<PAGE>

PREVIEW TRAVEL, INC
PREVIEW TRAVEL
CONTRACT NO. 0174016 - 000
CONTRACT EFFECTIVE DATE 01-JAN-99

                                                                  Exhibit 10.23


                         SUBSCRIBER SERVICES AGREEMENT
                         -----------------------------

1. SERVICES
   --------

   The individual or entity specified on the Customer Profile ("Subscriber")
   has requested and, pursuant to the terms and conditions of this Subscriber
   Services Agreement ("Agreement"), Apollo Galileo USA Partnership ("AGP")
   will provide to Subscriber the Services specified on each Services
   Designator, which shall include a license to use the Software provided
   hereunder.  AGP will deliver and install the Hardware and provide access to
   Apollo Services, provided that Subscriber has, at its own expense, made any
   construction, wiring or other modification necessary to install and connect
   the Services. This Agreement will apply to additional Services by agreement
   of the parties without the necessity of signing a contract amendment.

2. DEFINITIONS
   -----------

   For purposes of this Agreement, each of the following terms shall have the
   meaning specified.

   A. "Apollo Booking" means a booking for the services of an air, car, hotel,
      cruise or tour vendor that participates in Apollo Services, less
      cancellations thereof, which (i) is made by Subscriber or a Client User
      directly via the Services; (ii) results in a fee payable directly or
      indirectly by the vendor to AGP; (iii) is not speculative, fictitious, or
      made solely for the purpose of achieving productivity-based booking
      objectives; and (iv) with respect to passive air bookings, has a BK, GK
      or HK status code.  The parties wish to clarify that, in the case of air,
      "Apollo Booking" is equivalent to an individual air segment with a unique
      flight number.

   B. "Client User" means a third party for whom Subscriber provides travel-
      related services and whose use of the Services is authorized and governed
      by this Agreement.  A Client User may not include any ARC appointed
      travel agency or a vendor of a computerized reservation system.

   C. "Documentation" means all manuals, operating procedures, instructions,
      guidelines, and other materials provided by AGP to Subscriber, including
      oral instruction and electronic formats.

   D. "Location" means the address, as specified on a Services Designator, at
      which Services are provided by AGP.

   E. "Services" means the Apollo Reservations and Ticketing Service (also
      referred to as "Apollo Services") and related products, including all
      software provided hereunder ("Software"), hardware provided hereunder
      ("Hardware"), Documentation, support, and such other services licensed,
      leased or provided to Subscriber by AGP.

   F. "Transaction" means a message accessing Apollo Services that is
      transmitted by Subscriber or a Client User.

3. TERM
   ----

   This Agreement will commence on the above Contract Effective Date and will
   expire [*] thereafter.  Locations may not be added to this Agreement without
   AGP's prior written consent.  The term of this Agreement for any approved
   added Location will commence on the first day of the month in which Services
   commence and expire [*] thereafter; provided, however, such Locations added
   within the [*] of this Agreement shall expire concurrently with the original
   Location(s).  Notwithstanding anything to the contrary in this Agreement,
   provisions which by their nature and intent should survive its expiration or
   termination, including, but not limited to, those relating to
   confidentiality, liquidated damages, Software license restrictions, and risk
   of loss, shall so survive.

4. USE OF SERVICES
   ---------------

   A. Subscriber will utilize the Services strictly in accordance with the
      Documentation.  Prohibited uses include servicing or training any third
      party other than a Client User; making speculative, duplicative or
      fictitious bookings; and any other use which may be prohibited by AGP.
      Subscriber must limit access to the

Confidential treatment has been requested for portions of this exhibit. The copy
filed herewith omits the information subject to the confidentiality request.
Omissions are designated as *****. A complete version of this exhibit has been
filed separately with the Securities and Exchange Commission.
<PAGE>

      Services to its employees, agents and Client Users having a need for such
      access and may not disclose or make the Services, including Apollo
      Services displays, available to any other third party. Subscriber is
      responsible for ensuring that its Client Users adhere to all terms of
      this Agreement.

