===============================================================================

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

                                   FORM 10-Q


(MARK ONE)

/X/  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1998

                                       OR

/ /  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

                         COMMISSION FILE NUMBER: 0-20939

                                   CNET, INC.
                 (Name of small business issuer in its charter)

          DELAWARE                                   13-3696170
(State or other jurisdiction of                   (I.R.S. Employer
incorporation or organization)                    Identification No.)


                               150 CHESTNUT STREET
                            SAN FRANCISCO, CA  94111
              (Address of principal executive officers) (zip code)

                         TELEPHONE NUMBER (415) 395-7800
              (Registrant's telephone number, including area code)

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 reports) and (2) has been subject to such filing
requirements for the past 90 days.

                                 Yes /X/  No / /

As of October 31, 1998 there were 16,993,525 shares of the registrant's common
stock outstanding.

===============================================================================

<PAGE>
Part 1.  Financial Information
Item 1.   Financial Statements

                                   CNET, INC.
                            CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                   September 30,  December 31,
                                                      1998           1997
                                                   -------------  -------------
<S>                                                <C>            <C>
                              ASSETS
Current assets:
     Cash and cash equivalents . . . . . . . . .    $44,469,870    $22,553,988
     Accounts receivable, net. . . . . . . . . .     12,618,819      9,149,762
     Accounts receivable, related party. . . . .      3,277,093          -
     Other current assets. . . . . . . . . . . .      1,053,836      1,134,957
     Restricted cash . . . . . . . . . . . . . .      1,352,183      1,599,113
                                                   -------------  -------------
          Total current assets . . . . . . . . .     62,771,801     34,437,820

Property and equipment, net. . . . . . . . . . .     15,495,100     19,553,537
Other assets . . . . . . . . . . . . . . . . . .      5,059,211      4,270,321
                                                   -------------  -------------
                                                    $83,326,112    $58,261,678
                                                   =============  =============

            LIABILITIES AND STOCKHOLDERS' EQUITY 
Current liabilities:
     Accounts payable. . . . . . . . . . . . . .     $3,099,987     $3,567,783
     Accrued liabilities . . . . . . . . . . . .      7,956,285     10,080,504
     Current portion of long-term debt . . . . .      1,039,928      1,358,772
                                                   -------------  -------------
          Total current liabilities. . . . . . .     12,096,200     15,007,059

Long-term debt . . . . . . . . . . . . . . . . .        964,340      2,611,815
                                                   -------------  -------------
          Total liabilities. . . . . . . . . . .     13,060,540     17,618,874

Stockholders' equity:
     Common stock. . . . . . . . . . . . . . . .          1,678          1,468
     Additional paid in capital. . . . . . . . .    125,690,093     94,697,595
     Accumulated deficit . . . . . . . . . . . .    (55,426,199)   (54,056,259)
                                                   -------------  -------------
          Total stockholders' equity . . . . . .     70,265,572     40,642,804
                                                   -------------  -------------
                                                    $83,326,112    $58,261,678
                                                   =============  =============
</TABLE>
      See accompanying notes to condensed consolidated financial statements.

<PAGE>



                                   CNET, INC.
                       CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (UNAUDITED)
<TABLE>
<CAPTION>
                                         Three Months Ended       Nine Months Ended
                                            September 30,          September 30,
                                     ------------------------ --------------------------
                                     1998        1997         1998         1997
                                     ----------- ------------ ------------ -------------
<S>                                  <C>         <C>          <C>          <C>
Revenues:
   Television. . . . . . . . . . . . $1,771,098   $1,813,052   $5,421,379    $5,288,054
   Internet. . . . . . . . . . . . . 12,619,013    6,859,139   31,796,533    18,016,304
                                     ----------- ------------ ------------ -------------
      Total Revenues . . . . . . . . 14,390,111    8,672,191   37,217,912    23,304,358

Cost of revenues:
   Television. . . . . . . . . . . .  1,667,506    1,806,913    5,205,002     5,274,623
   Internet. . . . . . . . . . . . .  5,375,659    4,112,616   16,496,231    11,703,045
                                     ----------- ------------ ------------ -------------
      Total cost of revenues . . . .  7,043,165    5,919,529   21,701,233    16,977,668
                                     ----------- ------------ ------------ -------------
Gross profit . . . . . . . . . . . .  7,346,946    2,752,662   15,516,679     6,326,690

Operating expenses:
   Sales and marketing . . . . . . .  3,970,684    2,791,085    9,711,832     7,805,486
   Development . . . . . . . . . . .    687,567    4,735,718    2,104,884    10,943,340
   General and administrative. . . .  1,632,881    1,525,986    4,681,186     4,330,366
   Unusual items. . . . . . . .. . .        -           -            -        7,000,000
                                     ----------- ------------ ------------ -------------
      Total operating expenses . . .  6,291,132    9,052,789   16,497,902    30,079,192
                                     ----------- ------------ ------------ -------------
Operating income(loss) . . . . . . .  1,055,814   (6,300,127)    (981,223)  (23,752,502)

