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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

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                                    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): August 4, 2005

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                          Internet Capital Group, Inc.

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               (Exact name of registrant as specified in charter)

        Delaware                     000-26929                 23-2996071
    (State or other           (Commission File Number)      (I.R.S. Employer
     jurisdiction                                          Identification No.)
   of incorporation)


                    690 Lee Road, Suite 310, Wayne, PA 19087
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               (Address of principal executive offices) (Zip Code)

                                 (610) 727-6900
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              (Registrant's telephone number, including area code)


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:

/  / Written communications pursuant to Rule 425 under the Securities Act
     (17 CFR 230.425)

/  / Soliciting material pursuant to Rule 14a-12 under the Exchange Act
     (17 CFR 240.14a-12)

/  / Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

/  / Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))

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Section 2.    Financial Information

Item 2.02    Results of Operations and Financial Condition.

         On August 4, 2005, Internet Capital Group, Inc. issued a press release
setting forth Internet Capital Group, Inc.'s financial information for the
three-month period ended June 30, 2005. A copy of Internet Capital Group, Inc.'s
press release is attached hereto as Exhibit 99.1 and hereby incorporated by
reference.

         The information in this report (including Exhibit 99.1) is being
furnished pursuant to Item 2.02 and shall not be deemed to be "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange
Act"), or otherwise subject to the liabilities of that section, nor shall it be
deemed to be incorporated by reference in any filing under the Securities Act of
1933, as amended (the "Act") or the Exchange Act.


Section 9.    Financial Statements and Exhibits.

Item 9.01    Financial Statements and Exhibits

             (c)  Exhibits

                    The following press release is included as an exhibit to
                    this report filed under Section 2 - "Financial Information."

         99.1       Press Release, dated August 4, 2005, issued by Internet
                    Capital Group, Inc.









                                    SIGNATURE

         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.


                                    INTERNET CAPITAL GROUP, INC.



Date:  August 4, 2005               By: /s/ Anthony P. Dolanski
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                                   Name:     Anthony P. Dolanski
                                  Title:     Chief Financial Officer (Principal
                                             Financial and Accounting Officer)







                                  EXHIBIT INDEX

Exhibit No.                   Description
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99.1                          Press Release, dated August 4, 2005, issued by
                              Internet Capital Group, Inc.