X0303 4 2011-05-31 0001163932 ACTIVE NETWORK INC ACTV 0001001039 WALT DISNEY CO/ 500 SOUTH BUENA VISTA ST BURBANK CA 91521 1 0001024129 STARWAVE CORP 13180 SE EASTGATE WAY SUITE 400 BELLEVUE WA 98005 1 Common Stock 2011-05-31 4 C 0 9646735.0000 0 A 9646735.0000 D Common Stock 2011-05-31 4 S 0 1908515.0000 15.0000 D 7738220.0000 D Series D Preferred Stock 2011-05-31 4 C 0 2481406.0000 0.0000 D Common Stock 2481406.0000 0.0000 D Series E Preferred Stock 2011-05-31 4 C 0 1899929.0000 0.0000 D Common Stock 1899929.0000 0.0000 D Series F Preferred Stock 2011-05-31 4 C 0 5265400.0000 0.0000 D Common Stock 5265400.0000 0.0000 D The Series D Preferred Stock, Series E Preferred Stock and Series F Preferred Stock converted into Active Network, Inc. common stock on a 1-for-1 basis. 4,823,367 of such shares were owned directly by Starwave Corporation, which is a wholly owned subsidiary of Infoseek Corporation (2), which is a wholly owned subsidiary of The Walt Disney Company. 4,823,368 of such shares were owned directly by ESPN Digital Media, Inc., which is a wholly owned subsidiary of ESPN Enterprises, Inc., which is a wholly owned subsidiary of ESPN, Inc., which is a wholly owned subsidiary of ESPN Holding Company, Inc., which is a wholly owned subsidiary of ABC Holding Company, Inc., which is a wholly owned subsidiary of ABC, Inc., which is a wholly owned subsidiary of ABC Enterprises, Inc., which is a wholly owned subsidiary of Disney Enterprises, Inc., which is a wholly owned subsidiary of The Walt Disney Company. 954,257 of such shares sold were sold by Starwave Corporation, and 954,258 of such shares sold were sold by ESPN Digital Media, Inc. Converts at 1-for-1. Each share of preferred stock was convertible into one share of common stock at any time at the option of the holder and converted automatically upon the closing of the sale of Active Network's common stock in a firm commitment, underwritten public offering in which certain conditions were met relating to the number of shares issued and the price at which shares are issued. Multiple Forms Submitted Roger J. Patterson, Managing Vice President, Counsel and Assistant Secretary, The Walt Disney Company 2011-06-01 Marsha L. Reed, Vice President and Secretary 2011-06-01