Other income (expense):
   Equity losses . . . . . . . . . . (3,125,545)        -     (11,773,044)   (1,811,930)
   Gain on sale of equity investments 5,327,290         -      10,450,342    11,026,736
   Interest income (expense), net. .    486,803      147,892      648,109       513,308
                                     ----------- ------------ ------------ -------------
   Total other income (expense). . .  2,688,548      147,892     (674,593)    9,728,114
                                     ----------- ------------ ------------ -------------
   Net income (loss) . . . . . . . . $3,744,362  ($6,152,235) ($1,655,816) ($14,024,388)
                                     =========== ============ ============ =============

Basic net income (loss) per share. .      $0.22       ($0.43)      ($0.11)       ($1.00)
                                     =========== ============ ============ =============

Diluted net income (loss) per share.      $0.21       ($0.43)      ($0.11)       ($1.00)
                                     =========== ============ ============ =============

Shares used in calculating
  basic per share data . . . . . . . 16,696,441   14,165,200   15,618,679    14,019,977
                                     =========== ============ ============ =============

Shares used in calculating
  diluted per share data . . . . . . 18,041,018   14,165,200   15,618,679    14,019,977
                                     =========== ============ ============ =============
</TABLE>
  See accompanying notes to condensed consolidated financial statements.

<PAGE>


                                   CNET, INC.
                           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                        Nine Months Ended
                                                          September 30,
                                                   -------------------------
                                                       1998         1997
                                                   ------------ ------------
<S>                                                <C>          <C>
Cash flows from operating activities:
   Net loss . . . . . . . . . . . . . . . . . . . .($1,655,816)($14,024,388)
   Adjustments to reconcile net loss to net cash
     used in operating activities:
     Depreciation and amortization. . . . . . . . .  4,783,077    3,467,006
     Amortization of program costs. . . . . . . . .  3,887,662    5,548,481
     Allowance for doubtful accounts. . . . . . . .    742,154      202,092
     Reserve for joint venture. . . . . . . . . . .          -   (1,665,299)
     Warrant compensation expense. . . . . . . . .           -    7,000,000
     Changes in operating assets and liabilities:
        Accounts receivable . . . . . . . . . . . . (8,322,202)  (3,222,165)
        Other current assets. . . . . . . . . . . .    469,767     (879,314)
        Other assets. . . . . . . . . . . . . . . .  1,979,481     (419,922)
        Accounts payable. . . . . . . . . . . . . .    (48,125)    (481,131)
        Accrued liabilities . . . . . . . . . . . . (1,469,849)   3,210,793
                                                   ------------ ------------
          Net cash provided by (used in) operating
             activities . . . . . . . . . . . . . .    366,149   (1,263,847)
                                                   ------------ ------------
Cash flows from investing activities:
  Purchases of equipment, excluding capital leases. (3,451,922)  (8,621,329)
  Purchases of programming assets . . . . . . . . . (3,899,180)  (5,208,049)
  Loan to joint venture . . . . . . . . . . . . . .    (63,436)  (1,531,945)
                                                   ------------ ------------
          Net cash used in investing activities. . (7,414,538) (15,361,323)
                                                   ------------ ------------
Cash flows from financing activities:
  Proceeds from debt. . . . . . . . . . . . . . . .          -    3,280,806
  Net proceeds from issuance of stock . . . . . . . 25,984,438    5,250,000
  Net proceeds from employee stock purchase plan. .    824,649      525,837
  Net proceeds from exercise of options . . . . . .  4,121,504      773,450
  Principal payments on capital leases. . . . . . .   (295,111)    (144,320)
  Principal payments on equipment note. . . . . . . (1,671,209)     (97,330)
                                                   ------------ ------------
         Net cash provided by financing activities. 28,964,271    9,588,443
                                                   ------------ ------------
Net increase(decrease) in cash and cash equivalents 21,915,882   (7,036,727)
Cash and cash equivalents at beginning of period  . 22,553,988   20,155,935
                                                   ------------ ------------
Cash and cash equivalents at end of period  . . . .$44,469,870  $13,119,208
                                                   ============ ============
Supplemental disclosure of cash flow information:
  Interest paid . . . . . . . . . . . . . . . . . .   $245,178     $131,073
                                                   ============ ============
Supplemental disclosure of noncash transactions:
  Equity investment in Snap . . . . . . . . . . . . $3,066,449   $   -
                                                   ============ ============

  Capital Lease obligations incurred. . . . . . . .   $  -         $194,317
                                                   ============ ============

</TABLE>
         See accompanying notes to condensed consolidated financial statements.
<PAGE>

                                        CNET, INC.