   B. If Subscriber licenses AGP's Selective Access/Global Access product,
      Subscriber may authorize another AGP subscriber to access the client
      records entered into Apollo Services by Subscriber; provided, however (i)
      AGP shall have no responsibility or liability whatsoever with respect to
      such authorization or access; and (ii) AGP may restrict such access
      immediately upon written notice to Subscriber.

   C. AGP will provide repair and maintenance services for the Hardware.
      Subscriber is prohibited from performing repair and maintenance on the
      Hardware itself or through a third party.  Subscriber shall be
      responsible for all costs and expenses of repair required for any reason
      other than ordinary, authorized use.  Subscriber may not disconnect the
      Services.

   D. AGP may, at its discretion, enhance or modify a Service and may offer new
      Services to Subscriber.  Subscriber's use of any enhanced, modified or
      new Service will constitute its agreement to the terms and conditions
      pertaining to such use.

   E. Subsequent to the Contract Effective Date, AGP will deploy a new version
      of its [*]. AGP agrees that on or before [*], AGP will provide this new
      version to Subscriber; provided, however, Subscriber understands and
      agrees that the product may not be in its final form and that Subscriber
      may assist AGP in working through technical and performance issues for
      up to 60 days. At such time the new version is in its final form, this
      Agreement shall be amended whereby Subscriber shall agree to terms and
      conditions pertaining to its use of the product, including, but not
      limited to, charges to be determined.

   F. AGP shall provide Subscriber training in the use of the Services.  The
      courses listed below are provided at no charge.  All other courses that
      Subscriber elects to attend and any onsite training requested by
      Subscriber will be subject to Subscriber's payment of AGP's then-current
      fee therefor.

            Learning Apollo                Moving to Apollo
            CarMaster                      LeisureShopper Tours and Cruises
            RoomMaster                     Custom Check
            Focalpoint Coordinator         GlobalFares IFQ
            GlobalWare Apollo Formats      Scriptwriter Plus
            Timesavers                     TravelScreen Plus

5. CHARGES; BOOKING INCENTIVE
   --------------------------

   A. Subscriber will pay to AGP all charges (plus taxes and other governmental
      assessments directly applicable to the provision of Services by AGP)
      assessed by AGP in accordance with this Agreement and its attachments;
      provided, however, that for each Apollo Booking made by Subscriber during
      the prior month, [*].

   B. The [*] for terminal addresses ("TA's") and global terminal identifiers
      ("GTID's") will be [*] for the [*] specified on the Services Designators
      as of the date this Agreement is executed and [*]. Subscriber may add or
      delete TA's and GTID's [*] and Subscriber will be assessed a one-time
      administrative fee of [*]; provided, however, AGP will waive this
      administrative fee for the addition of blocks. If Subscriber deletes a
      block of [*], the [*] shall be decreased by [*], but in no event will
      the [*] be reduced below [*]. This Article 5.B shall override the [*]
      specified on the Services Designator(s) hereto.

   C. (i)  On a monthly basis, AGP will prepare a reconciliation statement which
           will identify all charges incurred by Subscriber ("Total Charges")
           and the total Booking Incentive earned ("Total Incentive") for the
           prior month.  If the Total Incentive exceeds the Total Charges, AGP
           will pay the difference to Subscriber; if the Total Charges exceed
           the Total Incentive, Subscriber will pay AGP the difference.  All
           payments due hereunder will be paid within 30 days of the
           reconciliation statement date.

      (ii) The parties acknowledge that payment for Apollo Bookings made from
           January 1, 1999 through April 30, 1999 have been or shall be paid in
           accordance with the terms of Subscriber Services Agreement No.
           171324 ("Preliminary Payment").  Upon execution of this Agreement,
           AGP shall calculate the amount due Subscriber under this Agreement
           for the January 1, 1999 through April 30, 1999 time period, less the
           Preliminary Payment.  The difference shall be paid to Subscriber
           within 30 days of the reconciliation.

