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 15, 2001

                           priceline.com Incorporated
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                    0-25581                  06-1528493
--------------------------------------------------------------------------------
 (State or other Jurisdiction   (Commission File Number)       (IRS Employer
      of Incorporation)                                      Identification No.)

       800 Connecticut Avenue, Norwalk, Connecticut                06854
--------------------------------------------------------------------------------
             (Address of principal office)                       (zip code)

                                       N/A
--------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)

<PAGE>

Item 5. Other Events.

Investment in priceline.com by Hutchison Whampoa Limited and Cheung Kong
(Holdings) Limited

      On February 15, 2001, priceline.com Incorporated announced that Hutchison
Whampoa Limited ("Hutchison") and Cheung Kong (Holdings) Limited ("CKH") had
invested an aggregate $50.0 million in priceline.com. Hutchison and CKH invested
an aggregate $50.0 million in priceline.com by purchasing approximately 24
million shares of priceline.com common stock at $2.10 per share, a price
determined based on the market price of priceline.com's stock during the
negotiation period. The information set forth above is qualified in its entirety
by reference to the press release which is attached hereto as Exhibit 99.2 and
the Stock Purchase Agreement and Registration Rights Agreement attached hereto
as Exhibits 99.3 and 99.4, respectively, and incorporated herein by reference.

Item 9. Registration FD Disclosure.

4th quarter and year ended December 31, 2000 earnings

      On February 15, 2001, priceline.com Incorporated, a Delaware corporation,
announced its results for the 4th quarter and year ended December 31, 2000.
Priceline.com also provided a progress report on its steps to increase operating
efficiencies and strengthen its core businesses and gave guidance for the first
half of 2001. The information set forth above is qualified in its entirety by
reference to the press release (which includes a financial and statistical
supplement issued by priceline.com on February 15, 2001), a copy of which is
attached hereto as Exhibit 99.1 and incorporated herein by reference.

                  Exhibits.

                  99.1    Press Release issued by priceline.com Incorporated on
                          February 15, 2001 relating to its 4th quarter and year
                          ended December 31, 2000 earnings.

                  99.2    Press Release issued by priceline.com Incorporated on
                          February 15, 2001 relating to purchase of common stock
                          of priceline.com Incorporated by Hutchison Whampoa
                          Limited and Cheung Kong (Holdings) Limited.

                  99.3    Stock Purchase Agreement, dated as of February 15,
                          2001, among priceline.com Incorporated, Prime Pro
                          Group Limited and Forthcoming Era Limited.

                  99.4    Registration Rights Agreement, dated as of February
                          15, 2001, among priceline.com Incorporated, Prime Pro
                          Group Limited and Forthcoming Era Limited.

<PAGE>

                                   SIGNATURES

      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.

                                            PRICELINE.COM INCORPORATED


                                            By: /s/ Daniel Schulman
                                                -------------------------------
                                                Name:  Daniel Schulman
                                                Title: Chief Executive Officer

Date: February 15, 2001

<PAGE>

                                  EXHIBIT INDEX

            Exhibit No.       Description
            -----------       -----------

               99.1           Press Release issued by priceline.com Incorporated
                              on February 15, 2001 relating to its 4th quarter
                              and year ended December 31, 2000 earnings.

               99.2           Press Release issued by priceline.com Incorporated
                              on February 15, 2001 relating to purchase of
                              common stock of priceline.com Incorporated by
                              Hutchison Whampoa Limited and Cheung Kong
                              (Holdings) Limited.

               99.3           Stock Purchase Agreement, dated as of February 15,
                              2001, among priceline.com Incorporated, Prime Pro
                              Group Limited and Forthcoming Era Limited.

