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) November 30, 2004
priceline.com Incorporated
(Exact name of registrant as specified in its charter)
Delaware | | 0-25581 | | 06-1528493 |
(State or other Jurisdiction of
Incorporation) | | (Commission File Number) | | (IRS Employer Identification
No.) |
800 Connecticut Avenue, Norwalk, Connecticut | | 06854 |
(Address of principal office) | | (zip code) |
N/A |
(Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01. Regulation FD Disclosure
As of November 30, 2004, priceline.com Incorporated (“priceline.com”) and Lowestfare.com Incorporated will no longer offer retail airline tickets on Northwest Airlines Inc. as a result of a disagreement over terms of distribution. Priceline.com has not sold airline tickets on Northwest Airlines in its Name Your Own Price® product since May 2002. Priceline.com believes that ticket sales will be made up by other participating airlines and does not believe the cessation of sales of retail airline tickets on Northwest Airlines will have a material adverse effect on its results of operations or financial condition.
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SIGNATURES
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 hereunto duly authorized.
| PRICELINE.COM INCORPORATED |
| |
| |
| By: | /s/ Jeffery H. Boyd | |
| | Name: | Jeffery H. Boyd |
| | Title: | President and Chief
Executive Officer |
| | | | |
Date: November 30, 2004
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