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Filing Details

Accession Number:: 0001179110-12-004441
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-03-06 17:44:19
Reporting Period:: 2012-03-04

Filing Date:: 2012-03-06
Accepted Time:: 2012-03-06 17:44:19
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1075531	Priceline Com Inc	PCLN	Services-Business Services, Nec (7389)	061528493

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1214612	J Peter Millones	800 Connecticut Avenue Norwalk CT 06854	Executive Vp, General Counsel	No	Yes	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
2012 Performance Share Unit Grant	Acquisiton	2012-03-04	3,097	$0.00	3,097	No	4	A	Direct
Common Stock	Acquisiton	2012-03-04	9,074	$0.00	13,077	No	4	A	Direct
Common Stock	Disposition	2012-03-04	3,885	$645.86	9,192	No	4	F	Direct
Common Stock	Disposition	2012-03-05	447	$646.16	8,745	No	4	S	Direct
Common Stock	Disposition	2012-03-05	153	$647.00	8,592	No	4	S	Direct
Common Stock	Disposition	2012-03-05	300	$648.86	8,292	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	A	Direct
No	4	A	Direct
No	4	F	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
2011 Performance Share Units	3,098	Direct
2010 Performance Share Units	5,089	Direct

Footnotes

On March 4, 2012, Mr. Millones was granted 3,097 priceline.com Incorporated (the "Company") performance share units. The exact number of shares to be issued to Mr. Millones, which could be as many as two times the initial grant or, alternatively, no shares, will depend upon, among other things, the Company's financial performance. The shares, if any, will be issued on or about March 4, 2015 or earlier, in the event of, among other things, a "change in control" (as defined in the performance share unit agreement) of the Company and/or termination of employment in certain circumstances.
On March 4, 2012, restricted stock units, which were originally issued on March 4, 2009, vested pursuant to their terms resulting in the issuance of 9,074 shares of priceline.com common stock.
On March 4, 2012, 3,885 shares of priceline.com common stock were withheld to satisfy certain tax withholding obligations related to the vesting of restricted stock units of Mr. Millones.
The shares were sold pursuant to a sales plan, dated November 22, 2011, that complies with the requirements of Rule 10b5-1(c)(1) under the Securities and Exchange Act of 1934, as amended.
Represents the weighted average sales price. The range of prices received for the reported transactions was $646.00 - $646.50. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
Represents "target" number of performance share units outstanding. The actual number of shares issued, if any, could increase or decrease depending on certain performance factors.
Represents "target" number of performance share units outstanding. The actual number of shares issued, if any, could increase depending on certain performance factors.