Digital Generation, Inc.

ANNUAL REPORT ON FORM 10-K

10-K

COMMON STOCK AND WARRANT PURCHASE AGREEMENT

EX-10.39

COMMON STOCK PURCHASE AGREEMENT

EX-10.40

WARRANT PURCHASE AGREEMENT

EX-10.41

WARRANT NO. 1 TO PURCHASE COMMON STOCK

EX-10.42

WARRANT NO. 2 TO PURCHASE COMMON STOCK

EX-10.43

STATEMENT RE COMPUTATION WEIGHTED SHARES

EX-11.1

SUBSIDIARIES OF THE REGISTRANT

EX-21.1

CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

EX-23.1

FINANCIAL DATA SCHEDULE

EX-27