SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(a) (AMENDMENT NO. _4_) STYLECLICK, INC. (Name of Issuer) CLASS A COMMON STOCK, $0.01 PAR VALUE (Title of Class of Securities) 864221 10 2 (CUSIP Number) F. THOMAS DUNLAP, JR. SENIOR VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY INTEL CORPORATION 2200 MISSION COLLEGE BOULEVARD SANTA CLARA, CA 95052 TELEPHONE: (408) 765-8080 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) APRIL 8, 2002 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [ ]. Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (the "Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. CUSIP No. 864221 10 2 13D/A Page 2 of 10 1. NAME OF REPORTING PERSON Intel Corporation S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 94-1672743 - -------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3. SEC USE ONLY - -------------------------------------------------------------------------------- 4. SOURCE OF FUNDS WC - -------------------------------------------------------------------------------- 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ] - -------------------------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - -------------------------------------------------------------------------------- NUMBER OF 7. SOLE VOTING POWER 285,641 SHARES BENEFICIALLY 8. SHARED VOTING POWER -0- OWNED BY EACH 9. SOLE DISPOSITIVE POWER 285,641 REPORTING PERSON WITH 10. SHARED DISPOSITIVE POWER -0- - -------------------------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 285,641 - -------------------------------------------------------------------------------- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - -------------------------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.89% - -------------------------------------------------------------------------------- 14. TYPE OF REPORTING PERSON CO - -------------------------------------------------------------------------------- CUSIP No. 864221 10 2 13D/A Page 3 of 10 Intel Corporation ("Intel" or the "Reporting Person") hereby amends its statement on Schedule 13D filed with the Securities and Exchange Commission on April 19, 1999, and previously amended August 24, 2001, May 2, 2001 and February 3, 2000, with respect to its beneficial ownership of common stock issued by ModaCAD, Inc., a California corporation, which changed its legal name to Styleclick.com, Inc. in July 1999 and was subsequently acquired by Styleclick, Inc. ("Styleclick" or the "Issuer") in July 2000. ITEM 1. Security and Issuer. (a) Name of Principal Executive Offices of Issuer: Styleclick, Inc. 3861 Sepulveda Blvd. Culver City, CA 90230 (b) Title of Class of Equity Securities: Class A Common Stock (the "Common Stock") ITEM 2. Identity and Background. (a) Name of Person Filing: Intel Corporation. Attached hereto as Appendix A is information required by this Item 2 with respect to the executive officers and directors of the Reporting Person. All such individuals are U.S. citizens, except as otherwise indicated on Appendix A. (b) Address of Principal Business Office: 2200 Mission College Boulevard Santa Clara, CA 95052-8119 (c) Principal Business: Manufacturer of microcomputer components, modules and systems. (d) Criminal Proceedings: During the last five years, neither the Reporting Person nor any executive officer or director of the Reporting Person has been convicted in any criminal proceeding. (e) Civil Proceedings: During the last five years, neither the Reporting Person nor any CUSIP No. 864221 10 2 13D/A Page 4 of 10 executive officer or director of the Reporting Person has been party to any civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person was or is subject to any judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. (f) State of Incorporation: Delaware ITEM 5. Interest in Securities of the Issuer. (a) Number of Shares Beneficially Owned: 285,641 shares Percent of Class: 2.89% of the Issuer's outstanding Common Stock (based upon 9,872,653 shares of Common Stock outstanding, as reported by the Issuer in its Form 10-K for the fiscal year ended December 31, 2001). (b) Sole Power to Vote, Direct the Vote of, or Dispose of Shares: 285,641 shares (c) Recent Transactions: The Reporting Person previously held two vested warrants (the "Warrants") to purchase 189,674 shares respectively of the Issuer's Common Stock, both of which expired and ceased to be exercisable after April 7, 2002. The expiration of the Warrants caused the beneficial ownership of the Reporting Person to fall below five percent. (d) Rights with Respect to Dividends or Sales Proceeds: N/A (e) Date of Cessation of Five Percent Beneficial Ownership: April 8, 2002 CUSIP No. 864221 10 2 13D/A Page 5 of 10 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated as of April 12, 2002 INTEL CORPORATION By: /s/ F. Thomas Dunlap Jr. ---------------------------- F. Thomas Dunlap, Jr. Senior Vice President, General Counsel and Secretary CUSIP No. 864221 10 2 13D/A Page 6 of 10 APPENDIX A DIRECTORS The following is a list of all Directors of Intel Corporation and certain other information with respect to each Director. All Directors are United States citizens except as indicated below. Name: Craig R. Barrett Business Address: Intel Corporation, 2200 Mission College Boulevard, Santa Clara, CA 95052 Principal Occupation: Chief Executive Officer Name, principal business Intel Corporation, a manufacturer of microcomputer and address of corporation components, modules and systems. 2200 Mission or other organization in College Boulevard Santa Clara, CA 95052 which employment is conducted: Name: John P. Browne Business Address: BP Amoco p.l.c., Britannic House, 1 Finsbury Circus, London EC2M 7BA Principal Occupation: Group Chief Executive Name, principal business and BP Amoco p.l.c., an integrated oil company. address of corporation or other Britannic House, 1 Finsbury Circus organization in which London EC2M 7BA employment is conducted: Citizenship: British
