X0202 4 2007-10-01 0 0001085621 INTERNET CAPITAL GROUP INC ICGE 0001255142 DOWNES DAVID K 690 LEE ROAD, SUITE 310 WAYNE PA 19087 1 0 0 0 Common Stock, par value $.001 per share 2007-10-01 4 A 0 2291 9 A 51156 D This amount represents the right of the Reporting Person to receive an equivalent number of shares of Common Stock after the date of termination of his services as a director pursuant to the terms of the Internet Capital Group, Inc. Deferred Stock Unit Program. This amount includes 25,256 shares of Common Stock that the Reporting Person has the right to receive following the termination of his services as a director pursuant to the terms of the Internet Capital Group, Inc. Deferred Stock Unit Program. This amount also includes 19,000 stock units that the Reporting Person has the right to receive following the termination of his service or employment with the Company pursuant to the terms of the Internet Capital Group, Inc. 2005 Omnibus Equity Compensation Plan. Luann M. Taiariol, as attorney-in-fact for David K. Downes 2007-10-01