<PAGE>




                    U. S. 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): February 9, 2000


                                 STYLECLICK.COM INC.
--------------------------------------------------------------------------------
        (Exact name of registrant as specified in its charter)


          California                    33-31166                 95-4145930
-------------------------------     ----------------    ------------------------
(State or other jurisdiction of        (Commission             (IRS Employer
incorporation or organization)          File Number)         Identification No.)



    3861 Sepulveda Blvd., Culver City                            90230
----------------------------------------                ------------------------
(Address of principal executive offices)                      (Zip Code)


Registrant's telephone number, including area code            (310) 751-2100
                                                        ------------------------

                               Not Applicable
--------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)

<PAGE>

Item 5.  Other Events

On January 25, 2000,  Styleclick.com Inc.  ("Styleclick") and USA Networks, Inc.
("USA")  announced  that they had entered into an  Agreement  and Plan of Merger
dated as of January  24,  2000 (the  "Merger  Agreement"),  which sets forth the
terms and conditions of the proposed  merger (the "Merger") of Styleclick and an
indirect wholly owned subsidiary of USANi Sub LLC ("USANi"), a subsidiary of USA
and the parent of Internet Shopping Network, LLC ("ISN"). Pursuant to the Merger
Agreement,  a wholly-owned  subsidiary of a newly organized Delaware corporation
("Newco")  will merge into  Styleclick,  with  Styleclick  surviving as a wholly
owned  subsidiary of Newco.  Prior to the Merger,  the sole stockholder of Newco
will be USANi.

Under the  Merger  Agreement  and  concurrently  with the  effectiveness  of the
Merger,  USANi will  contribute  to Newco all of the limited  liability  company
interests of ISN and $40 million in cash. Upon the  effectiveness of the Merger,
each outstanding  share of Styleclick's  common stock will be converted into one
share of Class A Common  Stock of Newco and USANi will retain  ownership  of all
shares of Class B Common Stock of Newco. On a fully-diluted  basis following the
Merger,  the Class B Common Stock  outstanding  will  constitute  75% of Newco's
outstanding  shares and the Class A Common Stock outstanding will constitute 25%
of Newco's outstanding shares.

The  Merger  is  intended  to  qualify  for   treatment  as  an  exchange  or  a
reorganization under the Internal Revenue Code of 1986, as amended. Consummation
of  the  Merger  is  subject  to  various  conditions,   including  approval  by
Styleclick's  shareholders and the receipt of required regulatory  approvals.  A
copy of the Merger Agreement is included herein as Exhibit 2.1 and a copy of the
joint press release of USA and Styleclick with respect to the Merger is included
herein as Exhibit 99.1.

In connection with the Merger Agreement,  Styleclick and USANi have entered into
an option  agreement  dated as of January  24,  2000 (the  "Option  Agreement"),
pursuant to which USANi has the right, under certain circumstances,  to purchase
up to 19.9% of the issued and outstanding  shares of common stock of Styleclick,
at a price per share of  $17.50.  A copy of the  Option  Agreement  is  included
herein as Exhibit 10.1.

Concurrently  with  the  execution  of the  Merger  Agreement,  USANi  and  four
principal   Styleclick   shareholders,   who   collectively   own   beneficially
approximately 32.65% of the outstanding common stock of Styleclick, entered into
Voting Agreements (the "Voting Agreements"), pursuant to which such shareholders
agreed to vote their shares of Styleclick in favor of the Merger.  Copies of the
Voting Agreements are included herein as Exhibits  10.2-10.5.  Also concurrently
with the execution of the Merger  Agreement,  USANi and Styleclick  entered into
Waiver  Agreements (the "Waiver  Agreements") with certain holders of Styleclick
common stock and common stock purchase warrants, pursuant to which those holders
agreed  to waive in  connection  with the  Merger  certain  provisions  of their
warrants and related  agreements.  Copies of the Waiver  Agreements are included
herein as Exhibit 10.6-10.9.

The Merger Agreement,  the Option Agreement,  the Voting Agreements,  the Waiver
Agreements and the joint press release are incorporated herein by reference into
this Item 5 and the foregoing description of such documents and the transactions
contemplated  therein  are  qualified  in their  entirety by  reference  to such
exhibits.

