or any right to vote for the election of directors or upon any matter
submitted to shareholders at any meeting thereof, or to give or withhold consent
to any corporate action (whether upon any recapitalization, issuance of stock,
reclassification of stock, consolidation, merger, transfer of assets or
otherwise) or to receive notice of meetings, or to receive dividends or
subscription rights or otherwise until this Warrant shall have been exercised
and the Warrant Shares issuable upon exercise hereof shall have become
deliverable, as provided herein.

         10. REPLACEMENT OF WARRANTS. On receipt of evidence reasonably
satisfactory to the Company of the loss, theft, destruction or mutilation of
this Warrant and, in the case of loss, theft or destruction, on delivery of an
indemnity agreement reasonably satisfactory in form and amount to the Company
or, in the case of mutilation, on surrender and cancellation of this Warrant,
the Company at its expense shall execute and deliver, in lieu of this Warrant, a
new warrant of like tenor.

         11. "MARKET STAND-OFF"AGREEMENT. Holder hereby agrees that in
connection with any underwritten public offering by the Company, Holder shall
not, to the extent requested by the Company and an underwriter of Common Stock
of the Company, directly or indirectly sell, offer to sell, contract to sell,
grant any option to purchase, pledge or otherwise transfer or dispose of any
securities of the Company held by the Holder for a period of one hundred eighty
(180) days following the effective date of the registration statement of the
Company filed under the Act with respect to such offering.

         12. EXCHANGE OF WARRANT. Subject to the other provisions of this
Warrant, on surrender of this Warrant for exchange, properly endorsed and
subject to the provisions of this Warrant with respect to compliance with the
Act, the Company at its expense shall issue to or on the order of the Holder a
new warrant or warrants of like tenor, in the name of the Holder or as the
Holder (on payment by the Holder of any applicable transfer taxes) may direct,
for the number of Shares issuable upon exercise thereof.

         13. NOTICES. All notices and other communications from the Company to
the Holder, or vice versa, shall be deemed delivered and effective when given
personally or three days after being mailed by first-class registered or
certified mail, postage prepaid, at such address as may have been furnished to
the Company or the Holder, as the case may be, in writing by the Company or such
Holder from time to time.

         14. WAIVER. This Warrant and any term hereof may be changed, waived,
discharged or terminated only by an instrument in writing signed by the party
against which enforcement of such change, waiver, discharge or termination is
sought.


                                       7
<PAGE>

         15. GOVERNING LAW. This Warrant shall be governed by and construed in
accordance with the laws of the State of California, as such laws are applied to
agreements entered into in California and to be performed solely by California
residents.

         16. TITLES AND SUBTITLES; FORMS OF PRONOUNS. The titles of the Sections
and Subsections of this Warrant are for convenience only and are not to be
considered in construing this Warrant. All pronouns used in this Warrant shall
be deemed to include masculine, feminine and neuter forms.

         17. EXPIRATION. Subject to the provisions of Section 3 above, the right
to exercise this Warrant shall expire at 5:00 P.M. California time, on May 28,
2003.

Effective as of May 29, 1998

                                        COLLEGE CLUB.COM, INC.


                                        By:  /s/ Raffaele G. Fazio
                                             -----------------------------------
                                                 Raffaele G. Fazio
                                                 Vice President, Legal


                                       8
<PAGE>

                                    EXHIBIT A

                               NOTICE OF EXERCISE
                   (To be signed only on exercise of Warrant)


TO:      COLLEGECLUB.COM, INC.

         The undersigned, the holder of the within Warrant, hereby irrevocably
elects to exercise this Warrant for, and to purchase thereunder, shares of
Common Stock of COLLEGECLUB.COM, INC., and herewith makes payment of
$________________ therefor in cash and requests that the certificates for such
shares be issued in the name of, and delivered to ______________________________
___________________ whose address is ___________________________________________
____________.



Dated:___________________               ________________________________________
                                        (Signature must conform to name of
                                        holder as specified on the face of the
                                        Warrant)




                                        ________________________________________

                                        ________________________________________
                                                                       (Address)


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