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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                   FORM 10-K/A
                                (AMENDMENT NO. 2)

|X|      ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
         ACT OF 1934

                   For the fiscal year ended December 31, 2006

|_|      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
         ECURITIES EXCHANGE ACT OF 1934

  For the transition period from __________________ to ______________________.

                         COMMISSION FILE NUMBER: 0-17932

                                  WEB.COM, INC.
             (Exact name of registrant as specified in its charter)

            MINNESOTA                                          41-1404301
  (State or other jurisdiction                              (I.R.S. Employer
of incorporation or organization)                          Identification No.)

                     303 PEACHTREE CENTER AVENUE, SUITE 500
                                ATLANTA, GA 30303
          (Address, including Zip Code, of principal executive offices)

       Registrant's telephone number, including area code: (404) 260-2477

           Securities registered pursuant to Section 12(b) of the Act:

                                               NAME OF EACH EXCHANGE ON WHICH
          TITLE OF EACH CLASS                            REGISTERED
          -------------------                  ------------------------------

COMMON STOCK, PAR VALUE $.01 PER SHARE              NASDAQ GLOBAL MARKET

           Securities registered pursuant to Section 12(g) of the Act:

                                      NONE

    Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act.

                                Yes [_]   No [X]

    Indicate by check mark if the  registrant  is not  required to file  reports
pursuant to Section 13 or 15(d) of the Act.

                                Yes [_]   No [X]

    Indicate  by check mark  whether  the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

                                Yes [X]   No [_]


<PAGE>


     Indicate by check mark if disclosure of delinquent  filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]

    Indicate by check mark whether the registrant is a large accelerated  filer,
and accelerated filer or a non-accelerated filer.

 Large Accelerated Filer [_]  Accelerated Filer [X]  Non-accelerated Filer [_]

    Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Act).

                                Yes [_]   No [X]

     The aggregate market value of the voting and non-voting  common equity held
by  non-affiliates  of the registrant as of June 30, 2006,  based on the closing
price of the common stock as reported by The NASDAQ  Global Market on such date,
was approximately $90,000,000.

     As of February 28, 2007, the issuer had 16,784,108  shares of common stock,
par value $.01 per share, issued and outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      NONE

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<PAGE>


                                EXPLANATORY NOTE

         This  Amendment No. 2 to Annual Report on Form 10-K/A is being filed to
amend and restate Part III - Item 12 of Amendment  No. 1 to our Annual Report on
Form 10-K for the year ended  December 31, 2006,  filed with the  Securities and
Exchange  Commission on April 27, 2007.  Except as expressly noted herein,  this
Amendment does not reflect events occurring after the March 20, 2007 filing date
of our original Annual Report, and we do not undertake to update any item of our
original  Annual  Report  or  Amendment  No. 1  thereto,  except in each case to
reflect  the  changes  discussed  in this  Amendment  No. 2.  Accordingly,  this
Amendment No. 2 should be read in  conjunction  with the original  Annual Report
and Amendment No. 1 thereto.

         As a result of these amendments, we are also filing as exhibits to this
Amendment the  certifications  pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002. Because no financial statements are contained within this Amendment, we
are not including  certifications  pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.


<PAGE>


                                TABLE OF CONTENTS

                                                                            PAGE
                                                                            ----
PART III
Item 12.          Security Ownership of Certain Beneficial Owners and
                  Management and Related Stockholder Matters                   1
PART IV
Item 15.          Exhibits and Financial Statement Schedules                   3
Signatures                                                                     4
Exhibit 31.1.     SECTION 302, CERTIFICATION OF THE CEO
Exhibit 31.2.     SECTION 302, CERTIFICATION OF THE CFO


                                       (i)
<PAGE>


                                    PART III

ITEM 12.          SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
                  AND RELATED STOCKHOLDER MATTERS


         The following  table sets forth ownership  information  with respect to
our common stock as of March 31, 2007,  with respect to (i) persons  known by us
to  beneficially  own  more  than  5% of our  common  stock,  (ii)  each  of our
directors,   (iii)  each  named   executive   officer  listed  in  the  "Summary
Compensation Table" above, and (iv) all current directors and executive officers
as a group.

         Beneficial  ownership is determined in accordance with the rules of the
SEC  and  generally   includes  voting  or  investment  power  with  respect  to
securities.  Unless otherwise indicated below, to our knowledge, the persons and
entities  named in the table  have sole  voting and sole  investment  power with
respect to all shares  beneficially  owned,  subject to community  property laws
where  applicable.  Shares of our  common  stock  subject  to  options  that are
currently exercisable or exercisable within 60 days of March 31, 2007 are deemed
to be outstanding and to be beneficially owned by the person holding the options
for the purpose of computing the percentage ownership of that person but are not
treated as outstanding for the purpose of computing the percentage  ownership of
any other person.

