425

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 18, 2007

CyberSource Corporation

(Exact name of registrant as specified in its charter)

Delaware	000-26477	77-0472961
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1295 Charleston Road, Mountain View, California	94043
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (650) 965-6000

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01. Regulation FD Disclosure.

Item 8.01. Other Events.

On June 17, 2007, an Agreement and Plan of Reorganization (the “Merger Agreement”) was entered into by and among CyberSource Corporation, a Delaware corporation (“CyberSource”), Congress Acquisition-Sub, Inc., a Delaware corporation and wholly owned subsidiary of CyberSource (“Merger Sub Corp.”), Congress Acquisition Sub 1, LLC, a Delaware limited liability company and wholly owned subsidiary of CyberSource (“Merger Sub LLC”), and Authorize.Net Holdings, Inc., a Delaware corporation (“Authorize.Net”). Pursuant to the Merger Agreement, Merger Sub Corp. shall be merged with and into Authorize.Net (the “Company Merger”), which shall be the surviving corporation (the “Company Surviving Corporation”) in the Company Merger, and the separate existence of Merger Sub Corp. shall thereupon cease. Next, the Company Surviving Corporation shall be merged with and into Merger Sub LLC (the “LLC Merger,” together with the Company Merger, the “Mergers”), which shall be the surviving limited liability company in the LLC Merger (the “Surviving LLC”) and the separate existence of Company Surviving Corporation shall thereupon cease.

Under the terms of the Merger Agreement, each issued and outstanding share of common stock of Authorize.Net shall be converted into the right to receive (i) 1.1611 shares of CyberSource common stock; (ii) a pro rata share of approximately $125 million in the form of a cash payment; and (iii) cash in lieu of fractional shares.

On June 18, 2007, CyberSource and Authorize.Net issued a press release announcing the execution of the Merger Agreement.

On June 18, 2007, the officers of CyberSource and Authorize.Net engaged in a conference call for financial analysts and investors regarding the Mergers.

On June 18, 2007, CyberSource disseminated an e-mail to its employees discussing the Mergers. In addition, on June 18, 2007, officers of CyberSource and Authorize.Net made a presentation regarding the Mergers to the employees of each of CyberSource and Authorize.Net.

CyberSource also disseminated an e-mail to merchants and partners discussing the Mergers on June 18, 2007.

The foregoing description of the press release, conference call script, e-mail to employees, presentation to employees and e-mail to merchants and partners does not purport to be complete and is qualified in its entirety by reference to the press release, conference call transcript, e-mail to employees, presentation to employees and e-mail to merchants and partners attached as Exhibits 99.1, 99.2, 99.3, 99.4 and 99.5 respectively, and incorporated herein by reference.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the

Securities Exchange Act of 1934, as amended. These forward-looking statements involve important factors that could cause actual results to differ materially from those in the forward-looking statements. Such important factors involve risks and uncertainties including, but not limited to, unanticipated delays and difficulties in obtaining regulatory approvals and stockholder approvals, unanticipated delays and difficulties in satisfying the closing conditions to the Mergers, and other risks that are described from time to time in CyberSource Corporation’s Securities and Exchange Commission reports, including, but not limited to, CyberSource Corporation’s Annual Report on Form 10-K filed with the SEC on March 13, 2007. If any of these risks or uncertainties materializes or any of these assumptions proves incorrect, CyberSource Corporation’s results could differ materially from CyberSource Corporation’s expectations in these statements. CyberSource Corporation assumes no obligation and does not intend to update these forward-looking statements.

Additional Information and Where to Find It

CyberSource Corporation and Authorize.Net Holdings, Inc. will file a joint proxy statement/prospectus with the SEC in connection with the proposed Mergers. Investors and security holders are urged to read the joint proxy statement/prospectus when it becomes available and any other relevant documents filed with the SEC because they will contain important information regarding CyberSource Corporation, Authorize.Net Holdings, Inc., the proposed Mergers, the persons soliciting proxies in connection with the proposed Mergers on behalf of CyberSource Corporation and Authorize.Net Holdings, Inc. and the interests of those persons in the proposed Mergers and related matters. CyberSource Corporation and Authorize.Net Holdings, Inc. intend to mail the joint proxy statement/prospectus to their respective stockholders once such joint proxy statement/prospectus is declared effective by the SEC. Investors and security holders will be able to obtain a copy of the joint proxy statement/prospectus and other documents filed by CyberSource Corporation and Authorize.net with the SEC free of charge at the website maintained by the SEC at http://www.sec.gov. In addition, documents filed with the SEC by CyberSource Corporation are available free of charge by contacting CyberSource Corporation, Investor Relations, 1295 Charleston Road, Mountain View, California 94043, (650) 965-6000, and documents filed with the SEC by Authorize.Net Holdings, Inc. are available free of charge by contacting Authorize.Net Holdings, Inc., Investor Relations, 293 Boston Post Road West, Suite 220, Marlborough, Massachusetts 01752, (508) 229-3200.

