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

                                  SCHEDULE 13G

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (AMENDMENT NO. 1)*

                                 eMachines, Inc.
--------------------------------------------------------------------------------
                                (Name of Issuer)

                       Common Stock ($.0000125 par value)
--------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                    29076P102
                         -------------------------------
                                 (CUSIP Number)

                                December 31, 2001
--------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

Check the following box to designate the rule pursuant to which the Schedule is
filed:

        [ ] Rule 13d-1(b)

        [ ] Rule 13d-1(c)

        [X} Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting
  person's initial filing on this form with respect to the subject class of
  securities, and for any subsequent amendment containing information which
  would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).



POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED
IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY
VALID OMB CONTROL NUMBER.


                               Page 1 of 8 pages
<PAGE>


CUSIP NO.  29076P102
-------------------------------------------------------------------------------
   1.     Name of Reporting Persons
          I.R.S. Identification Nos. of above persons (entities only)

          Idealab (95-4569774)
-------------------------------------------------------------------------------
   2.     Check the Appropriate Box if a Member of a Group (See Instructions)
          (a)  [ ]
          (b)  [ ]
-------------------------------------------------------------------------------
   3.     SEC Use only

-------------------------------------------------------------------------------
   4.     Citizenship or Place of Organization

          United States of America
-------------------------------------------------------------------------------
                        5.     Sole Voting Power    0 shares
  Number of
   Shares              --------------------------------------------------------
 Beneficially           6.     Shared Voting Power  0 shares
  Owned by
    Each               --------------------------------------------------------
  Reporting             7.     Sole Dispositive Power   0 shares
 Person With
                       --------------------------------------------------------
                        8.     Shared Dispositive Power  0 shares

-------------------------------------------------------------------------------
   9.     Aggregate Amount Beneficially Owned by Each Reporting Person

          0 shares
-------------------------------------------------------------------------------
  10.     Check Box if the Aggregate Amount in Row (9) Excludes Certain
          Shares (See Instructions)                                       [ ]
-------------------------------------------------------------------------------
  11.     Percent of Class Represented by Amount in Row (9)

          0%
-------------------------------------------------------------------------------
  12.     Type of Reporting Person (See Instructions)

          CO
-------------------------------------------------------------------------------


                               Page 2 of 8 pages
<PAGE>

CUSIP NO.  29076P102
-------------------------------------------------------------------------------
   1.     Name of Reporting Persons
          I.R.S. Identification Nos. of above persons (entities only)

          Bill Gross
-------------------------------------------------------------------------------
   2.     Check the Appropriate Box if a Member of a Group (See Instructions)
          (a)  [ ]
          (b)  [ ]
-------------------------------------------------------------------------------
   3.     SEC Use only

-------------------------------------------------------------------------------
   4.     Citizenship or Place of Organization

          United States of America
-------------------------------------------------------------------------------
                        5.     Sole Voting Power    0 shares
  Number of
   Shares              --------------------------------------------------------
 Beneficially           6.     Shared Voting Power  0 shares
  Owned by
    Each               --------------------------------------------------------
  Reporting             7.     Sole Dispositive Power   0 shares
 Person With
                       --------------------------------------------------------
                        8.     Shared Dispositive Power  0 shares

-------------------------------------------------------------------------------
   9.     Aggregate Amount Beneficially Owned by Each Reporting Person

          0 shares
-------------------------------------------------------------------------------
  10.     Check Box if the Aggregate Amount in Row (9) Excludes Certain
          Shares (See Instructions)                                       [ ]
-------------------------------------------------------------------------------
  11.     Percent of Class Represented by Amount in Row (9)

          0%
-------------------------------------------------------------------------------
  12.     Type of Reporting Person (See Instructions)

          IN
-------------------------------------------------------------------------------


                               Page 3 of 8 pages
<PAGE>


ITEM 1.

    (a)  Name of Issuer:  eMachines.com, Inc.

    (b)  Address of Issuer's Principal Executive Offices: 14350 Myford Road,
         Suite 100, Irvine, CA 92606


ITEM 2.

    (a)  Name of Person Filing: This statement is being filed jointly by
         Idealab, a California corporation and Bill Gross, an individual (Mr.
         Gross and Idealab are referred to collectively as the "Reporting
         Persons").

    (b)  Address of Principal Business Offices or, if none, Residence: The
         principal business offices of each of the Reporting Persons is 130 W.
         Union St., Pasadena, CA 91103.