* confidential treatment requested
<PAGE>

    D. On an annual basis commencing 12 months after the Contract Effective
       Date, AGP will calculate the total number of Apollo Bookings made by
       Subscriber during the prior 12-month period ("Annual Review Period").
       In the event that [*] during the Annual Review Period, Subscriber will
       [*] multiplied by the difference between the Annual Target and the
       actual number of Apollo Bookings made by Subscriber.

    E. Subscriber will pay a fee in the amount of [*] for help desk support
       from the Apollo Customer Support Center provided that AGP shall not
       charge Subscriber for help desk support arising from a discrepancy or
       problem in Apollo Services  [*]  Subscriber shall be charged only for
       time that it is actually receiving help desk support and shall not be
       charged for time placed upon hold or awaiting connection to an AGP
       representative.

    F. Past due balances will accrue interest at the maximum rate permitted by
       law.  Payments returned for insufficient funds or other reasons will be
       assessed AGP's current fee therefor.  All charges are subject to change;
       provided, however, any increases of existing charges will not exceed
       [*]. AGP may assess fees for new Services and for Services which are
       currently provided at no charge.

6.  LICENSE RESTRICTIONS
    --------------------

    Subscriber may not copy, reproduce or duplicate the Software and related
    Documentation or any portion thereof, except to the extent reasonably
    necessary for backup purposes.  Subscriber may not modify, alter,
    disassemble, reverse assemble, reverse compile, or reverse engineer the
    Software or any portion thereof.  The Software is the proprietary
    information and trade secret of AGP, its licensors, or such other third
    party with whom AGP has a distributorship agreement, or the licensors of
    such third parties (collectively referred to as "Licensor").  All licenses
    for Software provided hereunder terminate upon expiration or any
    termination of the Agreement.

7.  RISK OF LOSS
    ------------

    Subscriber has no ownership, right or title in or to any Service, and may
    not remove identifying marks from the Services or subject same to any lien
    or encumbrance.  Subscriber accepts full responsibility for loss or damage
    to the Services and, in the event thereof, Subscriber must pay AGP the
    insurance value therefor as specified on the Services Designator.

8.  THIRD PARTY PRODUCTS
    --------------------

    Any product not provided by AGP ("Third Party Product") which sends
    Transactions to or interfaces with Apollo Services may only do so through a
    certified platform as identified in an Apollo Services profile.  AGP shall
    have no liability whatsoever with respect to Third Party Products and
    Subscriber shall indemnify and hold harmless AGP for all claims against AGP
    resulting from or related to a Third Party Product.  In order to protect or
    maximize the operability of Apollo Services, AGP may require that
    Subscriber temporarily or permanently discontinue its use of any Third
    Party Product. The preceding sentence shall not apply to Innosys,
    Cornerstone, and Alpha software presently used by Subscriber, so long as
    such products are not modified in any way, the Services are not modified
    and thereby causing an effect on any of these products, or new Services
    used by Subscriber do not cause an effect on any of these products.

9.  WARRANTIES
    ----------

    A. AGP MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE SERVICES OR ANY
       PRODUCT OR SERVICE PROVIDED BY AGP, AND EXPRESSLY DISCLAIMS ALL
       WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS
       FOR A PARTICULAR PURPOSE.

    B. Subscriber represents and warrants that no written or oral
       representation or warranty made or information furnished by Subscriber
       to AGP, including the Customer Profile, contains any untrue statement of
       material fact.

10. LIMITATION OF LIABILITY / LIMITATION OF REMEDY
    ----------------------------------------------

    A. AGP shall not be liable for and Subscriber hereby waives and releases
       AGP, its owners, officers, directors, employees, agents, successors and
       assigns from all obligations and liabilities and all rights, claims and
       remedies of Subscriber against them, express or implied, arising by law
       or otherwise, due to any defects, errors, malfunctions, performance, or
       use of the Services, or any part thereof, or for interruptions of
       service, including any liability or claim in tort, for acts of AGP's
       subcontractors, or for loss of revenue, profits or data,

* confidential treatment requested
<PAGE>

       or any other direct, indirect, incidental, special or consequential
       damages, unless such damages are a result of AGP's breach of the
       confidentiality provisions of this Agreement.