Participants in Solicitation

CyberSource Corporation and Authorize.Net Holdings, Inc., and their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies from the stockholders of CyberSource Corporation and Authorize.Net Holdings, Inc. in connection with the proposed Mergers and related items. Information regarding the directors and executive officers of Authorize.Net Holdings, Inc. is set forth in the proxy statement filed with the SEC on April 29, 2007, for Authorize.Net Holdings, Inc.’s Special Meeting in Lieu of 2007 Annual Meeting of Stockholders to be held June 29, 2007. Information regarding the directors and executive officers of CyberSource Corporation is set forth in CyberSource Corporation’s proxy statement for CyberSource Corporation’s 2007 annual meeting of stockholders. Investors may obtain additional information regarding the interests of those participants by reading the joint proxy statement/prospectus when it becomes available.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are being filed with this Current Report on Form 8-K:

Exhibit Number	Description
99.1	Press Release, disseminated on June 18, 2007, announcing the execution of the Agreement and Plan of Reorganization pursuant to which the Registrant has agreed to acquire Authorize.Net Holdings, Inc.
99.2	Script of the Conference Call held by CyberSource Corporation on June 18, 2007.
99.3	E-mail to Employees regarding the Mergers, disseminated on June 18, 2007.
99.4	Presentation to Employees, delivered on June 18, 2007.
99.5	E-mail to Merchants and Partners, disseminated on June 18, 2007.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CyberSource Corporation (Registrant)
Date: June 18, 2007	/s/ Steven D. Pellizzer
	(Signature)
	Steven D. Pellizzer
	Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release, disseminated on June 18, 2007, announcing the execution of the Agreement and Plan of Reorganization pursuant to which the Registrant has agreed to acquire Authorize.Net Holdings, Inc.
99.2	Script of the Conference Call held by CyberSource Corporation on June 18, 2007.
99.3	E-mail to Employees regarding the Mergers, disseminated on June 18, 2007.
99.4	Presentation to Employees, delivered on June 18, 2007.
99.5	E-mail to Merchants and Partners, disseminated on June 18, 2007.

EX-99.1

Exhibit 99.1

NEWS RELEASE

Contacts:

CyberSource Corporation

Bruce Frymire

Director, Corporate Communications & Investor Relations

(650) 965-6042 or bfrymire@cybersource.com

Authorize.Net Holdings, Inc.

Timothy O’Brien

Chief Financial Officer

(508) 229-3215

CyberSource to Acquire Authorize.Net

Deal will combine two leaders in web-based payment

Stock and cash transaction valued at approximately $565 million

MOUNTAIN VIEW, Calif. and MARLBOROUGH, Mass. – June 18, 2007 – CyberSource Corporation (NASDAQ: CYBS), a leading provider of electronic payment and risk management solutions, and Authorize.Net Holdings, Inc. (NASDAQ: ANET), a leading provider of IP based payment solutions, today announced the signing of a definitive agreement whereby CyberSource will acquire Authorize.Net in a stock and cash transaction valued at approximately $565 million, as of the close of the NASDAQ Global Market System on June 15, 2007.

The acquisition joins two highly complementary businesses, positioning CyberSource to further capitalize on the growing web-based payment opportunity. Both companies are leaders in enabling e-commerce businesses to accept online payments for goods and services. CyberSource, with approximately 20,000 customers, has traditionally focused on managing payments for mid-sized and enterprise customers. Authorize.Net, with over 175,000 customers, has specialized in small businesses. Collectively, the companies processed approximately 1.1 billion transactions in 2006, representing $65 billion of e-commerce. The acquisition will enable CyberSource to provide leading payment solutions to all segments of the e-commerce industry.

“This is an investment in growth and scale,” said Bill McKiernan, CyberSource chairman and CEO. “Each company has a strong brand, processing platform and team. This combination helps secure our leadership position, and gives us more resources to bring innovative payment solutions to our customers and partners. We believe this combination creates a unique global platform to allow us to better serve the industry and positions CyberSource to support new business opportunities as more payment types migrate to web-based platforms.”

Under the agreement, Authorize.Net shareholders will receive 1.1611 shares of CyberSource common stock for every share of Authorize.Net common stock. Additionally, shareholders will receive a pro-rata share of approximately $125 million in the form of a cash payment. The agreement was approved by the boards of directors of both CyberSource and Authorize.Net. Subject to obtaining applicable shareholder approvals and satisfaction of all regulatory requirements, the transaction is expected to close in late September or early October 2007. This transaction is expected to be accretive in the fourth quarter of 2007 on a non-GAAP basis, which excludes stock-based compensation expense, a reduction in the tax allowance, the non-cash portion of the tax provision, depreciation and amortization expense, and certain non- recurring charges and income.

“Authorize.Net has been a great success story for our merchants, our partners, and our shareholders,” said Robert E. Donahue, Authorize.Net Holdings, Inc., president and CEO. “CyberSource is in an excellent position to leverage the potential of the combined businesses to further build on the successes of each company. They see the full potential in the Authorize.Net business, and they share our commitment to the continued growth of our customers and partners.”