<PAGE>

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(c)  Exhibits:

2.1  Agreement and Plan of Merger,  dated as of January 24, 2000,  between USANi
     Sub LLC and Styleclick.com Inc.

10.1 Option Agreement,  dated as of January 24, 2000,  between USANi Sub LLC and
     Styleclick.com Inc.

10.2 Voting Agreement,  dated as of January 24, 2000,  between USANi Sub LLC and
     Joyce Freedman.

10.3 Voting Agreement,  dated as of January 24, 2000,  between USANi Sub LLC and
     Lee Freedman.

10.4 Voting Agreement,  dated as of January 24, 2000,  between USANi Sub LLC and
     Maurizio Vecchione.

10.5 Voting  Agreement,  dated as of  January  24,  2000,  among  USANi Sub LLC,
     Styleclick.com Inc. and Intel Corporation.

10.6 Waiver  Agreement,  dated as of January 24, 2000,  among  Winfield  Capital
     Corp., USANi Sub LLC and Styleclick.com Inc.

10.7 Waiver  Agreement,  dated as of January 24, 2000,  among  Marshall  Capital
     Management Inc., USANi Sub LLC and Styleclick.com Inc.

10.8 Waiver  Agreement,  dated  as of  January  24,  2000,  among  Castle  Creek
     Technology Partners, LLC, USANi Sub LLC and Styleclick.com Inc.

10.9 Waiver  Agreement,  dated as of January 10,  2000,  between  Spinner  Asset
     Management Co. and Styleclick.com Inc.

99.1 Joint Press  Release,  dated January 25, 2000,  announcing the execution of
     the Agreement and Plan of Merger between Styleclick Inc. and USANi Sub LLC.

<PAGE>
                                    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 hereunto duly authorized.


                                    Styleclick.com Inc.


Date: February 8, 2000              By:/s/ BARRY HALL
                                           Barry Hall
                                           Executive Vice President, Finance and
                                           Chief Financial Officer
[{"type": "8-K", "sequence": "1", "description": "USA NETWORKS INC.", "secsgml_size_bytes": 7215}]
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U. S. 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): February 9, 2000

                                 STYLECLICK.COM INC.
--------------------------------------------------------------------------------
        (Exact name of registrant as specified in its charter)

          California                    33-31166                 95-4145930
-------------------------------     ----------------    ------------------------
(State or other jurisdiction of        (Commission             (IRS Employer
incorporation or organization)          File Number)         Identification No.)

    3861 Sepulveda Blvd., Culver City                            90230
----------------------------------------                ------------------------
(Address of principal executive offices)                      (Zip Code)

Registrant's telephone number, including area code            (310) 751-2100
                                                        ------------------------

                               Not Applicable
--------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)
Item 5.  Other Events

On January 25, 2000,  Styleclick.com Inc.  ("Styleclick") and USA Networks, Inc.
("USA")  announced  that they had entered into an  Agreement  and Plan of Merger
dated as of January  24,  2000 (the  "Merger  Agreement"),  which sets forth the
terms and conditions of the proposed  merger (the "Merger") of Styleclick and an
indirect wholly owned subsidiary of USANi Sub LLC ("USANi"), a subsidiary of USA
and the parent of Internet Shopping Network, LLC ("ISN"). Pursuant to the Merger
Agreement,  a wholly-owned  subsidiary of a newly organized Delaware corporation
("Newco")  will merge into  Styleclick,  with  Styleclick  surviving as a wholly
owned  subsidiary of Newco.  Prior to the Merger,  the sole stockholder of Newco
will be USANi.

Under the  Merger  Agreement  and  concurrently  with the  effectiveness  of the
Merger,  USANi will  contribute  to Newco all of the limited  liability  company
interests of ISN and $40 million in cash. Upon the  effectiveness of the Merger,
each outstanding  share of Styleclick's  common stock will be converted into one
share of Class A Common  Stock of Newco and USANi will retain  ownership  of all
shares of Class B Common Stock of Newco. On a fully-diluted  basis following the
Merger,  the Class B Common Stock  outstanding  will  constitute  75% of Newco's
outstanding  shares and the Class A Common Stock outstanding will constitute 25%
of Newco's outstanding shares.

