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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): May 4, 2006
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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 jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
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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 May 4, 2006, Internet Capital Group, Inc. issued a press release setting
forth Internet Capital Group, Inc.'s financial information for the three-month
period ended March 31, 2006. 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 May 4, 2006, 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: May 4, 2006 By: /s/ R. Kirk Morgan
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Name: R. Kirk Morgan
Title: Chief Financial Officer
(Principal Financial and Accounting Officer)
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release, dated May 4, 2006, issued by Internet Capital
Group, Inc.