“We believe this transaction, in the years ahead, will enable us to provide even better support for our channel partners and customers,” said Roy Banks, president, Authorize.Net Corp. “We expect this combination of resources to bring new and innovative payment solutions to market faster and more successfully than either company could independently.”

Bill McKiernan will remain Chairman and CEO of the combined entity, Scott Cruickshank will remain President and COO of CyberSource, and Roy Banks will remain President of Authorize.Net.

Upon the close of the transaction, Robert Donahue, currently a member of the board of directors of Authorize.Net Holdings, Inc., will join the board of directors of CyberSource. In conjunction with the anticipated transaction, Scott Cruickshank, president and COO of CyberSource, has agreed to resign from the board of directors of CyberSource.

Goldman Sachs & Co. served as financial advisor to CyberSource, and Jefferies Broadview, a division of Jefferies & Co., served as financial advisor to Authorize.Net for this transaction.

Conference Call

CyberSource and Authorize.Net will host a conference call for financial analysts and investors today, June 18, 2007 at 4:30 p.m. Eastern time (1:30 p.m. Pacific time). The call can be accessed in either of the following ways:

Live conference call

Dial 888-542-8515 (U.S. and Canada) 706-634-2163 (International). The call’s ID number is: 9792614. A taped replay of this call will be available through June 28, 2007. The dial-in numbers for the taped replay are 800-642-1687 (U.S.) 706-645-9291 (local or international). The call’s ID number is 9792614.

Live web cast

http://www.cybersource.com/cgi-bin/ir.pl

A replay of this web cast will remain available at this location through June 28, 2007.

About CyberSource

CyberSource Corporation is a leading provider of electronic payment and risk management solutions. CyberSource solutions enable electronic payment processing for Web, call center, and POS environments. CyberSource also offers industry leading risk management solutions for merchants accepting card-not-present transactions. CyberSource Professional Services designs, integrates, and optimizes commerce transaction processing systems. Approximately 20,000 businesses use CyberSource solutions, including half the companies comprising the Dow Jones Industrial Average. The company is headquartered in Mountain View, California, and has sales and service offices in Japan, the United Kingdom, and other locations in the United States. For more information, please visit CyberSource’s web site at www.cybersource.com or email info@cybersource.com.

About Authorize.Net

Authorize.Net provides secure, reliable, Internet Protocol (IP) based payment gateway solutions that enable merchants to authorize, settle and manage electronic transactions anytime, anywhere, via websites, at retail, mail order/telephone order (MOTO) call centers and on wireless devices. In addition to its payment solutions, Authorize.Net offers extensive value-add products designed to help merchants manage their business, fight fraud, and improve profitability. Authorize.Net is sold through an extensive network of partners that offer its IP-based payment services to their merchant customers. For more information, please visit Authorize.Net’s web site at www.authorize.net.

“Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995

Statements in this release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including, without limitation, statements regarding the company’s expectations, objectives, anticipations, plans, hopes, beliefs, intentions or strategies regarding the future. Forward-looking statements in this release include, without limitation, statements regarding: (1) the two businesses being highly complementary; (2) the acquisition enabling CyberSource to provide leading solutions to all segments of the e-commerce industry; (3) the acquisition being an investment in growth and scale; (4) strength of each company’s brand, processing platform and team; (5) combination helping secure CyberSource’s leadership position; (6) ability of the combined company to bring innovative payment solutions; (7) the acquisition creating a unique global platform; (8) the transaction being accretive in the fourth quarter of 2007 on a non-GAAP basis; (9) Authorize.Net being a great success story for merchants, partners, and shareholders; (10) potential of the combined company; (11) ability of the combined company to provide better support; and, (12) the combination bringing innovative payment solutions to market faster and more successfully. Risks, uncertainties and assumptions include the possibility that development of these products and services may not proceed as planned; that the merger does not close or that the companies may be required to modify aspects of the transaction to achieve regulatory approval; or that prior to the closing of the proposed merger, the businesses of the companies suffer due to uncertainty; that the parties are unable to successfully execute their integration strategies or achieve planned synergies; other risks that are described from time to time in CyberSource’s and Authorize.Net Holdings, Inc.’s Securities and Exchange Commission reports (including, but not limited to, CyberSource’s annual report on Form 10-K for the year ended December 31, 2006, and Authorize.Net’s Form 10-K for the year ended December 31, 2006, and subsequently filed reports). If any of these risks or uncertainties materializes or any of these assumptions proves incorrect, CyberSource’s or Authorize.Net’s results could differ materially from CyberSource’s or Authorize.Net’s expectations in these statements. Neither CyberSource nor Authorize.Net assume any obligation and they do not intend to update these forward-looking statements.

