SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION STATEMENT FILED PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
TICKETMASTER ONLINE CITYSEARCH INC
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(Name of Issuer)
Class B Common Stock (Par Value $0.01)
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(Title of Class of Securities)
88633P 20 3
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(CUSIP Number)
December 31, 1998
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(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)
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 the disclosures provided
in a prior cover page.
The information required in 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).
Page 1 of 4 Pages
<PAGE>
CUSIP No. 88633P 20 3 13G Page 2 of 4 Pages
1. NAME OF REPORTING PERSON: INTEL CORPORATION
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
94-1672743
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[]
(b)[]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION: DELAWARE
5. SOLE VOTING POWER
NUMBER OF 488,337(1)
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY EACH 7. SOLE DISPOSITIVE POWER
REPORTING 488,337(1)
PERSON WITH 8. SHARED DISPOSITIVE POWER
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 488,337(1)
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* []
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.6%(2)
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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(1)The Reporting Person holds Class A Common Stock which is
convertible at any time at the option of the holder into shares of
Class B Common Stock on a share-for-share basis.
(2)Based on the 8,167,000 outstanding shares of Class B Common
Stock according to the Company's records as of December 31, 1998,
assuming conversion of the Reporting Person's Class A Common
Stock.
<PAGE>
CUSIP No. 88633P 20 3 13G Page 3 of 4 Pages
Item 1. (a) Name of Issuer: TICKETMASTER ONLINE CITYSEARCH INC
(b) Address of Issuer's Principal Executive Offices:
790 E Colorado Blvd.
Suite 200
Pasadena, CA 91101
Item 2. (a) Name of Person Filing: Intel Corporation
(b) Address of Principal Business Office or, if None,
Residence:
2200 Mission College Blvd.
Santa Clara, CA 95052
(c) Citizenship: Delaware
(d) Title of Class of Securities: Class B Common
Stock (par Value $0.01)
(e) CUSIP Number: 88633P 20 3
Item 3. Inapplicable
Item 4. Ownership
(a) Amount beneficially owned: 488,337
(b) Percent of class: 5.6%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct to the
vote: 488,337
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the
disposition of: 488,337
(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
[ ].
Item 6. Inapplicable
Item 7. Inapplicable
Item 8. Inapplicable
Item 9. Inapplicable
Item 10. Inapplicable
<PAGE>
CUSIP No. 88633P 20 3 13G Page 4 of 4 Pages
SIGNATURE
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.
February 12, 1999
---------------------------
Date
/s/F. Thomas Dunlap, Jr.
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Signature
F. Thomas Dunlap, Jr.
Vice President, General Counsel and
Secretary
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Name/Title
