AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 29, 1999 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): APRIL 23, 1999 INTERACTIVE NETWORK, INC. (Exact Name of Registrant as Specified in Its Charter) CALIFORNIA (State or Other Jurisdiction of Incorporation) 0-19579 94-3025019 (Commission file Number) (I.R.S. Employer Identification No.) 1161 OLD COUNTY ROAD, BELMONT, CA 94002 (Address of Principal Executive Offices) (650) 508-8793 (Registrant's Telephone Number, Including Area Code) With a copy to: Robert S. Townsend, Esq. Morrison & Foerster LLP 425 Market Street San Francisco, CA 94105 ITEM 5. OTHER EVENTS. On April 23, 1999, the Registrant consummated the transactions contemplated by the Exchange Agreement entered into between the Registrant, TCI Programming Holding Company, III, TCI Development LLC, National Broadcasting Company, Inc., Sprint Corporation and Motorola, Inc. dated as of April 15, 1999 (the "Exchange Agreement"), a copy of which is attached hereto as Exhibit 1.1 and incorporated herein by reference. On April 26, 1999, the Registrant issued a press release related to the above events, a copy of which is attached hereto as Exhibit 1.2 and incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 1.1 Exchange Agreement. 1.2 Press Release issued by the Registrant dated April 26, 1999. 1 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. Date: April 29, 1999 INTERACTIVE NETWORK, INC. By: /s/ Bruce Bauer ------------------- Bruce Bauer President and Chief Executive Officer