               99.4           Registration Rights Agreement, dated as of
                              February 15, 2001, among priceline.com
                              Incorporated, Prime Pro Group Limited and
                              Forthcoming Era Limited.
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{"company-data": {"conformed-name": "PRICELINE COM INC", "cik": "0001075531", "assigned-sic": "7373", "irs-number": "061528493", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-25581", "film-number": "1549547"}, "business-address": {"street1": "800 CONNECTICUT AVE", "city": "NORWALK", "state": "CT", "zip": "06854", "phone": "2037053000"}}
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 15, 2001

                           priceline.com Incorporated
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                    0-25581                  06-1528493
--------------------------------------------------------------------------------
 (State or other Jurisdiction   (Commission File Number)       (IRS Employer
      of Incorporation)                                      Identification No.)

       800 Connecticut Avenue, Norwalk, Connecticut                06854
--------------------------------------------------------------------------------
             (Address of principal office)                       (zip code)

                                       N/A
--------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)
Item 5. Other Events.

Investment in priceline.com by Hutchison Whampoa Limited and Cheung Kong
(Holdings) Limited

      On February 15, 2001, priceline.com Incorporated announced that Hutchison
Whampoa Limited ("Hutchison") and Cheung Kong (Holdings) Limited ("CKH") had
invested an aggregate $50.0 million in priceline.com. Hutchison and CKH invested
an aggregate $50.0 million in priceline.com by purchasing approximately 24
million shares of priceline.com common stock at $2.10 per share, a price
determined based on the market price of priceline.com's stock during the
negotiation period. The information set forth above is qualified in its entirety
by reference to the press release which is attached hereto as Exhibit 99.2 and
the Stock Purchase Agreement and Registration Rights Agreement attached hereto
as Exhibits 99.3 and 99.4, respectively, and incorporated herein by reference.

Item 9. Registration FD Disclosure.

4th quarter and year ended December 31, 2000 earnings

      On February 15, 2001, priceline.com Incorporated, a Delaware corporation,
announced its results for the 4th quarter and year ended December 31, 2000.
Priceline.com also provided a progress report on its steps to increase operating
efficiencies and strengthen its core businesses and gave guidance for the first
half of 2001. The information set forth above is qualified in its entirety by
reference to the press release (which includes a financial and statistical
supplement issued by priceline.com on February 15, 2001), a copy of which is
attached hereto as Exhibit 99.1 and incorporated herein by reference.

                  Exhibits.

                  99.1    Press Release issued by priceline.com Incorporated on
                          February 15, 2001 relating to its 4th quarter and year
                          ended December 31, 2000 earnings.

                  99.2    Press Release issued by priceline.com Incorporated on
                          February 15, 2001 relating to purchase of common stock
                          of priceline.com Incorporated by Hutchison Whampoa
                          Limited and Cheung Kong (Holdings) Limited.

                  99.3    Stock Purchase Agreement, dated as of February 15,
                          2001, among priceline.com Incorporated, Prime Pro
                          Group Limited and Forthcoming Era Limited.

                  99.4    Registration Rights Agreement, dated as of February
                          15, 2001, among priceline.com Incorporated, Prime Pro
                          Group Limited and Forthcoming Era Limited.
SIGNATURES

      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.

                                            PRICELINE.COM INCORPORATED

                                            By: /s/ Daniel Schulman
                                                -------------------------------
                                                Name:  Daniel Schulman
                                                Title: Chief Executive Officer

Date: February 15, 2001
EXHIBIT INDEX

            Exhibit No.       Description
            -----------       -----------

               99.1           Press Release issued by priceline.com Incorporated
                              on February 15, 2001 relating to its 4th quarter
                              and year ended December 31, 2000 earnings.

               99.2           Press Release issued by priceline.com Incorporated
                              on February 15, 2001 relating to purchase of
                              common stock of priceline.com Incorporated by
                              Hutchison Whampoa Limited and Cheung Kong
                              (Holdings) Limited.

               99.3           Stock Purchase Agreement, dated as of February 15,
                              2001, among priceline.com Incorporated, Prime Pro
                              Group Limited and Forthcoming Era Limited.

               99.4           Registration Rights Agreement, dated as of
                              February 15, 2001, among priceline.com
                              Incorporated, Prime Pro Group Limited and
                              Forthcoming Era Limited.