                                                           Web.com, Inc.
                                                            Common Stock
                                                    ----------------------------
                                                    Amount and Nature
                                                            of           Percent
                                                       Beneficial          of
     Name of Beneficial Owner                         Ownership (1)       Class
--------------------------------------------------------------------------------
Jeffrey M. Stibel (2)                                   2,274,233        12.2  %
PAR Investment Partners, L.P. (3)                       2,000,000        11.9  %
Dimensional Fund Advisors LP. (4)                       1,246,884         7.4  %
Kinderhook Partners, L.P. (5)                           1,173,811         7.0  %
Seymour Holtzman/ S.H. Holdings, Inc. (6)                 948,172         5.6  %
Gonzalo Troncoso (7)                                      169,854         1.0  %
Robert T. Slezak (8)                                      143,150             *
Robert Lee (9)                                             92,200             *
John B. Balousek (10)                                      81,400             *
Judy Hackett (11)                                          84,651             *
Alex A. Kazerani (12)                                      75,000             *
John Patrick Crecine (13)                                  62,300             *
Efrem Gerszberg (14)                                       30,000             *
Richard Pitrolo                                                --             *
All current directors and executive
   officers as a Group (10 persons) (15)                3,960,960        20.8  %


*     Less than 1%

(1)   Entities  named in the table have sole  voting and  investment  power with
      respect to all shares  beneficially  owned,  subject to community property
      laws where applicable

(2)   Includes (i) 1,825,000  shares  subject to options held by Mr. Stibel that
      are exercisable within 60 days after March 31, 2007 and (ii) 16,782 shares
      beneficially owned and held by trust.

(3)   Information is based in part on Schedule 13G filed on February 12, 2002 by
      PAR Investment  Partners,  L.P.  Represents  2,000,000  shares held by PAR
      Investment Partners, L.P. ("PAR Investment"),  of which PAR Group, L.P. is
      a general  partner.  PAR  Capital  Management,  Inc.  provides  investment
      management services for PAR Investment. Edward L. Shapiro, who served as a
      member of the Board of  Directors  of  Web.com  from  March 2002 to August
      2005, is a Vice President and shareholder of PAR Capital Management, Inc.,
      and a limited partner of PAR Group, L.P. PAR Capital Management, Inc. is a
      reporting  company under the Exchange  Act. The  principal  office for PAR
      Investment,  PAR Group,  L.P.  and PAR  Capital  Management,  Inc.  is One
      Financial Center, Suite 1600, Boston, Massachusetts 02111.


                                       1
<PAGE>


(4)   Information  is based on Schedule  13F-HR  filed on April 18, 2007 for the
      quarter ended March 31, 2007.  Dimensional  Fund  Advisors,  LP (formerly,
      Dimensional Fund Advisors Inc.) is the  institutional  investment  manager
      for the  following  funds  which  hold the  stock:  DFA US Small Cap Value
      Portfolio;  DFA Tax-Managed US Small Cap Value Portfolio; DFA US Micro Cap
      Portfolio;  DFA US Small  Cap  Portfolio;  DFA  Tax-Managed  US Small  Cap
      Portfolio;   DFA   Tax-Managed   US  Marketwide   Value   Portfolio;   DFA
      Variable-Small Value Portfolio; DFA Tax-Managed US Equity Portfolio; SA US
      Small Company  Fund;  and DFA US Small Xm Value  Portfolio.  The principal
      office for  Dimensional  Fund  Advisors,  LP is 1299 Ocean  Avenue,  11 th
      Floor, Santa Monica, California 90401.


(5)   Information  is based on Schedule  13G/A filed on February 13,  2007.  The
      Schedule  13G/A  indicates  that  the  shares  are  beneficially  owned by
      Kinderhook  Partners,  LP,  Kinderhook  GP, LLC,  its general  partner and
      Stephen  J.  Clearman,  its  managing  member.  The  principal  office for
      Kinderhook  Partners,  LP is One Executive Drive, Suite 160, Fort Lee, New
      Jersey 07024.

(6)   Information  is  based  in part  on  Schedule  13D  filed  jointly  by Mr.
      Holtzman,  Jewelcor Management,  Inc. and S.H. Holdings,  Inc. on July 21,
      2004.  Includes (i) 896,172  shares held by S.H.  Holdings,  Inc. and (ii)
      42,000 shares subject to options held by Mr. Holtzman that are exercisable
      within 60 days after March 31,  2007.  Mr.  Holtzman may be deemed to have
      shared voting and investment power over 896,172 shares  beneficially owned
      by Jewelcor  Management Inc. (JMI), of which Mr. Holtzman is the chairman,
      president and chief executive  officer and indirectly,  with his wife, the
      primary  shareholder.  The principal  office for both  companies is 100 N.
      Wilkes Barre Blvd., Wilkes Barre, Pennsylvania 18702.

