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SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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OMB Number: 3235-0104
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1. Name and Address of Reporting Person*
NBC Universal, Inc.

(Last) (First) (Middle)
30 ROCKEFELLER PLAZA

(Street)
NEW YORK, NY 10112

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/03/2006
3. Issuer Name and Ticker or Trading Symbol
IVILLAGE INC [ IVIL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $.01 per share 0(1) I _(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
NBC Universal, Inc.

(Last) (First) (Middle)
30 ROCKEFELLER PLAZA

(Street)
NEW YORK, NY 10112

(City) (State) (Zip)
1. Name and Address of Reporting Person*
National Broadcasting CO Holding, Inc.

(Last) (First) (Middle)
30 ROCKEFELLER PLAZA

(Street)
NEW YORK, NY 10112

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GENERAL ELECTRIC CO

(Last) (First) (Middle)
3135 EASTON TURNPIKE

(Street)
FAIRFIELD, CT 06828

(City) (State) (Zip)
Explanation of Responses:
1. By virtue of that certain Voting Agreement, dated as of March 3, 2006, among NBC Universal, Inc. ("NBCU") and Hearst Communications, Inc., (the "Voting Agreement"), NBCU may be deemed a beneficial owner pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), of 18,184,653 shares of common stock of the Issuer. The filing of this Form shall not be deemed an admission that NBCU, National Broadcasting Company Holding, Inc. ("NBC Holding"), or General Electric Company ("GE") is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities of the Issuer.
2. NBCU is a party to the Voting Agreement. NBCU is an 80% owned subsidiary of NBC Holding which in turn is a wholly-owned subsidiary of GE.
Remarks:
See Exhibit 99.1 for Joint Filer Information
/s/ Elizabeth Newell, Assistant Secretary 03/13/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                                                                    Exhibit 99.1

                             Joint Filer Information
                             -----------------------

Name of Joint Filer:                        National Broadcasting Company
                                            Holding, Inc.

Address of Joint Filer:                     30 Rockefeller Plaza
                                            New York, NY  10112

Relationship of Joint Filer
to Issuer:                                  10% Owner (1)

Designated Filer:                           NBC Universal, Inc.

Issuer & Ticker Symbol:                     iVillage Inc. (IVIL)

Date of Event Requiring Statement:          March 3, 2006



SIGNATURE:

National Broadcasting Company Holding, Inc.


/s/ Elizabeth Newell
- ----------------------------
Name:   Elizabeth Newell
Title:  Assistant Secretary


March 13, 2006
- --------------
Date


(1) NBC Universal, Inc. is an 80% owned subsidiary of National Broadcasting
Company Holding, Inc. which, in turn, is a wholly-owned subsidiary General
Electric Company.





                             Joint Filer Information
                             -----------------------

Name of Joint Filer:                        General Electric Company

Address of Joint Filer:                     3135 Easton Turnpike
                                            Fairfield, CT  06828

Relationship of Joint Filer
to Issuer:                                  10% Owner (1)

Designated Filer:                           NBC Universal, Inc.

Issuer & Ticker Symbol:                     iVillage Inc. (IVIL)

Date of Event Requiring Statement:          March 3, 2006


SIGNATURE:

General Electric Company


/s/ Richard Cotton
- -----------------------------
Name:   Richard Cotton
Title:  Vice President


March 13, 2006
- --------------
Date


(1) NBC Universal, Inc. is an 80% owned subsidiary of National Broadcasting
Company Holding, Inc. which, in turn, is a wholly-owned subsidiary General
Electric Company.