    B. [*].

    C. Subscriber shall not be liable for and AGP hereby waives and releases
       Subscriber, its owners, officers, directors, employees, agents,
       successors and assigns from all obligations and liabilities and all
       rights, claims and remedies of AGP against them, express or implied,
       arising by law or otherwise, for loss of revenue, profits or data, or
       any other direct, indirect, incidental, special or consequential
       damages, unless such damages are a result of Subscriber's breach of the
       confidentiality provisions of this Agreement.

11. TERMINATION
    ------------

    A. If either party (the "Defaulting Party") becomes insolvent; if the other
       party (the "Insecure Party") has evidence that the Defaulting Party is
       not paying its bills when due without just cause; if a receiver of the
       Defaulting Party's assets is appointed; if the Defaulting Party takes
       any step leading to its cessation as a going concern; or if the
       Defaulting Party ceases to do business or otherwise ceases or suspends
       operations for reasons other than an event of force majeure, then the
       Insecure Party may immediately terminate this Agreement on written
       notice to the Defaulting Party or may require that certain conditions
       are met in order to avoid such termination.

    B. If either party (the "Defaulting Party") fails to perform or observe any
       of its obligations hereunder, and such failure continues for a period of
       30 business days after written notice (except in any circumstance where
       a cure is impossible in which case there shall be no cure period) from
       the other party (the "Insecure Party"), then the Insecure Party may
       immediately terminate this Agreement.  If Subscriber is the Defaulting
       Party hereunder, then, without prejudice to any other rights or remedies
       of AGP, including the right to recover liquidated damages, all or any of
       the rights of Subscriber under this Agreement shall, at the option of
       AGP, be terminated, reduced or restricted.

12. INDEMNIFICATION
    ---------------

    A. Each party ("Indemnitor") shall indemnify and hold harmless the other
       party, its owners, officers, directors, employees, agents, successors
       and assigns (each an "Indemnitee), against and from any and all third
       party liabilities, damages, losses, expenses, claims, demands, suits,
       fines or judgments, including reasonable attorneys' fees, costs and
       expenses incident thereto, (collectively, "Liabilities") which may be
       incurred by an Indemnitee by reason of any injuries or deaths of
       persons, or the loss of, damage to, or destruction of property,
       including loss of use thereof, whether in contract or tort, law or
       equity, arising out of or in connection with any act, failure to act,
       error or omission of the Indemnitor, its officers, directors, employees
       or agents in the performance or failure of performance of its
       obligations under this Agreement.

    B. Subscriber shall indemnify and hold harmless AGP, its owners, officers,
       directors, employees, agents, successors and assigns, against and from
       any and all Liabilities which may be incurred by AGP as a result of
       Subscriber's use of the Services, including, without limitation,
       fraudulent bookings, unintended errors, or incorrect information.

13. LIQUIDATED DAMAGES
    ------------------

    If AGP terminates this Agreement for cause, or if Subscriber terminates
this Agreement other than for cause, then Subscriber shall pay to AGP
liquidated damages as follows: (a) 80% of the Annual Target, as specified in
Article 5.D of this Agreement, divided by 12 and multiplied by the number of
months remaining under the term of this Agreement ("Remaining Months"), and
the product thereof multiplied by the Shortfall Fee; plus (b) 80% of the
product of the total amount of Variable Charges billed during the month
preceding termination multiplied by the Remaining Months; plus (c) AGP's
then-current Deinstallation Charge for removal of Services. Subscriber shall
be liable for and agrees to reimburse AGP for all collection and attorneys'
fees and court costs incurred by AGP to enforce this Agreement or to seek
remedies for breach of this Agreement by Subscriber.

14. CONFIDENTIALITY
    ---------------

    Subscriber and AGP each shall not disclose the trade secrets and
    proprietary and confidential information of the other, including, but not
    limited to, the provisions of this Agreement; provided, however, either
    party may share the terms of this Agreement with its accountant and
    attorney strictly on a need- to-know basis or as is required by law.
    Subscriber shall not use the name, logo or product names of AGP in
    brochures, proposals, contracts or other publicly disseminated materials
    without first securing AGP's written approval. AGP shall not use the logo

* confidential treatment requested
<PAGE>

    or product names of Subscriber is brochures, proposals, contracts or other
    publicly disseminated materials without first securing Subscriber's written
    approval.

