SECURITIES AND EXCHANGE COMMISSION

                  WASHINGTON, D.C.  20549

                          FORM 8-K

                       CURRENT REPORT
             PURSUANT TO SECTION 13 or 15(d) of the
                SECURITIES EXCHANGE ACT OF 1934

     Date of Report (Date of earliest event reported):
                        June 24, 1998

                     USA NETWORKS, INC.
    (Exact name of registrant as specified in charter)

                        Delaware
              (State or other jurisdiction
                   of incorporation)

       0-20570                            59-2712887
 (Commission File No.)        (IRS employer identification no.)

   152 West 57th Street, New York, NY             10019
(Address of principal executive offices)        (Zip Code)

      Registrant's telephone number, including area code:
                       (212) 314-7300





ITEM 2.   ACQUISITION OR DISPOSITION OF ASSETS.

          The information set forth under Item 5, below, is incorporated by
reference herein in its entirety.

ITEM 5.   OTHER EVENTS

          On June 24, 1998, USA Networks, Inc. ("USAi") announced that it 
completed the previously-agreed merger between Ticketmaster Group, Inc. 
("Ticketmaster") and Brick Acquisition Corp. ("Merger Sub"), a wholly owned 
subsidiary of USAi, pursuant to the terms of the Agreement and Plan of Merger, 
dated as of March 20, 1998, among USAi, Merger Sub and Ticketmaster. A copy of 
the press release is attached as an exhibit hereto and the description of such 
release is qualified in its entirety by reference to the exhibit hereto.

ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS

          (c)  Exhibits.

               Exhibit              Title
                 No.

               20.01   Press Release of USA Networks, Inc. dated
                       June 24, 1998





            Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                    USA NETWORKS, INC.

                                    By:  /s/  Thomas J. Kuhn
                                    Name:   Thomas J. Kuhn
                                    Title:  Senior Vice President
                                            and General Counsel

Date:  June 24, 1998





                            EXHIBIT INDEX

Exhibit
  No.               Exhibit Description

 20.01   Press Release of USA Networks, Inc., 
         dated June 24, 1998

                                                                   Exhibit 20.01

                             [USA NETWORKS INC LOGO]


FOR IMMEDIATE RELEASE

                USA NETWORKS, INC. CONCLUDES MERGER TO ACQUIRE
                 REMAINING STOCK OF TICKETMASTER GROUP, INC.

New York -- June 24, 1998 -- USA Networks, Inc. (NASDAQ: USAI) announced today
that it has consummated the previously announced agreement to acquire the
remaining stock of Ticketmaster Group, Inc. (NASDAQ: TKTM) that it did not
previously own through a tax-free merger.

Instructions regarding the exchange of Ticketmaster certificates for USAi
certificates are being mailed to Ticketmaster shareholders.

USA Networks, Inc. is a diversified media and electronic commerce company with
assets that include the following: USA Network; The Sci-Fi Channel; Studios USA,
which consists of first-run production & distribution, TV movies & miniseries
and network production & development; USA Broadcasting; Home Shopping Network
and Internet Shopping Network.

Ticketmaster is the world's leading computerized ticketing service, selling 70
million tickets a year, valued at more than 2 billion dollars, through more than
2,900 retail Ticket Center outlets, 29 worldwide telephone call centers and its
Internet site. Ticketmaster provides ticketing for 85 professional sports
franchises and hundreds of leading arenas, stadiums, performing arts venues and
theaters; serving more than 3,750 clients in the U.S., South America, Canada,
Mexico, Europe, and Australia. Ticketmaster offers its clients comprehensive
ticket inventory control and management, broad distribution, and dedicated
marketing and support services and consumers receive convenient access to
tickets for more than 150,000 events a year, including a broad range of
concerts, sports, family entertainment, performing arts and movies.

                                    # # #

                                    CONTACTS:

USAI:

Press Relations/Jennifer Goebel:  212-314-7373
Investor Relations/Roger Clark:  212-314-7377

TICKETMASTER:

Scoop Marketing/Larry Solters, Bonnie Poindexter:  310-360-6060
Sard Verbinnen & Co./George Sard, Debbie Miller:  212-687-8344

                                  MEDIA RELEASE