    (c)  Citizenship: Idealab is a California corporation and Mr. Gross is a
         citizen of the United States of America.

    (d)  Title of Class of Securities: Common Stock ($.0000125 par value)
         ("Common Stock")

    (e)  CUSIP Number:  29076P102


ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b) OR
        240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

    (a)  [ ]   Broker or dealer registered under section 15 of the Act (15
               U.S.C. 70o)

    (b)  [ ]   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c)

    (c)  [ ]   Insurance company as defined in section 3(a)(19) of the Act
               (15 U.S.C. 78c)

    (d)  [ ]   Investment company registered under section 8 of the Investment
               Company Act of 1940 (15 U.S.C. 80a-8)

    (e)  [ ]   An investment adviser in accordance with Section
               240.13d-1(b)(1)(ii)(E)

    (f)  [ ]   An employee benefit plan or endowment fund in accordance with
               Section 240.13d-1(b)(1)(ii)(F)

    (g)  [ ]   A parent holding company or control person in accordance with
               Section 240.13d-1(b)(1)(ii)(G)

    (h)  [ ]   A savings associations as defined in Section 3(b) of the Federal
               Deposit Insurance Act (12 U.S.C. 1813)

    (i)  [ ]   A church plan that is excluded from the definition of an
               investment company under section 3(c)(14) of the Investment
               Company Act of 1940 (15 U.S.C. 80a-3)

    (j)  [ ]   Group, in accordance with Section 240.13d-1(b)(1)(ii)(J)


                               Page 4 of 8 pages
<PAGE>

ITEM 4. OWNERSHIP

        As of December 31, 2001, each of the Reporting Persons may be deemed the
beneficial owner of the following number of shares of Common Stock:

   (a)   Amount Beneficially Owned:  0.

   (b)   Percent of Class:     0%.

   (c)   Number of shares as to which such person has:

         (i)   Sole power to vote or to direct the vote:   0.

         (ii)  Shared power to vote or to direct the vote:    0.


         (iii) Sole power to dispose or to direct the disposition of:    0.


         (iv)  Shared power to dispose or to direct the disposition of:      0.


ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following [X].

Instruction: Dissolution of a group requires a response to this item.


ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

Not applicable.


ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
        SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

Not applicable.


ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

Not applicable.


ITEM 9. NOTICE OF DISSOLUTION OF GROUP

Not applicable.


ITEM 10.  CERTIFICATION

        By signing below each of the undersigned certifies that, to the best of
the undersigned's knowledge and belief, the securities referred to above were
not acquired and are not held for the purpose of or with the effect of changing
or influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction
having that purpose or effect.


                               Page 5 of 8 pages
<PAGE>

                                   SIGNATURES

    After reasonable inquiry and to the best of my knowledge and belief, I
certify that that information set forth in this statement is true, complete and
correct.

    Date:  February 13, 2002      IDEALAB



                                  By     /s/ Bill Gross
                                         -------------------------------------
                                         Name:  Bill Gross
                                         Title:  Chairman of the Board and CEO


    Date:  February 13, 2002      By     /s/ Bill Gross
                                         -------------------------------------
                                  Name:  Bill Gross


                               Page 6 of 8 pages
<PAGE>

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
                                                                                 Page No.
                                                                                 --------
<S>                                                                             <C>
A. Joint Filing Agreement, dated February 13, 2002 by and between Idealab and
   Bill Gross..................................................................      8

</TABLE>


                               Page 7 of 8 pages
<PAGE>

                                    EXHIBIT A

                             JOINT FILING AGREEMENT

        The undersigned hereby agree that the statement on Schedule 13G dated
February 13, 2002 with respect to the Common Stock of eMachines, Inc. is, and
any amendments thereto (including amendments on Schedule 13G) signed by each of
the undersigned shall be, filed on behalf of each of the undersigned pursuant to
and in accordance with the provisions of Rule 13d-1(k) under the Securities
Exchange Act of 1934.

        This Agreement may be executed in counterparts, each of which shall for
all purposes be deemed to be an original and all of which shall constitute one
and the same instrument.

    Date:  February 13, 2002        IDEALAB



                                    By     /s/ Bill Gross
                                           ------------------------------------
                                           Name:  Bill Gross
                                           Title:  Chairman of the Board and CEO



    Date:  February 13, 2002        By     /s/ Bill Gross
                                           ------------------------------------
                                           Name:  Bill Gross


                               Page 8 of 8 pages