15. GOVERNING LAW; JURISDICTION
    ---------------------------

    This Agreement and any disputes arising under or in connection with this
    Agreement shall be governed by the internal laws of the State of Illinois,
    without regard to its conflicts of laws principles.  All actions brought to
    enforce, arising out of or relating to this Agreement shall be brought and
    tried in federal or state courts located within the County of Cook, State
    of Illinois, and the parties hereby consent to submit to the personal
    jurisdiction of such courts and to venue therein.

16. SALE AND ASSIGNMENT
    -------------------

    Subscriber may not assign this Agreement without the prior written consent
    of AGP, which consent shall not be unreasonably withheld.  In the event
    Subscriber sells substantially all of its assets, but fails to secure AGP's
    consent to assign this Agreement, Subscriber will remain liable to AGP to
    perform all of its obligations hereunder, including the obligation to pay
    any and all charges specified in this Agreement.

17. GENERAL
    -------

    A. Except for Subscriber's payment obligations hereunder, neither party
       shall be deemed to be in default or liable for any delays if and to the
       extent that performance is delayed or prevented by force majeure.

    B. AGP or its agent shall have the right to enter upon any Location during
       normal business hours for the purpose of (i) monitoring, inspecting, or
       repairing the Hardware; (ii) monitoring the users' operation of the
       Services; and (iii) removing the Services upon termination of this
       Agreement.

    C. Nothing in this Agreement is intended or shall be construed to create any
       agency, partnership or joint venture relationship between the parties.

    D. The failure of AGP to exercise or its waiver or forbearance of any right
       or privilege under this Agreement shall not be construed as a subsequent
       waiver or forbearance of any such term or condition.

    E. Any notice permitted or required to be given hereunder shall be sent by
       first class mail, postage prepaid, or by any more expedient written
       means to the address of Subscriber as specified on the Customer Profile;
       notices to AGP shall be sent to:  Apollo Galileo USA Partnership, 9700
       West Higgins Road, Suite 400, Rosemont, IL 60018, ATTN:  Legal
       Department-Contract Notices.

    F. If any provision of this Agreement is held invalid or otherwise
       unenforceable, the enforceability of the remaining provisions will not be
       impaired thereby.

18. ENTIRE AGREEMENT
    ----------------

    This Agreement, together with any attachments now or hereafter made, each
    of which is, without further affirmation, added to and made a part hereof,
    constitutes the entire agreement and understanding of the parties on the
    subject matter hereof and, as of the Contract Effective Date, supercedes
    all prior written and oral agreements between the parties, excluding
    amounts due AGP which may have accrued under a prior agreement.  In the
    event that the provisions of an attachment conflict with any terms herein,
    then the provisions of the attachment shall control.
<PAGE>

By signing below, the parties acknowledge their acceptance of the terms and
conditions of this Agreement and its attachments.


PREVIEW TRAVEL, INC.                   APOLLO GALILEO USA PARTNERSHIP


Signature: /s/ Leonard R. Stein          Signature: /s/ Sally LaFrenere
          ____________________________             __________________________

Printed Name: Leonard R. Stein           Printed Name: Sally LaFrenere
             _________________________                _______________________

Title: Sr. VP, General Counsel & Corp.   Title: Manager Contracts
       Sec.                                    ______________________________
     _________________________________
Date: June 16, 1999                      Date: June 17, 1999
     _________________________________        _______________________________
<PAGE>

OPTIONAL SERVICES ATTACHMENT                        CONTRACT NO.  0174016 - 000
ATS 104   06/98

-------------------------------------------------------------------------------

AGP will provide the following optional Services as requested and paid for by
Subscriber.  The charges ("Variable Charges") are assessed monthly, unless
otherwise specified.  Other optional Services may be offered to Subscriber from
time to time.  Subscriber's use of an optional Service will constitute its
agreement to pay the associated Variable Charges and to follow the procedural
guidelines established by AGP.  AGP may discontinue its provision of an optional
Service upon written notice to Subscriber.  For purposes of this Attachment, the
term "pseudo" means the unique alpha/numeric designator(s) assigned by AGP for a
Location.

