Prepared by MERRILL CORPORATION
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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):  July 20, 2001


INTERNAP NETWORK SERVICES CORPORATION
(Exact name of registrant as specified in its charter)

Washington
(State or other jurisdiction of incorporation)

000-27265   91-1896926
(Commission File No.)   (IRS Employer Identification No.)

601 Union Street, Suite 1000
Seattle, Washington 98101
(206) 441-8800
(Address of principal executive offices and zip code)

Registrant's telephone number, including area code:  (206) 441-8800




Item 5.  Other Events.

On July 20, 2001, Internap Network Services Corporation (the "Company") entered into a definitive agreement for a $101,045,000 private placement of units.

On July 25, 2001, the Company announced the appointment of Eugene Eidenberg as its Chief Executive Officer.

Item 7.  Exhibits.

99.1   Unit Purchase Agreement, dated July 20, 2001 (incorporated by reference to Appendix B to the Registrant's Proxy Statement filed on July 25, 2001).
99.2   Press Release, dated as of July 25, 2001 entitled, "Internap Enters Into Definitive Agreement for $101 Million of Financing."
99.3   Press Release, dated as of July 25, 2001 entitled, "Internap Names Communications Industry Veteran Gene Eidenberg As New CEO."


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.

    INTERNAP NETWORK SERVICES CORPORATION

 

 

 

 

 
Dated: July 25, 2001   By:   /s/ PAUL E. MCBRIDE   
Paul E. McBride
Vice President of Finance and Administration, Chief Financial Officer and Secretary

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INDEX TO EXHIBITS

99.1   Unit Purchase Agreement, dated July 20, 2001 (incorporated by reference to Appendix B to the Registrant's Proxy Statement filed on July 25, 2001).
99.2   Press Release, dated as of July 25, 2001 entitled, "Internap Enters Into Definitive Agreement for $101 Million of Financing."
99.3   Press Release, dated as of July 25, 2001 entitled, "Internap Names Communications Industry Veteran Gene Eidenberg As New CEO."

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INDEX TO EXHIBITS