(7)   Includes (i) 335 shares held through the Employee  Stock Purchase Plan and
      (ii)  128,122  shares  subject to options  held by Mr.  Troncoso  that are
      exercisable within 60 days after March 31, 2007.

(8)   Includes  (i) 84,850  shares  held by a trust of which Mr.  Slezak is sole
      beneficiary  and co-trustee with his spouse and (ii) 48,300 shares subject
      to options held by Mr.  Slezak that are  exercisable  within 60 days after
      March 31, 2007.

(9)   Includes (i) 21,300 shares held by trust and (ii) 55,900 shares subject to
      options  held by Mr. Lee that are  exercisable  within 60 days after March
      31, 2007.

(10)  Includes  (i) 10,000  shares held by  partnership  and (ii) 42,200  shares
      subject to options held by Mr.  Balousek  that are  exercisable  within 60
      days after March 31, 2007.

(11)  Includes  62,486  shares  subject to options held by Ms.  Hackett that are
      exercisable within 60 days after March 31, 2007.

(12)  Includes  20,000 shares  subject to options held by Mr.  Kazerani that are
      exercisable within 60 days after March 31, 2007.

(13)  Includes  52,300  shares  subject to options held by Mr.  Crecine that are
      exercisable within 60 days after March 31, 2007.

(14)  Does not  include  shares  held by  Jewelcor  Management,  Inc.  and S. H.
      Holdings,  Inc. Mr.  Gerszberg is an officer of Jewelcor  Management,  but
      does not exercise  control over its  securities.  Includes  20,000  shares
      subject to options held by Mr.  Gerszberg that are  exercisable  within 60
      days after March 31, 2007.

(15)  Includes  2,296,308  shares  subject to options held by the  directors and
      officers  that are  exercisable  within 60 days after March 31, 2007.  See
      note (2) through (14) above.


                                       2
<PAGE>


                                     PART IV

ITEM 15.      EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(3) Exhibits.

  EXHIBIT
   NUMBER                                    EXHIBIT TITLE
------------            --------------------------------------------------------

    31.1                Certification of Principal Executive Officer pursuant to
                        Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as
                        adopted  pursuant to section  302 of the  Sarbanes-Oxley
                        Act of 2002.

    31.2                Certification of Principal Financial Officer pursuant to
                        Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as
                        adopted  pursuant to section  302 of the  Sarbanes-Oxley
                        Act of 2002.


                                       3
<PAGE>


                                   SIGNATURES

       Pursuant  to the  requirements  of Section 13 or 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.


                                       WEB.COM, INC.

Date: July 26, 2007                    /s/ Gonzalo Troncoso
                                       -------------------------------
                                       By:  Gonzalo Troncoso
                                            Executive Vice President,
                                            Chief Financial Officer

       Pursuant to the requirements of the Securities Exchange Act of 1934, this
report  has  been  signed  below  by the  following  persons  on  behalf  of the
Registrant and in the capacities and on the dates indicated.

Signature                         Title                            Date
---------                         -----                            ----

*                                 Chief Executive Officer          July 26, 2007
------------------------------    (principal executive officer)
Jeffrey M. Stibel

/s/ Gonzalo Troncoso              Executive Vice President and     July 26, 2007
------------------------------    Chief Financial Officer
Gonzalo Troncoso                  (principal accounting officer)

*                                 Director                         July 26, 2007
------------------------------
John B. Balousek

*                                 Director                         July 26, 2007
------------------------------
John Patrick Crecine

*                                 Director                         July 26, 2007
------------------------------
Efrem Gerszberg

*                                 Chairman of the Board of         July 26, 2007
------------------------------    Directors
Seymour Holtzman

*                                 Director                         July 26, 2007
------------------------------
Alex Kazerani

*                                 Director                         July 26, 2007
------------------------------
Robert T. Slezak

* By:  /S/ GONZALO TRONCOSO
      ------------------------
           Gonzalo Troncoso
           Attorney-In-Fact


                                       4
<PAGE>


                                INDEX TO EXHIBITS


  EXHIBIT
   NUMBER                                    EXHIBIT TITLE
------------            --------------------------------------------------------

    31.1                Certification of Principal Executive Officer pursuant to
                        Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as
                        adopted  pursuant to section  302 of the  Sarbanes-Oxley
                        Act of 2002.

    31.2                Certification of Principal Financial Officer pursuant to
                        Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as
                        adopted  pursuant to section  302 of the  Sarbanes-Oxley
                        Act of 2002.


                                       5