                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                        (Unaudited)



(1) Basis of Presentation

        In the opinion of management, the accompanying unaudited 
condensed consolidated financial statements reflect all adjustments, 
consisting only of normal recurring adjustments, considered 
necessary for a fair presentation of the financial condition, 
results of operations and cash flows for the periods presented. 
These condensed financial statements should be read in conjunction 
with the audited consolidated financial statements included in the 
Company's most recent annual report on Form 10-K, as filed with the 
Securities and Exchange Commission which contains additional 
financial and operating information and information concerning the 
significant accounting policies followed by the Company. 

        The condensed consolidated results of operations for the three 
and nine months ended September 30, 1998 are not necessarily 
indicative of the results to be expected for the current year or any 
other period. 


 Recent Accounting Pronouncements

        In June 1997, the Financial Accounting Standards Board ("FASB") 
Issued Statement of Financial Accounting Standards ("SFAS") No. 130, 
"Reporting Comprehensive Income," which established standards for 
reporting and disclosures of comprehensive income and its components 
(revenues, expenses, gains and losses) in a full set of general 
purpose financial statements.  SFAS No. 130 is effective for fiscal 
years beginning after December 15, 1997 and requires 
reclassification of financial statements for earlier periods to be 
provided for comparative purposes.  The Company has not determined 
the manner in which it will present the information required by SFAS 
No. 130 in its annual consolidated financial statements for the year 
ending December 31, 1998.  The Company's total comprehensive income 
(loss) for all periods presented herein would not have differed from 
those amounts reported as net income (loss) in the consolidated 
statements of operations.


        In June 1997, the FASB issued SFAS No. 131, "Disclosures about 
Segments of an Enterprise and Related Information."  SFAS No. 131 
establishes standards for the way public business enterprises report 
information about operating segments in annual financial statements 
and requires those enterprises to report selected information about 
operating segments in interim financial reports issued to 
stockholders.  SFAS No. 131 is effective for financial statements 
for periods beginning after December 31, 1997.  The Company has not 
yet determined whether it has any separately reportable business 
segments. 



        In March 1998, the American Institute of Certified Public 
Accountants  issued SOP No. 98-1, "Accounting for the Costs of 
Computer Software Developed or Obtained for Internal Use."  SOP No. 
98-1 requires that certain costs related to the development or 
purchase of internal-use software be capitalized and amortized over 
the estimated  useful life of the software.  SOP No. 98-1 is 
effective for financial statements issued for fiscal years beginning 
after December 15, 1998.  The Company does not expect the adoption 
of SOP No.98-1 to have a material impact on its results of 
operations.

        In June 1998, the Financial Accounting Standards Board issued 
SFAS No. 133, "Accounting for Derivative instruments and Hedging 
Activities".  SFAS No. 133 establishes accounting and reporting 
standards for derivative instruments including certain derivative 
instruments embedded in other contacts, (collectively referred to as 
derivatives) and for hedging activities.  It requires that an entity 
recognize all derivatives as either assets or liabilities in the 
statement of financial position and measure these instruments at 
fair value.  If certain conditions are met, a derivative may be 
specifically designated and accounted for as (a) a hedge of the 
exposure to changes in the fair value of a recognized asset or 
liability or an unrecognized firm commitment  (b) a hedge of the 
exposure to variable cash flows of a forecasted transaction, or (c) 
a hedge of the foreign currency exposure of a net investment in a 
foreign operation, an unrecognized firm commitment, an available-
for-sale security, or a foreign-currency-denominated forecasted 
transaction.  For a derivative not designated as a hedge instrument, 
changes in the fair value of the derivative are recognized in 
earnings in the period of change.  This statement will be effective 
for all fiscal quarters of all fiscal years beginning after June 15, 
1999 and management does not believe the adoption of SFAS No. 133 
will have a material effect on the financial position of the 
Company.


Net Loss Per Share

        Basic net loss per share is computed using the weighted-
average number of common shares outstanding during the period.  
Diluted net loss per share is computed using the weighted-average 
number of common shares and common equivalent shares from stock 
options outstanding, when dilutive, using the treasury stock method.  
In the nine months ended September 30, 1998 there were 2,596,686 
options outstanding that could potentially dilute basic earnings per 
share ("EPS") in the future that were not included in the 
computation of diluted EPS because to do so would have been 
antidilutive for that period.  


