EXHIBIT 10.4


                              AMENDMENT TO EMPLOYMENT AGREEMENT


        This Amendment to Employment Agreement ("Amendment") is made as of April
29, 2002, by and between Tickets.com, Inc., a Delaware corporation (the
"Company") and Eric P. Bauer ("Executive") and is made in connection with the
following facts:

        WHEREAS: On September 5, 2000, the Company and Executive entered into an
Employment Agreement (the "Agreement").

        WHEREAS: Article 4.5 of the Agreement ("Severance Benefits Upon
Termination"), Subsection (b) provides, among other things, for certain benefits
to be paid to Executive in the event that the Company terminates Executive's
employment without Cause.

        WHEREAS: The Company and Executive now desire to amend Article 4.5,
Subsection (b)1 of the Agreement to increase the period of salary continuation
in the event Executive is terminated by the Company without Cause from six (6)
months to twelve (12) months.

        NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the Company and Executive hereby
agree to amend the Agreement as follows:

        1. Defined Terms. All capitalized terms used in this Amendment, unless
defined herein, shall bear the same meaning as defined in the Agreement.

        2. Amendment. Article 4.5, Subsection (b)1 is hereby amended to provide
that in the event Executive's employment is terminated by the Company without
Cause, then the Company shall provide Executive salary continuation in an amount
equal to Executive's then Base Salary for a period of twelve (12) months,
commencing on the Effective Date, said sum to be paid in equal installments at
the times salary payments are usually made by the Company.

        3. No Further Amendment. All other terms and conditions of the Agreement
shall remain unchanged.

        IN WITNESS WHEREOF, the parties have executed this Amendment as of the
date first above written.

                                        COMPANY

                                        By: /s/ Ronald Bension
                                            ------------------------------------
                                            Ronald Bension
                                            Chief Executive Officer

                                        EXECUTIVE

                                        /s/  Eric P. Bauer
                                        ----------------------------------------
                                        Eric P. Bauer