8-K

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                              ---------------------


                                     FORM 8K
                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


Date of report (Date of earliest event reported)         May 8, 2000
                                                         -----------------------

                             NETWORK SOLUTIONS, INC.
- --------------------------------------------------------------------------------
               (Exact name of Registrant as Specified in Charter)

          Delaware                   0-22967                  52-1146119
- --------------------------------------------------------------------------------
(State or Other Jurisdiction     (Commission File           (IRS Employer
      of Incorporation)              Number)             Identification No.)

505 Huntmar Park Drive, Herndon, Virginia                             20170
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                              (Zip Code)

Registrant's telephone number, including area code       (703) 742-0400
                                                  ------------------------------

- -------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)







Item 5.  Other Events.

           On May 8, 2000, the Company announced in a joint press release a
strategic marketing alliance with America Online.

           A copy of the Company's press release is attached hereto as Exhibit
99.1 and incorporated by reference herein.

           This report and the Company's press release attached hereto contain
forward-looking statements that involve risks and uncertainties that could cause
actual results to differ materially from those stated or implied by such
forward-looking statements. The potential risks and uncertainties include, among
others, increased competition, including price competition in the domain name
registration business, customer acceptance of new products and services offered
by the Company in addition to or as enhancements of its registration services,
risks associated with the Company's international business, uncertainty of
Internet privatization, uncertainty of future revenue and profitability and
fluctuations in its quarterly operating results. More information about
potential factors that could affect the Company's business and financial results
is included in the Company's filings with the Securities and Exchange
Commission, especially in the Company's Definitive Proxy Statement filed on May
8, 2000, Registration Statement on Form S-3 filed on December 22, 1999 and
Annual Report on Form 10-K for the year ended December 31, 1999, which are on
file with the Securities and Exchange Commission (http://www.sec.gov).


                                        2




                                    SIGNATURE

           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.

                                        NETWORK SOLUTIONS, INC.



                                        By: /s/ Jonathan W. Emery
                                           -------------------------
                                           Name:  Jonathan W. Emery
                                           Title: Senior Vice President, General
                                                  Counsel and Secretary

May 9, 2000



                                        3





                                  Exhibit Index

99.1       Press Release dated March 7, 2000.


                                        4

EX-99.1

                                                                    EXHIBIT 99.1

NETWORK SOLUTIONS AND AMERICA ONLINE ANNOUNCE
MULTI-YEAR, MULTI-MILLION DOLLAR STRATEGIC MARKETING
ALLIANCE

Network Solutions' Domain Name Registration and Value-Added Services to be
Available Globally Across AOL Brands

Alliance Will Offer Tailored Services to Help Small Businesses
Create an Online Presence

Herndon, VA and Dulles VA, May 8, 2000 -- Network Solutions, Inc. (NASDAQ:
NSOL), the world's leading registrar of domain names with more than 10 million
registrations, and America Online, Inc. (NYSE: AOL), the world's leading
interactive services company, today announced a multi-year, multi-million dollar
strategic marketing alliance to offer Network Solutions' (NSI) domain name
registration and value-added services globally across America Online, Inc.
brands, making it easier and more convenient than ever for businesses and
consumers to create an online presence. The AOL and CompuServe services have
more than 24 million members worldwide, and the company's Web-based brands
attract tens of millions of additional users; through the comprehensive
agreement, Network Solutions' services will be available through co-branded
sites across AOL, AOL.COM, CompuServe, Netscape Netcenter, Digital City, ICQ,
and Spinner/Winamp, including the international services.

This new alliance will provide AOL and CompuServe members and visitors to AOL's
Web-based properties with an unparalleled environment to access NSI's domain
name registration services, Image Cafe(TM) website superstore and idNames(TM)
country-code registration services. NSI pioneered the development of registering
Web addresses ending in .com, .net, .org, and .edu. and has evolved from being
'the Internet building permit company' to 'the Internet's general contractor.'

In addition, AOL will promote a number of VeriSign services across its business
channel. VeriSign is the leading provider of Internet trust services-including
authentication, validation and payment-needed by websites, enterprises and
e-commerce service providers to conduct trusted and secure electronic commerce
and communications over IP networks. Network Solutions and VeriSign announced
the signing of a definitive merger agreement on March 7, 2000.