(2) Snap Divestiture

     Pursuant to an agreement dated June 4, 1998 among the Company, 
NBC Multimedia, Inc., a Delaware corporation ("NBC Multimedia"), and 
Snap LLC, a Delaware limited liability company (the "LLC"), the 
Company and NBC Multimedia agreed to form the LLC to operate the 
Snap Internet portal service, which was previously operated as a 
division of the Company.  In connection with the formation and 
initial capitalization of the LLC, which was completed on June 30, 
1998, the Company contributed to the LLC substantially all of its 
assets used exclusively in the operation of the Snap service.  
Initially, the LLC will be owned 81% by the Company and 19% by NBC 
Multimedia, however, NBC Multimedia has an option to increase its 
ownership stake in the LLC to 60%.  The accompanying consolidated 
financial statements present Snap's financial results using the 
equity method of accounting effective January 1, 1998.  During the 
three months ended September 30, 1998, the Company recorded an 
equity loss related to its investment in the LLC of $3.1 million, 
the balance of its investment in the LLC. As of September 30, 1998, 
the Company had a $1.6 million receivable balance from the LLC for 
payments made on the LLC's behalf.  The receivable is included on 
the balance sheet as a related party accounts receivable. 

(3) BuyDirect Divestiture 

         BUYDIRECT.COM (BuyDirect) was a wholly owned division of the 
Company that distributed electronic software.  On March 31, 1998, 
the Company contributed its ownership in BuyDirect, and net assets 
related to BuyDirect of approximately $600,000, to a new venture 
that is separately owned and operated by BuyDirect's existing 
management group.  As part of the transaction, the Company received 
a 19% ownership interest in the new venture.  The Company uses the 
cost method of accounting for its BuyDirect investment thus recorded 
an investment of approximately $600,000 on its balance sheet.  As a 
part of the agreement CNET licensed certain technology to BuyDirect 
and also entered into a multi-year arrangement with the new venture 
to provide marketing and promotion in exchange for $5.4 million in 
cash payable through April 30, 2000.  For the nine months ended 
September 30, 1998, the Company recognized $1.8 million in revenues 
related to advertising purchased by BuyDirect and to the licensing 
of technology.  As of September 30, 1998 the Company had a $1.7 
million receivable balance from BuyDirect related to advertising 
purchased, licensing of technology and payments made by CNET on 
behalf of the venture. The balance is included on the balance sheet 
as a related party accounts receivable. 

(4) U.Vision Acquisition

        On May 12, 1998, the Company completed the acquisition of 
U.Vision Inc., a California corporation ("U.Vision"), through a 
merger between U.Vision and a wholly-owned acquisition subsidiary of 
the Company (the "Merger"), in which the Company issued 544,965 
shares of common stock in exchange for all of the outstanding shares 
of U.Vision.  U.Vision owned and operated ComputerESP 
(www.computeresp.com), a pricing and availability engine for buying 
computer products on the Internet.  Subsequent to the merger, the 
Company relaunched ComputerESP as CNET Shopper.com.  The Company 
recorded this transaction using the pooling-of-interests accounting 
method and recorded the financial results of U.Vision in its 
consolidated financial statements effective April 1, 1998.  The consolidated 
financial statements of the Company prior to April 1, 1998 have not 
been adjusted for the consolidated financial results of U.Vision as 
the impact was not material.  The shares used in calculating basic 
and diluted per share data have been adjusted in prior periods to 
reflect the U.Vision transaction.


Item 2.         Management's Discussion and Analysis of Results of 
Operations and Financial Condition

        CNET: The Computer Network is a media company focused on 
providing original Internet content and television programming 
relating to information technology and the Internet. CNET Television 
includes the Digital Domain, a two hour programming block which 
includes CNET Central, The New Edge, Cool Tech and The Web.  CNET 
Television also produces the nationally syndicated program TV.com.  
The Company's CNET Online division includes the following nine 
technology-focused Internet sites: CNET.com, News.com, 
Gamecenter.com, Shareware.com, Search.com, Builder.com, 
Download.com, Computers.com and Shopper.com. 

        The Company has a limited operating history upon which an 
evaluation of the Company and its prospects can be based. The 
Company's prospects must be considered in light of the risks, 
expenses and difficulties frequently encountered by start-up 
companies in the television programming industry and in the new and 
rapidly evolving market for Internet products, content and services. 
To address these risks, the Company must, among other things, 
effectively develop new relationships and maintain existing 
relationships with its advertising customers, their advertising 
agencies and other third parties, provide original and compelling 
content to Internet users and television viewers, develop and 
upgrade its technology, respond to competitive developments and 
attract, retain and motivate qualified personnel. There can be no 
assurance that the Company will succeed in addressing such risks and 
the failure to do so could have a material adverse effect on the 
Company's business, financial condition or operating results. 
Additionally, the limited operating history of the Company makes the 
prediction of future operating results difficult or impossible, and 
there can be no assurance that the Company's revenues will increase 
or even continue at their current level or that the Company will 
maintain profitability or generate cash from operations in future 
periods. Since inception, the Company has incurred significant 
losses and, as of September 30, 1998, had an accumulated deficit of 
$55.4 million. The Company may continue to incur losses in the 
future. 


