X0202 4 2005-09-30 0 0000891103 IAC/INTERACTIVECORP IACI 0001243087 RATTNER STEVEN 375 PARK AVE. 14TH FL. NEW YORK NY 10152 1 0 0 0 Common Stock, par value $0.01 2005-08-09 4 J 0 5217 0 D 0 D Common Stock, par value $0.001 2005-08-09 4 J 0 2608 0 A 2608 D Common Stock, par value $0.001 2005-09-30 4 A 0 551 25.35 A 3159 D Restricted Stock Units 0 2005-08-09 4 J 0 4502 0 A 2006-04-28 2007-04-28 Common Stock 4502 4502 D Restricted Stock Units 0 2005-08-09 4 J 0 6753 0 A 2006-07-19 2008-07-19 Common Stock 6753 6753 D Reflects the disposition of IAC Common Stock, par value $0.01 ("Old IAC Common Stock"), and the acquisition of IAC Common Stock, par value $0.001 ("New IAC Common Stock"), in each case, in connection with the spin-off by IAC/InterActiveCorp ("IAC") of Expedia, Inc. ("Expedia"), which was completed on August 9, 2005 (the "Spin-Off"). The Spin-Off, which was immediately preceded by a one-for-two reverse stock split (the "Reverse Stock Split"), was effected by way of a reclassification, pursuant to which each share of Old IAC Common Stock was reclassified into one share of New IAC Common Stock and 1/100 of a share of IAC Series 1 Mandatory Exchangeable Preferred Stock, which was automatically exchanged into one share of Expedia Common Stock. Represents share units accrued pursuant to the Non-Employee Director Deferred Compensation Plan as of September 30, 2005. Does not include 10,532 shares of IAC Common Stock held indirectly by the reporting person through partnership interests. In connection with the Spin-Off, all of the reporting person's restricted stock units, which represented the right to receive shares of Old IAC Common Stock ("Old IAC RSUs"), converted into restricted stock units representing the right to receive shares of New IAC Common Stock, with adjustments to the number of shares underlying each restricted stock unit based on the market capitalization of IAC after giving effect to the Spin-Off and Reverse Stock Split ("New IAC RSUs"). New IAC RSUs received in connection with the Spin-Off have the same terms and conditions, including the same vesting periods, as Old IAC RSUs had immediately prior to the Spin-Off and Reverse Stock Split. The terms of the initial grant provide for vesting in equal installments over three years on the anniversary of the grant date, April 28, 2004. The terms of the initial grant provide for vesting in equal installments over three years on the anniversary of the grant date, July 19, 2005. Joanne Hawkins as Attorney-in-Fact for Steven Rattner 2005-10-04