1.  [*]
2.  [*]
3.  [*]
4.  [*]
5.  [*]
6.  [*]
7.  [*]
8.  [*]
9.  [*]
10. [*]
11. [*]
12. [*]
13. [*]
14. [*]
15. [*]
16. [*]
17. [*]
18. [*]
19. [*]
20. [*]
21. [*]
22. [*]
23. [*]
24. [*]

* confidential treatment requested
<PAGE>

MICROSOFT LICENSE AGREEMENT                          CONTRACT NO. 0174016 - 000
ATS 111 06/98

-------------------------------------------------------------------------------

IMPORTANT - READ CAREFULLY BEFORE USING OR CONTINUING TO USE ANY FOCALPOINT*
PRODUCT.  The following License Agreement applies to you.  By using any version
of Focalpoint containing Microsoft software, after receipt of this License
Agreement, you indicate your acceptance of the following Microsoft License
Agreement.

This is a legal agreement between you (either an individual or an entity) and
Microsoft Corporation.  By using any version of Focalpoint containing Microsoft
software after your receipt of this License Agreement, you are agreeing to be
bound by the terms of this agreement.  If you do not agree to the terms of this
agreement, promptly return the unused Focalpoint software in your possession and
the accompanying items (including written materials and binders or other
containers) to the place you obtained them.

GRANT OF LICENSE.  This License Agreement permits you to use one copy of the
Microsoft software program (the "SOFTWARE") on a single computer.  The SOFTWARE
is in "use" on a computer when it is loaded into temporary memory (i.e. RAM) or
installed into permanent memory (e.g., hard disk, CD-ROM, or other storage
device) of that computer.  However, installation on a network server for the
sole purpose of internal distribution shall not constitute "use" for which a
separate license is required, provided you have a separate license for each
computer to which the SOFTWARE is distributed.

COPYRIGHT.  The Software is owned by Microsoft or its suppliers and is protected
by United States copyright laws and international treaty provisions.  Therefore,
you must treat the SOFTWARE like any other copyrighted material (e.g., a book or
musical recording) except that you may either (a) make one copy of the SOFTWARE
                   ------
solely for backup or archival purposes, or (b) transfer the SOFTWARE to a single
hard disk provided you keep the original solely for backup or archival purposes.
You may not copy the written materials accompanying the SOFTWARE.

OTHER RESTRICTIONS.  You may not rent or lease the SOFTWARE, but you may
transfer the SOFTWARE and accompanying written materials on a permanent basis
provided you retain no copies and the recipient agrees to the terms of this
Agreement.  You may not reverse engineer, decompile, or disassemble the
SOFTWARE.  If the SOFTWARE is an update or has been updated, any transfer must
include the most recent update and all prior versions.

LIMITED WARRANTY.  Microsoft warrants that the SOFTWARE will perform
substantially in accordance with the accompanying written materials for a period
of ninety (90) days from the date of receipt.  Any implied warranties on the
SOFTWARE are limited to ninety (90) days.  Some states/jurisdictions do not
allow limitations on duration of an implied warranty, so the above limitation
may not apply to you.

NO OTHER WARRANTIES.  To the maximum extent permitted by applicable law,
Microsoft and its suppliers disclaim all other warranties, either express or
implied, including, but not limited to, implied warranties of merchantability
and fitness for a particular purpose, with regard to the SOFTWARE and the
accompanying written materials.  This limited warranty gives you specific legal
rights.  You may have others which vary from state/jurisdiction to
state/jurisdiction.