Results of Operations


Revenues


 Total Revenues

Total revenues were $14.4 million and $8.7 million for the three 
months and $37.2 million and $23.3 million for the nine months ended 
September 30, 1998 and 1997, respectively. 

 Television Revenues

        Television revenues were $1.8 million for each of the three 
months and $5.4 million and $5.3 million for the nine months ended 
September 30, 1998 and 1997, respectively. Pursuant to an amended 
agreement, effective July 1, 1996, between the Company and USA 
Networks, USA Networks licensed the right to carry the Digital 
Domain on its networks for an initial one-year term for a fee equal 
to the cost of production of those programs up to a maximum of $5.2 
million.  In January 1997, USA Networks agreed to extend the 
agreement for an additional year beginning July 1, 1997 and revenues 
were again limited to the costs of producing such programs, subject 
to a maximum amount of $5.5 million.  During the second quarter of 
1998, the Company and USA Networks entered into an agreement for an 
additional year of programming beginning July 1, 1998.  The 
agreement added a fourth program to the Digital Domain called Cool 
Tech and decreased the length of The Web from 60 minutes to 30 
minutes.  Revenues are limited to the costs of production, subject 
to a maximum of $5.9 million.

Prior to March 1, 1998, the Company had an agreement with Trans 
World International ("TWI"), whereby the Company produced a 
television program, TV.com, which was exclusively distributed by 
TWI.  Revenue from the distribution of TV.com was first used to 
offset costs of distribution and production, with any excess being 
shared equally by CNET and TWI. Beginning March 1, 1998, the Company 
assumed responsibility for the sale of advertisements on TV.com and 
began paying a distribution fee to TWI.

 Internet Revenues

        Total Internet revenues were $12.6 million and $6.9 million 
for the three months and $31.8 million and $18.0 million for the 
nine months ended September 30, 1998 and 1997, respectively. All 
Internet revenues for 1998 were attributable to the Company's CNET 
Online division as the Company divested a portion of its ownership 
in Snap and began accounting for Snap's financial results under the 
equity method retroactively to January 1, 1998.  Internet revenues 
related to Snap were $58,000 for each of the three and nine month 
periods in 1997.  Internet revenues consist primarily of revenues 
derived from the sale of advertisements on pages delivered to users 
of the Company's Internet sites.  The delivery of an advertisement 
is recognized by the Company as an "impression."  Advertising 
revenues are derived principally from arrangements with the 
Company's advertising customers that provide for a guaranteed number 
of impressions.  Advertising rates vary depending primarily on the 
particular Internet site on which advertisements are placed, the 
type and total number of impressions purchased and the length of the 
advertiser's commitment.  Advertising revenues are recognized in the 
period in which the advertisements are delivered.  The Company's 
ability to sustain or increase revenues for Internet advertising 
will depend on numerous factors, which include, but are not limited 
to, the Company's ability to increase its inventory of delivered 
Internet pages on which advertisements can be displayed and its 
ability to maintain or increase its advertising rates.

The increase in revenues for CNET Online of $5.8 million for 
the three month and $13.8 million for the nine month periods of 1998 
compared to the similar periods in 1997 was attributable to 
increased pages delivered of 58% for the three month periods and 71% 
for the nine month periods ended September 1998 as compared to the 
same periods in 1997 and increased advertisements sold on these 
pages.   Average daily page views for CNET Online equaled 7.2 
million for September 1998.  Internet revenues include non-
advertising revenues of $192,000 and $1.1 million for the three 
months and $2.3 million for each of the nine months ended September 
30, 1998 and 1997, respectively.  Non-advertising revenues include 
fees earned from Company sponsored trade shows, electronic commerce 
revenues, content licensing revenues, technology licensing and 
consulting. 

        A portion of the Company's Internet revenues were derived from 
barter transactions whereby the Company delivered advertisements on 
its Internet sites in exchange for advertisements on the Internet 
sites of other companies.  Barter transactions accounted for $1.1 
million and $136,000 for the three months and $2.2 million and 
$632,000 for the nine months ended September 30, 1998 and 1997, 
respectively.

        Television operations accounted for 12% and 21% of total 
revenues and Internet operations accounted for 88% and 79% of total 
revenues for the three months ended September 30, 1998 and 1997, 
respectively.  Television operations accounted for 15% and 23% of 
total revenues and Internet operations accounted for 85% and 77% of 
total revenues for the nine months ended September 30, 1998 and 
1997, respectively.  The Company expects to experience fluctuations 
in television and Internet revenues in the future that may be 
dependent on many factors, including demand for the Company's 
Internet sites and television programming, and the Company's ability 
to develop, market and introduce new and enhanced Internet content 
and television programming. 