CUSIP No. 864221 10 2 13D/A Page 7 of 10 Name: Winston H. Chen Business Address: Paramitas Foundation, 3945 Freedom Circle, Suite 760, Santa Clara, CA 95054 Principal Occupation: Chairman Name, principal business and Paramitas Foundation, a private foundation. address of corporation or other 3945 Freedom Circle, Suite 760 organization in which Santa Clara, CA 95054 employment is conducted: Name: Andrew S. Grove Business Address: Intel Corporation, 2200 Mission College Boulevard, Santa Clara, CA 95052 Principal Occupation: Chairman of the Board of Directors Name, principal business and Intel Corporation, a manufacturer of microcomputer address of corporation or other components, modules and systems. organization in which 2200 Mission College Boulevard employment is conducted: Santa Clara, CA 95052 Name: D. James Guzy Business Address: The Arbor Company, 1340 Arbor Road, Menlo Park, CA 94025 Principal Occupation: Chairman Name, principal business and The Arbor Company, a limited partnership engaged in the electronics and computer address of corporation or other industry. organization in which 1340 Arbor Road employment is conducted: Menlo Park, CA 94025
CUSIP No. 864221 10 2 13D/A Page 8 of 10 Name: Reed E. Hundt Business Address: McKinsey & Co., 600 14th Street NW, #300, Washington, DC 20005 Principal Occupation: Senior Advisor Name, principal business and McKinsey & Co., a management consulting firm address of corporation or other 600 14th Street NW, #300 organization in which Washington, DC 20005 employment is conducted: Name: David S. Pottruck Business Address: The Charles Schwab Corporation, 101 Montgomery Street, San Francisco, CA 94104 Principal Occupation: President and Co-Chief Executive Officer Name, principal business and The Charles Schwab Corporation, a securities firm address of corporation or other 101 Montgomery Street organization in which San Francisco, CA 94104 employment is conducted: Name: Jane E. Shaw Business Address: AeroGen, Inc., 1310 Orleans Drive, Sunnyvale, CA 94089 Principal Occupation: Chairman and Chief Executive Officer Name, principal business and AeroGen, Inc., a pulmonary drug delivery company address of corporation or other 1310 Orleans Drive organization in which Sunnyvale, CA 94089 employment is conducted:
CUSIP No. 864221 10 2 13D/A Page 9 of 10 Name: Leslie L. Vadasz Business Address: Intel Corporation, 2200 Mission College Boulevard, Santa Clara, CA 95052 Principal Occupation: Executive Vice President; President, Intel Capital Name, principal business and Intel Corporation, a manufacturer of microcomputer address of corporation or other components, modules and systems. organization in which 2200 Mission College Boulevard employment is conducted: Santa Clara, CA 95052 Name: David B. Yoffie Business Address: Harvard Business School, Morgan Hall 215, Soldiers Field Park Road, Boston, MA 02163 Principal Occupation: Max and Doris Starr Professor of International Business Administration Name, principal business and Harvard Business School, an educational institution. address of corporation or other Morgan Hall 215,Soldiers Field Park Road organization in which Boston, MA 02163 employment is conducted: Name: Charles E. Young Business Address: University of Florida, 226 Tigert Hall, P.O. Box 113150, Gainesville, FL 32610 Principal Occupation: President Name, principal business and University of Florida, an educational institution. address of corporation or other 226 Tigert Hall organization in which P.O. Box 113150 employment is conducted: Gainesville, FL 32610
CUSIP No. 864221 10 2 13D/A Page 10 of 10 EXECUTIVE OFFICERS The following is a list of all executive officers of Intel Corporation excluding executive officers who are also directors. Unless otherwise indicated, each officer's business address is 2200 Mission College Boulevard, Santa Clara, California 95052-8119, which address is Intel Corporation's business address. Name: Andy D. Bryant Title: Executive Vice President, Chief Financial and Enterprise Services Officer Name: Sean M. Maloney Title: Executive Vice President; General Manager, Intel Communications Group Citizenship: British Name: Paul S. Otellini Title: President and Chief Operating Officer Name: Michael R. Splinter Title: Executive Vice President; Director, Sales and Marketing Group Name: F. Thomas Dunlap, Jr. Title: Senior Vice President, General Counsel and Secretary Name: Ronald J. Smith Title: Senior Vice President; General Manager, Wireless Communications and Computing Group Name: Robert J. Baker Title: Vice President, General Manager, Technology and Manufacturing Group Name: Arvind Sodhani Title: Vice President, Treasurer