X0303 4 2011-05-31 0001163932 ACTIVE NETWORK INC ACTV 0001001039 WALT DISNEY CO/ 500 SOUTH BUENA VISTA ST BURBANK CA 91521 1 0001521707 ESPN Holding Company, Inc. 77 WEST 66TH STREET NEW YORK NY 10023 1 0000029082 DISNEY ENTERPRISES INC 500 SOUTH BUENA VISTA STREET BURBANK CA 91521- 1 0001402179 ABC Enterprises, Inc. 500 SOUTH BUENA VISTA STREET BURBANK CA 91521 1 0001402180 ABC, Inc. 77 WEST 66TH STREET NEW YORK NY 10023-6298 1 0001402181 ABC Holding CO Inc. 500 SOUTH BUENA VISTA STREET BURBANK CA 91521 1 0001521708 ESPN, Inc. ESPN PLAZA BRISTOL CT 06010-7454 1 0001521709 ESPN Enterprises, Inc. ESPN PLAZA BRISTOL CT 06010-7454 1 0001521710 ESPN Digital Media, Inc. 605 THIRD AVENUE NEW YORK NY 10158-0180 1 0001071923 INFOSEEK CORP /DE/ 1399 MOFFET PARK DR SUNNYVALE CA 94089 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, Assistant Secretary 2011-06-01 Marsha L. Reed, Vice President and Assistant Secretary 2011-06-01 Marsha L. Reed, Secretary 2011-06-01 Marsha L. Reed, Secretary 2011-06-01 Marsha L. Reed, Secretary 2011-06-01 Marsha L. Reed, Assistant Secretary 2011-06-01 Marsha L. Reed, Assistant Secretary 2011-06-01 Marsha L. Reed, Assistant Secretary 2011-06-01 Marsha L. Reed, Vice President and Secretary 2011-06-01