SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(Amendment No.___________)1
SportsLine USA, Inc.
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
848934 10 5
(CUSIP Number)
October 6, 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)
_________________________________
1 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 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).
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CUSIP No. 848934 10 5 13G Page 2 of 5 Pages
1. NAMES OF REPORTING PERSONS America Online, Inc.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 54-1322110
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |_|
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF 5. SOLE VOTING POWER
SHARES 1,000,000
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY -0-
EACH 7. SOLE DISPOSITIVE POWER
REPORTING 1,000,000
PERSON 8. SHARED DISPOSITIVE POWER
WITH -0-
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,000,000
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_|
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.0%
12. TYPE OF REPORTING PERSON* CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 848934 10 5 13G Page 3 of 5 Pages
Item 1(a). Name of Issuer:
SportsLine USA, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
6340 N.W. 5th Way
Fort Lauderdale, Florida 33309
Item 2(a). Name of Person Filing:
America Online, Inc.
Item 2(b). Address of Principal Business Office or, if None, Residence:
22000 AOL Way
Dulles, Virginia 20166
Item 2(c). Citizenship:
America Online, Inc. was organized and exists under the laws
of the State of Delaware
Item 2(d). Title of Class of Securities:
Common Stock, par value $.01 per share
Item 2(e). CUSIP Number:
848934 10 5
Item 3. If this statement if filed pursuant to Rules 13d-1(b),or
13d-2(b), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Exchange Act.
(b) [ ] Bank as defined in Section 3 (a) (6) of the Exchange Act.
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act.
(d) [ ] Investment company registered under Section 8 of the Investment
Company Act.
(e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
(f) [ ] An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F).
(g) [ ] A parent holding company or control person in accordance with Rule
13d-I(b)(1)(ii)(G).
(h) [ ] A savings association as define in Section 3(b) of the Federal
Deposit Insurance Act.
(i) [ ] A church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act.
(j) [ ] Group, in accordance with Rule 13d-I(b)(1)(ii)(J).
If this statement if filed pursuant to Rule 13d-1(c), check this box. [X]
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CUSIP No. 848934 10 5 13G Page 4 of 5 Pages
Item 4. Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 1,000,000*
(b) Percent of class: 5.0%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 1,000,000
(ii) Shared power to vote or to direct the vote -0-
(iii) Sole power to dispose or to direct the disposition of 1,000,000
(iv) Shared power to dispose or to direct the disposition of -0-
Instruction. For computations regarding securities which represent a
right to acquire an underlying security, see Rule 13d-3(d)(1).
- -----------
*The Reporting Person beneficially owns 1,000,000 shares of Common Stock of the
Issuer, representing 550,000 shares of Common Stock and 450,000 shares issuable
upon exercise of presently exercisable warrants, or warrants exercisable within
60 days, based upon the number of shares of Common Stock outstanding as reported
in the Issuer's 10-Q for the quarter ended June 30, 1998. The Reporting Person
owns a warrant executed October 6, 1998 and dated as of October 1, 1998 which is
a performance-based warrant that can vest up to 900,000 shares of Common Stock,
and is currently exercisable for 450,000 shares of Common Stock.
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 [ ].
Instruction. Dissolution of a group requires a response to this item.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Except as otherwise disclosed in periodic public filings with the
Securities and Exchange Commission, no other person is known to have the right
to receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of, such securities.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company.
N/A
Item 8. Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certifications.
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.
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CUSIP No. 848934 10 5 13G Page 5 of 5 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.
October 16, 1998
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(Date)
/s/J. Michael Kelly
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(Signature)
J. Michael Kelly
Senior Vice President, Chief Financial
Officer, Treasurer and Assistant Secretary
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(Name/Title)