The  Merger  is  intended  to  qualify  for   treatment  as  an  exchange  or  a
reorganization under the Internal Revenue Code of 1986, as amended. Consummation
of  the  Merger  is  subject  to  various  conditions,   including  approval  by
Styleclick's  shareholders and the receipt of required regulatory  approvals.  A
copy of the Merger Agreement is included herein as Exhibit 2.1 and a copy of the
joint press release of USA and Styleclick with respect to the Merger is included
herein as Exhibit 99.1.

In connection with the Merger Agreement,  Styleclick and USANi have entered into
an option  agreement  dated as of January  24,  2000 (the  "Option  Agreement"),
pursuant to which USANi has the right, under certain circumstances,  to purchase
up to 19.9% of the issued and outstanding  shares of common stock of Styleclick,
at a price per share of  $17.50.  A copy of the  Option  Agreement  is  included
herein as Exhibit 10.1.

Concurrently  with  the  execution  of the  Merger  Agreement,  USANi  and  four
principal   Styleclick   shareholders,   who   collectively   own   beneficially
approximately 32.65% of the outstanding common stock of Styleclick, entered into
Voting Agreements (the "Voting Agreements"), pursuant to which such shareholders
agreed to vote their shares of Styleclick in favor of the Merger.  Copies of the
Voting Agreements are included herein as Exhibits  10.2-10.5.  Also concurrently
with the execution of the Merger  Agreement,  USANi and Styleclick  entered into
Waiver  Agreements (the "Waiver  Agreements") with certain holders of Styleclick
common stock and common stock purchase warrants, pursuant to which those holders
agreed  to waive in  connection  with the  Merger  certain  provisions  of their
warrants and related  agreements.  Copies of the Waiver  Agreements are included
herein as Exhibit 10.6-10.9.

The Merger Agreement,  the Option Agreement,  the Voting Agreements,  the Waiver
Agreements and the joint press release are incorporated herein by reference into
this Item 5 and the foregoing description of such documents and the transactions
contemplated  therein  are  qualified  in their  entirety by  reference  to such
exhibits.
Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(c)  Exhibits:

2.1  Agreement and Plan of Merger,  dated as of January 24, 2000,  between USANi
     Sub LLC and Styleclick.com Inc.

10.1 Option Agreement,  dated as of January 24, 2000,  between USANi Sub LLC and
     Styleclick.com Inc.

10.2 Voting Agreement,  dated as of January 24, 2000,  between USANi Sub LLC and
     Joyce Freedman.

10.3 Voting Agreement,  dated as of January 24, 2000,  between USANi Sub LLC and
     Lee Freedman.

10.4 Voting Agreement,  dated as of January 24, 2000,  between USANi Sub LLC and
     Maurizio Vecchione.

10.5 Voting  Agreement,  dated as of  January  24,  2000,  among  USANi Sub LLC,
     Styleclick.com Inc. and Intel Corporation.

10.6 Waiver  Agreement,  dated as of January 24, 2000,  among  Winfield  Capital
     Corp., USANi Sub LLC and Styleclick.com Inc.

10.7 Waiver  Agreement,  dated as of January 24, 2000,  among  Marshall  Capital
     Management Inc., USANi Sub LLC and Styleclick.com Inc.

10.8 Waiver  Agreement,  dated  as of  January  24,  2000,  among  Castle  Creek
     Technology Partners, LLC, USANi Sub LLC and Styleclick.com Inc.

10.9 Waiver  Agreement,  dated as of January 10,  2000,  between  Spinner  Asset
     Management Co. and Styleclick.com Inc.

99.1 Joint Press  Release,  dated January 25, 2000,  announcing the execution of
     the Agreement and Plan of Merger between Styleclick Inc. and USANi Sub LLC.
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 hereunto duly authorized.

                                    Styleclick.com Inc.

Date: February 8, 2000              By:/s/ BARRY HALL
                                           Barry Hall
                                           Executive Vice President, Finance and
                                           Chief Financial Officer