SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HOUGIE ROBERT

(Last) (First) (Middle)
152 W. 57TH ST

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
INTERACTIVECORP [ IACI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2003
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0 09/30/2003(1) A V 50,000 07/29/2004(2) 07/29/2005(2) Common Stock 50,000 $0 50,000 D
Explanation of Responses:
1. Date on which grant was approved.
2. Represents restricted stock units acquired pursuant to the Company's 2000 Stock and Annual Incentive Plan, 50% of which vest on each of the first and second anniversaries of the effective date of the grant, in each case, subject to certain performance-related conditions.
Remarks:
Exhibit List Exhibit 24 -- Power of Attorney
Robert Hougie 10/17/2003
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY

The undersigned hereby constitutes and appoints each of
David Ellen, Joanne Hawkins and
Tanya M. Stanich, signing singly, as the undersigned's true
and lawful attorney-in-fact to:
(1)	execute for and on behalf of the
undersigned, in the undersigned's capacity as an
officer of InterActiveCorp (the "Company"),
Forms 3, 4 and 5 in accordance with Section 16(a)
of the Securities Exchange Act of 1934 and the
rules thereunder (the "Exchange Act") and Form ID
to obtain EDGAR codes for use in filing Forms 3,
4 and 5;
(2)	do and perform any and all acts for and on
behalf of the undersigned which may be necessary
or desirable to complete and execute any such
Form 3, 4 or 5 or Form ID, complete and execute
any amendment or amendments thereto, and timely
file such forms with the United States Securities
and Exchange Commission and any stock exchange or
similar authority;
(3)	take any other action of any type
whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact,
may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being
understood that the documents executed by such
attorney-in-fact on behalf of the undersigned
pursuant to this Power of Attorney shall be in
such form and shall contain such terms and
conditions as such attorney-in-fact may approve
in such attorney-in-fact's discretion; and
(4)	seek or obtain, as the undersigned's
attorney-in-fact and on the undersigned's
behalf, information regarding transactions in the
Company's securities from any third party,
including brokers, employee benefit plan
administrators and trustees, and the undersigned
hereby authorizes any such person to release any
such information to such attorney-in-fact and
approves and ratifies any such release of
information.
The undersigned hereby grants to each such attorney-
in-fact full power and authority to do and perform any and
every act and thing whatsoever requisite, necessary or
proper to be done in connection with the exercise of any of
the rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or could do
if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by
virtue of this Power of Attorney and the rights and powers
herein granted.  The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at
the request of the undersigned, are not assuming, nor is
the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Exchange
Act.
This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file
Forms 3, 4 and 5 with respect to the undersigned's holdings
of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact.
This Power of Attorney does not relieve the undersigned
from responsibility for compliance with the undersigned's
obligations under the Exchange Act, including, without
limitation, the reporting requirements under Section 16 of
the Exchange Act.  Additionally, although pursuant to this
Power of Attorney the Company will use commercially
reasonable best efforts to timely and accurately file
Section 16 reports on behalf of the undersigned, the Company
does not represent or warrant that it will be able to in all
cases timely and accurately file Section 16 reports on
behalf of the undersigned due to various factors, including,
but not limited to, the shorter deadlines mandated by the
Sarbanes-Oxley Act of 2002, possible time zone differences
between the Company and the undersigned and the Company's
need to rely on others for information, including the
undersigned and brokers of the undersigned.
IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of this 17th day of
October, 2003.

/s/ Robert Hougie
Name:  Robert Hougie
Title:    Senior Vice President, Mergers &
Acquisitions


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