Additional Information and Where to Find It

CyberSource and Authorize.Net will file a joint proxy statement/prospectus with the SEC in connection with the proposed merger. Investors and security holders are urged to read the joint proxy statement/prospectus when it becomes available and any other relevant documents filed with the SEC because they will contain important information. Investors and security holders will be able to obtain these documents free of charge at the website maintained by the SEC at www.sec.gov. In addition, documents filed with the SEC by CyberSource are available free of charge by contacting Investor Relations, CyberSource Corporation, 1295 Charleston Road, Mountain View, California 94043-1307, (650) 965-6000, and documents filed with the SEC by Authorize.Net are available free of charge by contacting Investor Relations, Authorize.Net Holdings, Inc., 293 Boston Post Road, West #220, Marlborough, MA 01752, (866) 916-7380.

Participants in Solicitation

CyberSource and Authorize.Net, and their respective directors, executive officers and other possible employees and advisors, may be deemed to be participants in the solicitation of proxies from the stockholders of CyberSource and Authorize.Net in connection with the merger and related items. Information regarding the directors and executive officers of CyberSource and their ownership of CyberSource shares is set forth in the proxy statement for CyberSource’s 2007 annual meeting of stockholders, which was filed with the SEC on April 9, 2007. Information regarding the directors and executive officers of Authorize.Net and their ownership of Authorize.Net stock is set forth in the proxy statement for Authorize.Net’s 2007 annual meeting of stockholders, which was filed with the SEC on April 30, 2007. Investors may obtain additional information regarding the interests of those participants by reading the proxy statement/prospectus when it becomes available.

EX-99.2

Exhibit 99.2

Conference Call Script

Operator announces beginning of call, ending with:

Thank you. I will now turn the call over to Mr. Bill McKiernan, Chairman and CEO of CyberSource

Bill:

Thank you [operator name] and thank you all for joining us. Let me take a moment to introduce the people we have on the call today. I am joined by Bob Donahue, CEO of Authorize.Net Holdings, Inc., Roy Banks, President of Authorize.Net Corp, Tim O’Brien, CFO of Authorize.Net Holdings, Inc., and Steve Pellizzer, CFO of CyberSource. This call will be a approximately 30 minutes, as we are simultaneously briefing customers, partners, and employees today and need to keep on a pretty tight schedule. Indeed, I am here in Bellevue, Washington with Roy and his team briefing the Authorize.Net employees on the transaction. So we encourage you to view the press release available at WWW.CYBERSOURCE.COM for additional information beyond our brief prepared remarks. First, I’d like to ask Steve Pellizzer to outline the appropriate Safe Harbor provisions.

Steve:

Thanks, Bill. During the course of this teleconference, we will make certain forward-looking statements that involve risks, uncertainties and assumptions. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. For example, statements of expected synergies, timing of closing, customer solutions and industry leadership are all forward-looking statements. Risks, uncertainties and assumptions include the possibility that development of these products and services may not proceed as planned; that the merger does not close or that the companies may be required to modify aspects of the transaction to achieve regulatory approval; or that prior to the closing of the proposed merger, the businesses of the companies suffer due to uncertainty; that the parties are unable to successfully execute their integration strategies or achieve planned synergies; other risks that are described from time to time in CyberSource’s and Authorize.Net’s Securities and Exchange Commission reports (including, but not limited to, CyberSource’s annual report on Form 10-K

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for the year ended December 31, 2006, and Authorize.Net’s Form 10-K for the year ended December 31, 2006, and subsequently filed reports). If any of these risks or uncertainties materializes or any of these assumptions proves incorrect, CyberSource’s or Authorize.Net’s results could differ materially from CyberSource’s or Authorize.Net’s expectations in these statements. Neither CyberSource nor Authorize.Net assumes any obligation and they do not intend to update these forward-looking statements.

And now I’ll turn the call back to Bill McKiernan.

Bill:

Thanks Steve. I’m excited to announce that CyberSource has signed a definitive agreement to acquire Authorize.Net Holdings, Inc. I believe this transaction, once completed, will not only be one of the most important developments in the histories of both companies, but a key event in the evolution of global eCommerce.

CyberSource and Authorize.Net are very complementary businesses. Each has been a leader in its area of specialty – with CyberSource leading among mid-sized and enterprise eCommerce merchants, and Authorize.Net leading among small businesses. Each organization has a strong brand, platform, partner network and team. We intend to carefully preserve those assets and build on our respective success. This is an investment in growth and scale. The combination gives us full coverage of the industry, top to bottom, with domestic and global strength. It dramatically accelerates the initiatives CyberSource is already pursuing to penetrate the small business segment. Together, we will have more resources to innovate and deliver best of breed payment solutions to an industry that demands constant innovation. In the coming years, as more types of global payments move to web-based IP platforms, we believe CyberSource will be in the lead. Had the companies been combined in 2006, they would have processed more than 1.1 Billion transactions worth over $65 Billion dollars. We believe that this will be a company with scale and a substantial presence in the ecommerce industry.

We think this transaction is compelling for all our constituents.

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For our respective customers, this transaction allows us to redouble our commitment to offer market-leading payment management solutions to enable them to be more competitive.

For our partners, we intend to build on the relationships each company has established to help our respective partners and resellers achieve their goals.

