SECURITIES AND EXCHANGE COMMISSION
Washington, D.C 20549
Schedule 13G
Under the Securities Exchange Act of 1934
TICKETMASTER ONLINE-CITYSEARCH, INC.
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(Name of Issuer)
Class B Common Stock
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(Title of Class of Securities)
88633P203
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(CUSIP number)
December 2, 1998
(Date of Event which requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed.
[ ] Rule 13d-1 (b)
[X] Rule 13d-1 (c)
[ ] Rule 13d -1 (d)
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The information required in the remainder of this cover page (except any items
to which the form provides a cross-reference) 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.
Page 1 of 6 Pages
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CUSIP NO. 88633P203
1) Name of Reporting Person American Express Company
S.S or I.R.S. Identification No. of Above Person 13-4922250
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2) Check the Appropriate box if a Member of a Group (a) [ ] Sole
(b) [ ] Joint Filing
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3) SEC Use Only
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4) Citizenship or Place of Organization New York
Number of Shares Beneficially Owned by Each Reporting Person With
5) Sole Voting Power 1,305,987
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6) Shared Voting Power -0-
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7) Sole Dispositive Power 1,305,987
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8) Shared Dispositive Power -0-
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9) Aggregate Amount Beneficially Owned by
Each Reporting Person 1,305,987
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10) Check if the Aggregate Amount in
Row (9) Excludes Certain Shares [ ]
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11) Percent of Class Represented by
Amount in Row 9 14%
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12) Type of Reporting Person HC
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Page 2 of 6 Pages
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1(a) Name of Issuer: Ticketmaster Online-CitySearch, Inc.
1(b) Address of Issuer's Principal
Executive Offices: 790 East Colorado Blvd., Suite 200
Pasadena, CA 91101
2(a) Name of Persons Filing: American Express Company
2(b) Address of Principal
Business Office: American Express Company
World Financial Center
New York, New York 10285
2(c) Citizenship or Place
of Organization: See Item 4 of cover page.
2(d) Title of Class of Securities: Class B Common Stock
2(e) CUSIP Number: 88633P203
3 Information if statement is filed
pursuant to Rule 13d-1(b)
or 13d-2(b): Not applicable
4(a) Amount Beneficially Owned: See Item 9 of Cover Page
4(b) Percent of Class: See Item 11 of Cover Page
4(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote See Item 5 of Cover Page
(ii) shared power to vote or to direct the vote See Item 6 of Cover Page
(iii) sole power to dispose or to direct
the disposition See Item 7 of Cover Page
(iv) shared power to dispose or to
direct the disposition See Item 8 of Cover Page
Page 3 of 6 Pages
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5 Ownership of Five Percent or Less of a Class Not Applicable
6 Ownership of More than Five Percent on Behalf
of Another Person Not Applicable
7 Identification and Classification of the
Subsidiary which Acquired the Security
Being Reported on By the Parent Holding Company See Exhibit I
8 Identification and Classification of Members
of the Group Not Applicable
9 Notice of Dissolution of Group Not Applicable
10 Certification
By signing below I certify that, to the best of my 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.
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
Dated: February 16, 1999 AMERICAN EXPRESS COMPANY
By: /s/Stephen P. Norman
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Name: Stephen P. Norman
Title:Secretary
Page 4 of 6 Pages
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Exhibit Index
Exhibit I Identification and Classification of the
Subsidiary which Acquired the Security Being
Reported on by the Parent Holding Company.
Page 5 of 6 Pages
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Exhibit I
The person filing this statement is a parent holding company. The relevant
subsidiaries are American Express Travel Related Services Company, Inc. and
American Express Financial Corporation.
Page 6 of 6 Pages