        Cost of Revenues

Total Cost of Revenues

        Total cost of revenues were $7.0 million and $5.9 million for 
the three months and $21.7 million and $17.0 million for the nine 
months ended September 30, 1998 and 1997, respectively.  Cost of 
revenues includes costs associated with the production and delivery 
of the Company's television programming and the production of its 
Internet sites.  The principal elements of cost of revenues for the 
Company's television programming have been the production costs of 
its television programs, which primarily consist of payroll and 
related expenses for the editorial and production staff and costs 
for facilities and equipment.  The principal elements of cost of 
revenues for the Company's Internet sites have been payroll and 
related expenses for the editorial, production and technology staff, 
as well as costs for facilities and equipment. 

 Cost of Television Revenues

        Cost of television revenues were $1.7 million and $1.8 million 
for the three month periods and $5.2 million and $5.3 million for 
the nine month periods ended September 30, 1998 and 1997, 
representing approximately 94% and 100% of the related revenues for 
the three month periods and 96% and 100% for the nine month periods 
ended September 30, 1998 and 1997, respectively. 


 Cost of Internet Revenues

        Cost of Internet revenues were $5.4 million and $4.1 million 
for the three months and $16.5 million and $11.7 million for the 
nine months ended September 30, 1998 and 1997, representing 43%, 
60%, 52% and 65% of the related revenues, respectively.  All 
Internet cost of revenues were attributable to the Company's CNET 
Online division due to the Company's divestiture of Snap.  The 
increase of $1.3 million for the three months and $4.8 million for 
the nine months ended September 30, 1998 as compared to the same 
periods in 1997 was primarily attributable to $767,000 and $2.3 
million, respectively, of costs associated with an Internet site 
that was launched in November 1997, costs related to an Internet 
site acquired in May 1998, costs associated with a Company sponsored 
trade show held in April 1998 and increases in personnel related 
costs for its Internet sites.



 Sales and Marketing

        Sales and marketing expenses consist primarily of payroll and 
related expenses, consulting fees and advertising expenses.  Sales 
and marketing expenses were $4.0 million and $2.8 million for the 
three months and $9.7 million and $7.8 million for the nine months 
ended September 30, 1998 and 1997, representing 28%, 32%, 26% and 
33% of total revenues, respectively. The increase in sales and 
marketing expenses of $1.2 million for the three months and $1.9 
million for the nine months ended September 30, 1998 compared to the 
same periods in 1997 were primarily attributable to increases in 
advertising expenses.  The increase in advertising expenses was 
primarily related to increased expenses for barter transactions of 
$1.0 million for the three month periods and $1.6 million for the 
nine month periods. 

 Development

        Development expenses consist of expenses relating to 
technology and creative design staff who are involved in the 
research and development of new or improved technologies to enhance 
the performance of the Company's Internet sites, as well as expenses 
incurred in the development of new Internet sites.  Development 
expenses for technology and creative design enhancements and for 
development of new Internet sites include payroll and related 
expenses for editorial, production and technology staff, as well as 
costs for facilities and equipment.  Costs associated with the 
development of a new Internet site are recognized as development 
expenses until the new site begins generating revenue.  

     Development expenses were $688,000 and $4.7 million for the 
three months and $2.1 million and $10.9 million for the nine months 
ended September 30, 1998 and 1997, representing 5%, 55%, 6% and 47% 
of total revenues, respectively. The decrease in development 
expenses of approximately $4.0 million for the three months and $8.8 
million for the nine months ended September 30, 1998 as compared to 
the same periods in 1997 was primarily attributable to decreased 
activities related to the development of new Internet sites. During 
1997, the Company incurred development expenses related to the 
development of Snap of $3.0 million for the three month period and 
$7.8 million for the nine month period ended September 30, 1997, 
respectively.

 General and Administrative

        General and administrative expenses consist of payroll and 
related expenses for executive, finance and administrative 
personnel, professional fees and other general corporate expenses.  
General and administrative expenses were $1.6 million and $1.5 
million for the three months and $4.7 million and $4.3 million for 
the nine months ended September 30, 1998 and 1997, representing 11%, 
18%, 13% and 19% of total revenues, respectively. 

 Unusual Items

        In January 1997, the Company incurred a one-time, non-cash 
expense of $7.0 million related to an amendment to the warrant 
agreement with USA Networks whereby the Company agreed that the 
warrants held by USA Networks will vest in full on December 31, 
2006, to the extent that they have not previously vested. 
Additionally, USA Networks exercised its option to extend its 
agreement with the Company to carry the Company's four television 
programs through June 30, 1998. 