For our shareholders, and our employees, this is a story of growth and scale. We believe our broader coverage and combined resources will enable us to grow faster and more efficiently than either company could independently.

Based on the June 15, 2007 closing price of CYBS stock, the transaction would be valued at approximately $565 million, consisting of a combination of stock and cash. The shareholders of Authorize.Net will receive 1.1611 shares of CyberSource common stock for each share of Authorize.Net. Authorize.Net shareholders will also receive a pro-rata share of $125 million in cash that will come from the combined cash balances of both companies. After the transaction closes, we expect CyberSource shareholders will own approximately 53% of the combined company and Authorize.Net shareholders will own approximately 47% of the combined company. Since Authorize.Net Corp. is the only remaining business of Authorize.Net Holdings, Inc., we plan to close the Marlborough, Massachusetts-based office at the close of this transaction. We believe that the closing of the Massachusetts facility will result in $4—$6 million in savings and is the only cost synergy we are contemplating at this time. We believe the two businesses are highly complementary with very little redundancy. We are both in very high growth segments of the industry and need all the quality people we can get to continue to grow these businesses. We have great respect for the Authorize.Net team and the business they have built. We look forward to leveraging their success as a single entity in the web-based payment industry. To that end, we are delighted that Roy Banks will remain as president of Authorize.Net. We expect the transaction to close in late September or October once shareholder and regulatory approvals have been received. Obviously until that time both companies will operate as independent entities.

Let me ask Bob Donahue to share his perspective on this transaction.

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Bob:

Thanks Bill. I just want to personally reinforce the message of my excitement about this deal for all the reasons Bill has detailed and especially the opportunity it presents to the shareholders of both companies. We believe the combined entity has the scale and breadth to rapidly innovate the finest products and solutions and, most importantly, to continue to enjoy attractive growth in the years ahead. The fit of these two companies from virtually every perspective is outstanding. We believe there are strong synergies, both operational and financial, between these two companies that will provide our customers and partners with the best solutions in the years ahead and first and foremost result in attractive returns for the shareholders.

Bill:

Thanks Bob. I’ll also invite Roy Banks to share his thoughts on the transaction before we allow for some Q&A.

Roy:

Thanks Bill. It’s important to note that our primary objective with this acquisition is to provide our customers and partners with the best payment solutions over the long term. This is about combining the businesses to produce the scale, expertise, and critical mass to accomplish that. Both these companies have great brands, platforms and teams. We also have great relationships with our customers and partners.

We consider these relationships to be a critical component of each company’s success, both now and in the future. This transaction will not change the commitment we have to our customers or partners. Indeed, as a combined company we believe we will have the scale and critical mass to deliver innovation more quickly and with greater impact.

Bill:

Thanks to both of you. Now to make the most of our remaining time, I think we should entertain questions. Operator, would you now open up the call for questions?

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Additional Information and Where to Find It

CyberSource and Authorize.Net will file a joint proxy statement/prospectus with the SEC in connection with the proposed merger. Investors and security holders are urged to read the joint proxy statement/prospectus when it becomes available and any other relevant documents filed with the SEC because they will contain important information. Investors and security holders will be able to obtain these documents free of charge at the website maintained by the SEC at www.sec.gov. In addition, documents filed with the SEC by CyberSource are available free of charge by contacting Investor Relations, CyberSource Corporation, 1295 Charleston Road, Mountain View, California 94043-1307, (650) 965-6000, and documents filed with the SEC by Authorize.Net are available free of charge by contacting Investor Relations, Authorize.Net Holdings, Inc., 293 Boston Post Road, West #220, Marlborough, MA 01752, (866) 916-7380.

Participants in Solicitation

CyberSource and Authorize.Net, and their respective directors, executive officers and other possible employees and advisors, may be deemed to be participants in the solicitation of proxies from the stockholders of CyberSource and Authorize.Net in connection with the merger and related items. Information regarding the directors and executive officers of CyberSource and their ownership of CyberSource shares is set forth in the proxy statement for CyberSource’s 2007 annual meeting of stockholders, which was filed with the SEC on April 9, 2007. Information regarding the directors and executive officers of Authorize.Net and their ownership of Authorize.Net stock is set forth in the proxy statement for Authorize.Net’s 2007 annual meeting of stockholders, which was filed with the SEC on April 30, 2007. Investors may obtain additional information regarding the interests of those participants by reading the proxy statement/prospectus when it becomes available.

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EX-99.3

Exhibit 99.3

To: All CyberSource

From: Bill McKiernan

This morning we announced that CyberSource has signed a definitive agreement to acquire Authorize.Net Holdings, Inc. I view this as one of the most exciting and important developments in the history of our company. CyberSource has long been a leader in our industry; this propels us into a higher orbit, and further enhances our competitiveness in the payment management category. Your hard work and determination have put us in a position where we could pursue this opportunity—my thanks go out to each one of you. This would not have been possible without the hard work and dedication of every person at CyberSource.

