| RE: | Expedia, Inc. Form 10-K for the year ended December 31, 2008 Filed February 19, 2009 File No. 000-51447 |
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| 1. | We note your response to our prior comment 10 and reissue in part. Please confirm that in future filings you will quantify all performance targets or please provide us with your analysis for concluding that the disclosure of such targets is not required because it would result in competitive harm and such disclosure may be omitted pursuant to Instruction 4 to Item 402(b) of Regulation S-K. | |
| Response | ||
| We hereby confirm that we will disclose and quantify the Company’s stock price performance and EBITA growth performance goals in future filings, as applicable. We further advise the staff that on March 2, 2009 the Company’s Compensation Committee approved performance goals relating to stock price performance and worldwide hotel bookings growth, a publicly disclosed metric, for any 2009 annual cash bonus awards to certain senior executives of the Company. We hereby confirm that we will also disclose and quantify the Company’s worldwide hotel bookings growth performance goal in future filings, as applicable. | ||
| Furthermore, we generally intend to disclose on a prospective basis any performance goals adopted by the Company unless we conclude such disclosure is not required because it would result in competitive harm, in which case we would provide, upon request by the staff, an analysis as to why such disclosure may be omitted pursuant to Instruction 4 to Item 401(b) of Regulation S-K. |
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| Sincerely, | ||||
| /s/ Burke F. Norton | ||||
| Burke F. Norton | ||||
| Executive Vice President and General Counsel | ||||
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