8-K

UNITED STATES

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): June 19, 2008

__________________________

Expedia, Inc.

(Exact name of registrant as specified in its charter)

_________________________________________

Delaware       (State or other jurisdiction of             incorporation or organization)	000-51447  (Commission  File Number)	20-2705720  (I.R.S. Employer  Identification No.)
3150 139th Avenue S.E., Bellevue, Washington                                               (Address of principal executive offices)		98005  (Zip Code)
Registrant’s telephone number, including area code: (425) 679-7200
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))

Item 8.01. Other Events.

On June 19, 2008, Expedia, Inc. (the "Company") announced the pricing of its unregistered offering of senior unsecured notes (the "Notes") pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended. The Notes will be guaranteed by certain subsidiaries of the Company. The offering of the Notes is expected to close on June 24, 2008.

The press release announcing the pricing is being issued pursuant to and in accordance with Rule 135c under the Securities Act and a copy of this press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.	Description
99.1	Press Release of Expedia, Inc., dated June 19, 2008.

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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.
Date: June  19, 2008	EXPEDIA, INC.
	By: /s/ Michael B. Adler
	Name: Michael B. Adler
	Title: Chief Financial Officer

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EXHIBIT INDEX
Exhibit No.	Description                                                                                                                                                        & nbsp;
99.1	Press Release of Expedia, Inc., dated June 19, 2008.

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EX-99.1

     Exhibit 99.1

 Expedia, Inc. Announces Pricing of
Senior Unsecured Notes Offering

     BELLEVUE, Wash. — June 19, 2008 — Expedia, Inc. (NASDAQ: EXPE) announced today that it has agreed to sell $400 million of 8.50% senior unsecured notes due 2016 (the “Notes”). The Notes will be guaranteed by certain subsidiaries of Expedia, Inc. The offering of the Notes is expected to close on June 24, 2008. Expedia, Inc. plans to use the net proceeds of the offering to repay borrowings of $330 million currently outstanding under its credit facility and for general corporate purposes.

     The offering will be made only to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to certain non-U.S. persons in accordance with Regulation S under the Securities Act. The Notes will not be registered under the Securities Act and may not be offered or sold without registration unless an exemption from such registration is available. This notice is issued pursuant to Rule 135c of the Securities Act, and does not constitute an offer to sell the Notes, nor a solicitation for an offer to purchase the Notes.

     This press release contains forward-looking statements regarding the future performance of Expedia, Inc., within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to a variety of risks and uncertainties that could cause actual results to differ materially from current expectations. These risks and uncertainties include, but are not limited to, Expedia, Inc’ s ability to consummate the offering of the Notes. Additional cautionary statements regarding other risk factors that could have an effect on the future performance of Expedia, Inc. are contained in its filings with the SEC, including its reports on Forms 10-K, 10-Q and 8-K. Expedia, Inc. undertakes no obligation to release publicly the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanti cipated events.

June 19, 2008	Contacts:	Investor Relations	Communications
		(425) 679-3555	(425) 679-4317
		ir@expedia.com	press@expedia.com
© 2008 Expedia, Inc.      All rights reserved. CST 2029030-40.