The acquisition, which is expected to close in late September or early October, combines two leaders in web-based payment. Because Authorize.Net concentrates its efforts in the small to medium end of the industry and CyberSource has specialized in the mid-sized to enterprise segment, there is little overlap. While our own efforts in the small business space are already delivering impressive growth and important strategic partnerships, this combination will bring dramatic acceleration. The combined entity will have approximately 200,000 customers. In 2006 the combined entity would have processed 1.1 billion transactions and $65 billion dollars in payment volume. Given the growth in our respective businesses, the 2007 numbers of the combined company will be substantially larger.

CyberSource and Authorize.Net are very complementary businesses. Each has a strong brand, platform, partner network and team. We intend to carefully preserve those assets and build on our respective success. This is an investment in growth and scale. The combination gives us full industry coverage, from top to bottom, with domestic and global strength. We will have more resources to innovate in an industry that demands constant change. In the coming years, as more types of global payments move to web-based IP platforms, CyberSource will be in the lead.

The transaction consists of a transfer of both stock and cash. We will issue 1.1611 shares of CyberSource common stock for every share of Authorize.Net common stock. Authorize.Net shareholders will also receive a pro-rata share of $125 million in cash that will come from the combined cash balances of both CyberSource and Authorize.Net. Based on the closing price of our stock on June 15, 2007, the deal would be valued at approximately $565 million. When the deal closes, CyberSource shareholders will own approximately 53% of the combined company and ANET shareholders will own approximately 47% of the combined company.

In 2004, Authorize.Net was bought by a holding company called Lightbridge. Over time, all but one of its holdings has been divested, leaving Authorize.Net as the only remaining property. Therefore, upon close of the acquisition, we plan to shut down the holding company operations in Marlborough, MA, for which we expect to realize $4-6 million in cost savings, without any operational impact. We do not anticipate any significant expense reductions at Authorize.Net or CyberSource. We are in a growth industry and we plan to continue to grow faster than the market. An integration planning team made up of members of both companies will begin work next week; I will keep you posted on this process as it evolves.

The transaction is expected to close in late September or early October. Until the transaction closes, both companies will operate totally independently. In the meantime, both our businesses will continue to operate under the existing financial plans, product roadmaps, etc.

We are engaged in a comprehensive communication program as you read this. The press release was issued at 5:00 a.m. Pacific Time and can be found at:

http://www.cybersource.com/cybs_acquires_anet/

Steve Pellizzer and I will be in the Authorize.Net offices in American Fork, Utah and Bellevue, Washington today, helping brief Authorize.Net employees. Scott Cruickshank will lead the all-hands meeting to be held in Mountain View today at 9:00 a.m. Pacific Time. We have scheduled an investor conference call for 1:30 p.m. Pacific Time today. Teams from Sales and Alliances started briefing our top customers and partners around the U.S. and the world this morning, and press briefings have also already begun.

This is an extraordinary step in the history of both companies. There is much work to be done before the deal closes. Then I look forward to celebrating the new CyberSource and the opportunities it will offer for our customers, our partners, our investors and our people.

“Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995

Statements in this message that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including, without limitation, statements regarding the company’s expectations, objectives, anticipations, plans, hopes, beliefs, intentions or strategies regarding the future. Forward-looking statements in this release include, without limitation, statements regarding: (1) the transaction being the most exciting and important development in the history of the company; (2) the transaction propelling the company into a higher orbit; (3) the deal further enhancing the company’s competitiveness; (4) the combination brining dramatic acceleration in the growth of the company’s small business segment; (5) the two businesses being highly complementary; (6) strength of each company’s brand, processing platform and team; (7) the transaction being an investment in growth and scale; (8) more types of global payments moving to web-based IP platforms and the company being in the lead; (9) combination helping secure the Company’s leadership position; and, (10) the transaction being an extraordinary step in the history of both companies. Risks, uncertainties and assumptions include the possibility that development of these products and services may not proceed as planned; that the merger does not close or that the companies may be required to modify aspects of the transaction to achieve regulatory approval; or that prior to the closing of the proposed merger, the businesses of the companies suffer due to uncertainty; that the parties are unable to successfully execute their integration strategies or achieve planned synergies; other risks that are described from time to time in CyberSource’s and Authorize.Net’s Securities and Exchange Commission reports (including, but not limited to, CyberSource’s annual report on Form 10-K for the year ended December 31, 2006, and Authorize.Net’s Form 10-K for the year ended December 31, 2006, and subsequently filed reports). If any of these risks or uncertainties materializes or any of these assumptions proves incorrect, CyberSource’s or Authorize.Net’s results could differ materially from CyberSource’s or Authorize.Net’s expectations in these statements. Neither CyberSource nor Authorize.Net assume any obligation and they do not intend to update these forward-looking statements.