                                        5





The AOL/NSI co-branded sites will also provide access to a variety of services
tailored to small-to-medium sized businesses. This will include the opportunity
to register for free listings in the Netscape Business Directory, which will
include data from NSI. The Business Directory is designed to help users quickly
locate, research and do business with companies on the Web. NSI will also
distribute a co-branded version of Netscape Instant Messenger, enabling
businesses and consumers to initiate online, real-time communications with
business colleagues, friends and family.

Jim Rutt, Chief Executive Officer, Network Solutions, said: "NSI and AOL are
global leaders, and together, we will help countless small businesses and
individuals make a name for themselves on the Internet. We are delighted to
enter into this global alliance and continue to extend the Network Solutions
brand."

Bob Pittman, President and Chief Operating Officer, America Online, Inc., said:
"This agreement with Network Solutions will provide our users easy access to all
the services and tools they need to create and launch an online presence. As we
enter into the Internet Century, Network Solutions' domain name registration
services will provide great benefits to our members and offer a solution for
businesses and individuals around the world who want to create an identity on
the Web."

About America Online, Inc.
Founded in 1985, America Online, Inc., based in Dulles, Virginia, is the world's
leader in interactive services, Web brands, Internet technologies, and
e-commerce services. America Online, Inc. operates: two worldwide Internet
services, America Online, with more than 22 million members, and CompuServe,
with more than 2.7 million members; several leading Internet brands including
ICQ, AOL Instant Messenger and Digital City, Inc.; the Netscape Netcenter and
AOL.COM portals; the Netscape Navigator and Communicator browsers; AOL
Moviefone, the nation's #1 movie listing guide and ticketing service; and
Spinner.com and NullSoft's Winamp, leaders in Internet music. Through its
strategic alliance with Sun Microsystems, the company develops and offers
easy-to-deploy, end-to-end e-commerce and enterprise solutions for companies
operating in the Net Economy.

About Network Solutions
Founded in 1979, Network Solutions, Inc. (NASDAQ: NSOL) pioneered the
development of registering Web addresses ending in .com, .net, .org and .edu and
is the world's leading Registrar at www.networksolutions.com with more than 10
million net registrations. To meet the needs of corporations worldwide, Network


                                        6




Solutions also provides domain name registration services for all available
country-code Top-Level Domain Names, for example, .de (Germany), .fr (France)
and .uk (United Kingdom). Network Solutions additionally plays a critical role
in the infrastructure of the Internet through its Registry services. Network
Solutions' Registry customers include all the Registrars of domain names ending
in .com, .net and .org. Network Solutions also provides Internet Technology
Services that assist large commercial organizations in the evolution and
management of their Internet technologies. On March 7, 2000, VeriSign, Inc.
agreed to acquire Network Solutions to create the world's largest provider of
Internet Trust Services.
For more information, see the www.nsol.com http://www.nsol.com website.

Network Solutions' Forward-Looking Statement
Statements in this announcement other than historical data and information
constitute forward-looking statements that involve risks and uncertainties that
could cause actual results to differ materially from those stated or implied by
such forward-looking statements. The potential risks and uncertainties include,
among others, an adverse ruling in the purported class action, potential
volatility in the company's stock price, uncertainty of Internet privatization,
increased competition, including price competition, in the domain name
registration business, customer acceptance of new products and services offered
by the company in addition to or as enhancements of its registration services,
risks associated with the company's international business, uncertainty of
future revenue and profitability and fluctuations in its quarterly operating
results. More information about potential factors that could affect the
company's business and financial results is included in the company's filings
with the Securities and Exchange Commission, especially in the company's
Registration Statement on Form S-3 filed on December 22, 1999, as amended,
Annual Report on Form 10-K for the year ended December 31, 1999 and Quarterly
Reports on Form 10-Q for the periods ended March 31, 1999, June 30, 1999 and
September 30, 1999.

Contacts:
Network Solutions, Media: Cheryl Regan, cregan@netsol.com, 703-742-4847,
Investor Relations: Sean McClorey, smcclorey@netsol.com, 703-326-6090
America Online, David Theis, 703-265-1491

                                       ###