Equity Losses

        Equity losses consist of losses accounted for under the equity 
method of accounting from the Company's joint venture with E! 
Entertainment and from the Company's investment in Snap. Total 
equity losses were $3.1 million and $0 for the three months and 
$11.8 million and $1.8 million for the nine months ended September 
30, 1998 and 1997, respectively. Losses related to the Snap LLC were 
recorded using the equity method of accounting effective January 1, 
1998.  All of the equity losses in 1998 were related to Snap and all 
of the equity losses in 1997 were related to the Company's joint 
venture with E! Entertainment.

Gain On Sale Of Equity Investments

Gain on sale of equity investments consists primarily of gains 
on the sale of the Company's 50% equity position in the joint 
venture with E! Entertainment, which was sold in June 1997, and 
gains on the sales of a portion of the Company's equity interest in 
Vignette Corporation in the second and third quarters of 1998. 

Liquidity and Capital Resources

        Net cash provided by operating activities of $366,000 for the 
nine months ended September 30, 1998 was attributable to a net loss 
for the period as offset by adjustments for depreciation and 
amortization and changes in operating assets and liabilities. Net 
cash used by operating activities of $1.3 million for the nine 
months ended September 30, 1997 was attributable to a net loss in 
the period as reduced by adjustments to reconcile net loss to net 
cash.  Net cash used in investing activities of $7.4 million and 
$15.4 million for the nine months ended September 30, 1998 and 1997, 
respectively, was primarily attributable to purchases of equipment 
and programming assets.  Cash flows provided by financing activities 
of $29.0 million for the nine months ended September 30, 1998 
consisted primarily of proceeds from the issuance of common stock.

        The Company currently has obligations under notes payable and 
capital leases of $2.0 million. Such obligations were incurred to 
finance equipment purchases and are payable through June 2001. 

        As of September 30, 1998, the Company's principal source of 
liquidity was approximately $44.5 million in cash and cash 
equivalents. The Company believes that these funds will be 
sufficient to meet its anticipated cash needs for working capital 
and capital expenditures for at least the next 12 months.  However, 
any projections of future cash needs and cash flows are subject to 
substantial uncertainty.  See "Additional Factors That May Affect 
Future Results" below. If currently available cash and cash 
generated by operations is insufficient to satisfy the Company's 
liquidity requirements, the Company may be required to sell 
additional equity or debt securities. The sale of additional equity 
or convertible debt securities would result in additional dilution 
to the Company's stockholders.  There can be no assurance that 
financing will be available to the Company in amounts or on terms 
acceptable to the Company. 

Seasonality and Cyclicality

        The Company believes that advertising sales in traditional 
media, such as television, are generally lower in the first and 
third calendar quarters of each year than in the respective 
preceding quarters and that advertising expenditures fluctuate 
significantly with economic cycles.  Depending on the extent to 
which the Internet is accepted as an advertising medium, seasonality 
and cyclicality in the level of advertising expenditures generally 
could become more pronounced for Internet advertising.  Seasonality 
and cyclicality in advertising expenditures generally, or with 
respect to Internet-based advertising specifically, could have a 
material adverse effect on the Company's business, financial 
condition or operating results.

Year 2000 Compliance 

        The Company is aware of the issues associated with the 
programming code and embedded technology in existing systems as the 
year 2000 approaches.  The "Year 2000 Issue" arises from the 
potential for computers to fail or operate incorrectly because their 
programs incorrectly interpret the two digit date fields "00" as 1900 
or some other year, rather than the year 2000.  The year 2000 issue 
creates risk for the Company from unforeseen problems in its own 
computer systems and from third parties, including customers, vendors 
and manufacturers, with whom the Company deals.  Failures of the 
Company's and/or third parties' computer systems could result in an 
interruption in, or a failure of certain normal business activities 
or operations.  Such failures could materially and adversely affect 
the Company's results of operations, liquidity, and financial 
condition, though the impact is unknown at this time.

        To mitigate this risk, the Company has established a formal 
year 2000 program to oversee and coordinate the assessment, 
remediation, testing and reporting activities related to this issue.  
The Company believes that with the completion of the project as 
scheduled, the possibility of significant interruptions of normal 
operations should be reduced.

        The Company is currently in the assessment phase of its year 
2000 program.  As part of this assessment, the Company's application 
systems (e.g., financial systems, various custom-developed business 
applications), technology infrastructure (e.g., networks, servers, 
desktop equipment), facilities (e.g., security systems, fire alarm 
systems), vendors/partners and products will be reviewed to determine 
their state of year 2000 compliance.  This review will include the 
collection of documentation from software and hardware manufacturers, 
the detailed review of programming code for custom applications, the 
physical testing of desktop equipment using software designed to test 
for year 2000 compliance, the examination of key vendors'/partners' 
year 2000 programs and the ongoing testing of the Company's products 
as part of normal quality assurance activities.