Additional Information and Where to Find It

CyberSource and Authorize.Net will file a joint proxy statement/prospectus with the SEC in connection with the proposed merger. Investors and security holders are urged to read the joint proxy statement/prospectus when it becomes available and any other relevant documents filed with the SEC because they will contain important information. Investors and security holders will be able to obtain these documents free of charge at the website maintained by the SEC at www.sec.gov. In addition, documents filed with the SEC by CyberSource are available free of charge by contacting Investor Relations, CyberSource Corporation, 1295 Charleston Road, Mountain View, California 94043-1307, (650) 965-6000, and documents filed with the SEC by Authorize.Net are available free of charge by contacting Investor Relations, Authorize.Net Holdings, Inc., 293 Boston Post Road, West #220, Marlborough, MA 01752, (866) 916-7380.

Participants in Solicitation

CyberSource and Authorize.Net, and their respective directors, executive officers and other possible employees and advisors, may be deemed to be participants in the solicitation of proxies from the stockholders of CyberSource and Authorize.Net in connection with the merger and

related items. Information regarding the directors and executive officers of CyberSource and their ownership of CyberSource shares is set forth in the proxy statement for CyberSource’s 2007 annual meeting of stockholders, which was filed with the SEC on April 9, 2007. Information regarding the directors and executive officers of Authorize.Net and their ownership of Authorize.Net stock is set forth in the proxy statement for Authorize.Net’s 2007 annual meeting of stockholders, which was filed with the SEC on April 30, 2007. Investors may obtain additional information regarding the interests of those participants by reading the proxy statement/prospectus when it becomes available.

EX-99.4

The Vision Takes Shape

CyberSource

Company All-Hands Meeting June 18, 2007

Exhibit 99.4

2

"Safe Harbor" statement under the Private Securities Litigation Reform Act of 1995

Statements

in

this

presentation

that

are

not

purely

historical

are

forward-looking

statements within the meaning of Section 27A of the Securities Act of 1933 and

Section 21E of the Securities Exchange Act of 1934, including, without limitation,

statements regarding the company's expectations, objectives, anticipations, plans,

hopes, beliefs, intentions or strategies regarding the future. For example, statements

of expected synergies, timing of closing, customer solutions, e-commerce

growth,

and

industry

leadership

are

all

forward-looking

statements.

Risks,

uncertainties and assumptions include the possibility that development of these

products and services may not proceed as planned; that the merger does not close or

that the companies may be required to modify aspects of the transaction to achieve

regulatory approval; or that prior to the closing of the proposed merger, the

businesses of the companies suffer due to uncertainty; that the parties are unable to

successfully execute their integration strategies or achieve planned synergies; other

risks

that

are

described

from

time

to

time

in

CyberSource’s

and

Authorize.Net

Holdings, Inc.’s Securities and Exchange Commission reports (including, but not

limited to, CyberSource’s

annual report on Form 10-K for the year ended December

31,

2006,

and

Authorize.Net’s

Form

10-K

for

the

year

ended

December

31,

2006,

and

subsequently filed reports).

If any of these risks or uncertainties materializes or any

of

these

assumptions

proves

incorrect,

CyberSource’s

or

Authorize.Net’s

results

could

differ

materially

from

CyberSource’s

or

Authorize.Net’s

expectations

in

these

statements.

Neither CyberSource

nor Authorize.Net

assume any obligation and they

do not intend to update these forward-looking statements.

The Vision Takes Shape

4

•

CyberSource

Acquisition

•

Value: approx $565M

•

Ownership: 53/47

•

McKiernan: Chairman & CEO

•

Cruickshank: President & COO CyberSource

•

Banks: President Authorize.Net

•

Close Sep/Oct

5

A Perfect, Friction-Free

Payment Transaction.

Worldwide.

Own Payment Management

eCommerce Payment Management Depth

Mid-Sized to Enterprise Sales Expertise

7

SMB IP Payment Depth

Web

MOTO

POS

Mobile

Extensive Channel Network & Systems

2,500 Resellers :  175,000 Merchants

8

9

•

Top-Bottom Coverage

•

Extensive Distribution Network

•

~200,000 Merchants

•

1.1B Txns

/ $65B Processed 2006

MEB

SMB

11

eCommerce Growth

•

Small to Enterprise

•

Domestic & Global

Web-based

Payments

12

Additional Information and Where to Find It

CyberSource

and Authorize.Net

will file a joint proxy statement/prospectus with the

SEC in connection with the proposed merger. Investors and security holders are

urged to read the joint proxy statement/prospectus when it becomes available and

any other relevant documents filed with the SEC because they will contain important

information. Investors and security holders will be able to obtain these documents

free of charge at the website maintained by the SEC at www.sec.gov. In addition,

documents

filed

with

the

SEC

by

CyberSource

are

available

free

of

charge

by

contacting

Investor

Relations,

CyberSource

Corporation,

1295

Charleston

Road,

Mountain View, California 94043-1307, (650) 965-6000, and documents filed with the

SEC by Authorize.Net

are available free of charge by contacting Investor Relations,

Authorize.Net

Holdings, Inc., 293 Boston Post Road, West #220, Marlborough, MA

01752, (866) 916-7380.