NO LIABILITY FOR CONSEQUENTIAL DAMAGES.  To the maximum extent permitted by
applicable law, in no event shall Microsoft or its suppliers be liable for any
damages whatsoever (including, without limitation, damages for loss of business
profits, business interruption, loss of business information, or any other
pecuniary loss) arising out of the use of or inability to use this Microsoft
product, even if Microsoft has been advised of the possibility of such damages.
Because some states/jurisdictions do not allow the exclusion or limitation of
liability for consequential or incidental damages, the above limitation may not
apply to you.

U.S. GOVERNMENT RESTRICTED RIGHTS.  The SOFTWARE and documentation are provided
with RESTRICTED RIGHTS.  Use, duplication, or disclosure by the Government is
subject to restrictions as set forth in subparagraph (c)(1)(ii) of The Rights in
Technical Data and Computer Software clause of DFARS 252.227-7013 or
subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted
Rights at 48 CFR 52.227-19, as applicable.  Manufacturer is Microsoft
Corporation/One Microsoft Way/Redmond, WA 98052-6399.

If you acquired this product in the United States, this Agreement is governed by
the laws of the State of Washington.  If this product was acquired outside the
United States, then local law may apply.

Should you have any questions concerning this Agreement, or if you desire to
contact Microsoft for any reason, please contact your local Microsoft subsidiary
or sales offices or write:  Microsoft Sale and Service/One Microsoft
Way/Redmond, WA 98052-6399.

* AGP is the authorized licensee of Focalpoint, a registered trademark of
  Galileo International.
<PAGE>

FOCALPOINT SE ATTACHMENT                             CONTRACT NO. 0174016 - 000
ATS 120   06/98

-------------------------------------------------------------------------------

According to the terms hereof, AGP will license to Subscriber Focalpoint SE
(Special Edition) Software which allows Subscriber to utilize its own hardware
and local area network (LAN) operating environment.


1. Subscriber may copy the Focalpoint SE Software for its internal use only and
   may install it on an unlimited number of Subscriber workstations.  If
   Subscriber accesses Apollo Services via an ALC network, then the number of
   users who may concurrently access Apollo Services at a Location is equal to
   the number of terminal addresses ("TA's") specified on the Services
   Designator for that Location.  If Subscriber accesses Apollo Services via a
   TCP/IP network, then the number of users who may concurrently access Apollo
   Services at a Location is equal to the number of global terminal identifiers
   ("GTID's") specified on the Services Designator for that Location.

2. Subscriber is responsible for obtaining, implementing, supporting, and
   maintaining the LAN, the LAN operating system, the workstation operating
   system, and all hardware and other software required for the operation of
   Focalpoint SE, but which is not provided by AGP.  AGP has no responsibility
   whatsoever with respect to the foregoing and system response time
   responsibility is limited to AGP's wide area network (i.e., the Apollo
   Services mainframe to the modem provided by AGP).  At Subscriber's request
   and upon AGP's approval, support services for the foregoing are available
   from AGP, at Subscriber's expense.
<PAGE>

WAIVED VARIABLES ATTACHMENT                          CONTRACT NO. 0174016 - 000
ATS 133  06/99

-------------------------------------------------------------------------------

AGP will [*], provided that Subscriber is meeting all of its obligations under
the Agreement.


[*]









* confidential treatment requested
<PAGE>

SERVICES DESIGNATOR                                  CONTRACT NO. 0174016 - 000
AGP 103-UNB   08/98

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[*]           PREVIEW TRAVEL ONLINE, INC
              PREVIEW TRAVEL
              747 FRONT STREET
              4TH FLOOR
              SAN FRANCISCO, CA 94111

-------------------------------------------------------------------------------

[*]

[*]




[*]








* confidential treatment requested
<PAGE>

SERVICES DESIGNATOR                                  CONTRACT NO. 0174016 - 000
AGP 103-UNB   08/98

-------------------------------------------------------------------------------
[*]           PREVIEW TRAVEL ONLINE, INC
              PREVIEW TRAVEL
              3068 KILGORE ROAD
              2ND FLOOR
              RANCHO CORDOVA, CA 95670

-------------------------------------------------------------------------------


[*]

[*]









* confidential treatment requested