        Subsequent to the completion of the Company's assessment phase 
the Company will implement both a certification and testing phase of 
its program.  Testing of the Company's internal software will be 
accomplished through simulation situations.  The Company will 
simulate January 1, 2000 on its network, servers and desktop 
equipment to ensure compliance with year 2000 readiness.  It is 
forecast that all important systems (both computer systems and 
systems dependent on embedded technologies) will be tested by June 
30, 1999.  All other testing will be done by December 31, 1999.

        The Company has not made estimates for the costs associated 
with completing its year 2000 program, but will do so after 
completion of the assessment phase of the project.  Costs incurred to 
date have not been material.  There can be no assurance that the 
Company will not experience serious unanticipated negative 
consequences and/or additional material costs caused by undetected 
errors or defects in the technology used in its internal systems, or 
by failures of its vendors/partners to address their year 2000 issues 
in a timely and effective manner.

        Should miscalculations or other operational errors occur as a 
result of the year 2000 issue, the Company or the parties on which it 
depends may be unable to produce reliable information or to process 
routine transactions.  Furthermore, in the worst case, the Company or 
the parties on which it depends may, for an extended period of time, 
be incapable of conducting critical business activities which 
include, but are not limited to, the production and delivery of the 
Company's Internet sites, invoicing customers and paying vendors. 


Additional Factors That May Affect Future Results

        The Company's quarterly operating results may fluctuate 
significantly in the future as a result of a variety of factors, 
many of which are outside the Company's control.  Factors that may 
adversely affect the Company's quarterly operating results 
attributable to its Internet operations include the level of use of 
the Internet, demand for Internet advertising, seasonal trends in 
both Internet use and advertising placements, the addition or loss 
of advertisers, advertising budgeting cycles of individual 
advertisers, the level of traffic on the Company's Internet sites, 
the amount and timing of capital expenditures and other costs 
relating to the expansion of the Company's Internet operations, the 
introduction of new sites and services by the Company or its 
competitors, price competition or pricing changes in the industry, 
technical difficulties or system downtime, general economic 
conditions and economic conditions specific to the Internet and 
Internet media.  Quarterly operating results attributable to the 
Company's television operations are generally dependent on the costs 
incurred by the Company in producing its television programming. If 
the cost of producing television programs for USA Networks exceeds 
the maximum licensing fee payable by USA Networks, the Company could 
incur a gross deficit with respect to its television operations.  
Further, the size and demographic characteristics of the Company's 
viewing audience may be adversely affected by the popularity of 
competing television programs, including special events, the time 
slots chosen for the Company's programs by the cable network 
carrying such programs and the popularity of programs immediately 
preceding the Company's programs.  As a result of the Company's 
strategy to cross market its television and Internet operations, the 
Company believes that any decrease in the number of viewers of its 
television programs will have a negative effect on the usage of its 
Internet sites.  Accordingly, a decrease in viewership of the 
Company's television programs could have a material adverse effect 
on the Company's business, financial condition or operating results. 

        Due to all of the foregoing factors, it is likely that the 
Company's operating results may fall below the expectations of the 
Company, securities analysts or investors in some future quarter.  
In such event, the trading price of the Common Stock would likely be 
materially and adversely affected. 

        Certain information in this Quarterly Report may contain 
"forward-looking statements" within the meaning of Section 21E of 
the Securities Exchange Act of 1934, as amended.  All statements 
other than statements of historical fact are "forward-looking 
statements" for purposes of these provisions, including any 
projections of earnings, revenues, expenses or other financial 
items, any statements of the plans and objectives of management for 
future operations, any statements concerning proposed new services, 
any statements regarding future economic conditions or performance, 
and any statement of assumptions underlying any of the foregoing.  
Although the Company believes that the expectations reflected in its 
forward-looking statements are reasonable, it can give no assurance 
that such expectations or any of its forward-looking statements will 
prove to be correct, and actual results could differ materially from 
those projected or assumed in the Company's forward-looking 
statements.  The Company's future financial condition and results, 
as well as any forward-looking statements, are subject to inherent 
risks and uncertainties, including those summarized in this section.  
Additional information concerning these and other risk factors is 
contained in the Company's Annual Report on Form 10-K for the fiscal 
year ended December 31, 1997, a copy of which may be obtained from 
the Company upon request.

PART II. OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits.

    27    --Financial Data Schedules


(b) Reports on Form 8-K

On July 15, 1998, the Company filed a Current Report on Form 
8-K with respect to the closing of its transaction with NBC and NBC 
Multimedia, Inc. related to Snap LLC and the sale of Common Stock to 
NBC.



<PAGE>
                                   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 thereunto duly authorized.

                                        CNET, INC.
                                        (Registrant)

                                        /s/ Douglas N. Woodrum
                                        ________________________
                                        Douglas N. Woodrum
                                        Executive Vice President,
                                        Chief Financial Officer

November 14, 1998

Date