Participants in Solicitation

CyberSource

and Authorize.Net, and their respective directors, executive officers and

other possible employees and advisors, may be deemed to be participants in the

solicitation

of

proxies

from

the

stockholders

of

CyberSource

and

Authorize.Net

in

connection with the merger and related items. Information regarding the directors and

executive

officers

of

CyberSource

and

their

ownership

of

CyberSource

shares

is

set

forth

in

the

proxy

statement

for

CyberSource’s

2007

annual

meeting

of

stockholders,

which was filed with the SEC on April 9, 2007. Information regarding the directors and

executive

officers

of

Authorize.Net

and

their

ownership

of

Authorize.Net

stock

is

set

forth

in

the

proxy

statement

for

Authorize.Net's

2007

annual

meeting

of

stockholders,

which was filed with the SEC on April 30, 2007. Investors may obtain additional

information regarding the interests of those participants by reading the proxy

statement/prospectus when it becomes available.

EX-99.5

Exhibit 99.5

Merchant-Partner eMail

Dear CyberSource Merchants and Partners,

Today, CyberSource announced that we have reached a definitive agreement to acquire Authorize.Net, a leading provider of web-based payment services to small and medium businesses. We believe this acquisition will increase our scale and accelerate our growth, benefiting our customers, partners, employees and investors. I’m excited about the opportunity this presents and want to share some additional thoughts with you.

When complete, this acquisition will expand our distribution network, allowing our products to be offered more broadly. We also believe it will make available even more resources, enabling us to innovate and deliver quality payment management services to our customers and partners. Preserving and growing the relationship we have with each of you will remain our highest priority.

I also wish to emphasize that this acquisition will not distract us from striving to meet your payment requirements and our goal to continually improve our service delivery standards. We will not allow the focus of either company to be disrupted. The transaction is expected to close in late September or early October. Until then, the two companies will continue to operate as two separate entities. We believe the combination of both businesses will provide an even stronger platform for our customers and partners.

Thank you for your continued support. More information is provided in the press release below. Please contact your account manager if you have further questions.

Sincerely,

/s/ Michael Walsh

Michael Walsh

Senior Vice President, Worldwide Sales

CyberSource Corporation

DEFINITIVE AGREEMENT ANNOUNCEMENT

http://www.cybersource.com/cybs_acquires_anet/

“Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995

Statements in this communication that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including, without limitation, statements regarding the company’s expectations, objectives, anticipations, plans, hopes, beliefs, intentions or strategies regarding the future. For example, statements regarding scale, growth, expansion of distribution network, allowing products to be offered more broadly, enabling innovation and quality, meeting customer needs and continually expanding service delivery standards, expected synergies, and timing of closing. Risks, uncertainties and assumptions include the possibility that development of these products and services may not proceed as planned; that the merger does not close or that the companies may be required to modify aspects of the transaction to achieve regulatory approval; or that prior to the closing of the proposed merger, the businesses of the companies suffer due to uncertainty; that the parties are unable to successfully execute their integration strategies or achieve planned synergies; other risks that are described from time to time in CyberSource’s and Authorize.Net Holdings, Inc.’s Securities and Exchange Commission reports (including, but not limited to, CyberSource’s annual report on Form 10-K for the year ended December 31, 2006, and Authorize.Net’s Form 10-K for the year ended December 31, 2006, and subsequently filed reports). If any of these risks or uncertainties materializes or any of these assumptions proves incorrect, CyberSource’s or Authorize.Net’s results could differ materially from CyberSource’s or Authorize.Net’s expectations in these statements. Neither CyberSource nor Authorize.Net assume any obligation and they do not intend to update these forward-looking statements.

Additional Information and Where to Find It

CyberSource and Authorize.Net will file a joint proxy statement/prospectus with the SEC in connection with the proposed merger. Investors and security holders are urged to read the joint proxy statement/prospectus when it becomes available and any other relevant documents filed with the SEC because they will contain important information. Investors and security holders will be able to obtain these documents free of charge at the website maintained by the SEC at www.sec.gov. In addition, documents filed with the SEC by CyberSource are available free of charge by contacting Investor Relations, CyberSource Corporation, 1295 Charleston Road, Mountain View, California 94043-1307, (650) 965-6000, and documents filed with the SEC by Authorize.Net are available free of charge by contacting Investor Relations, Authorize.Net Holdings, Inc., 293 Boston Post Road, West #220, Marlborough, MA 01752, (866) 916-7380.

Participants in Solicitation

CyberSource and Authorize.Net, and their respective directors, executive officers and other possible employees and advisors, may be deemed to be participants in the solicitation of proxies from the stockholders of CyberSource and Authorize.Net in connection with the merger and related items. Information regarding the directors and executive officers of CyberSource and their ownership of CyberSource shares is set forth in the proxy statement for CyberSource’s 2007 annual meeting of stockholders, which was filed with the SEC on April 9, 2007. Information regarding the directors and executive officers of Authorize.Net and their ownership of Authorize.Net stock is set forth in the proxy statement for Authorize.Net’s 2007 annual meeting of stockholders, which was filed with the SEC on April 30, 2007. Investors may obtain additional information regarding the interests of those participants by reading the proxy statement/prospectus when it becomes available.