INFOINTERACTIVE1.DOC/8-15-01   1.                   EDGAR VERSION
               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. 1)*

                      InfoInterActive Inc.
          ---------------------------------------------
                        (Name of Issuer)

                   Common Shares, no par value
          ---------------------------------------------
                 (Title of Class of Securities)

                            45691810C
          ---------------------------------------------
                         (CUSIP Number)

                        F. Thomas Dunlap
      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)

                          July 19, 2001
          ---------------------------------------------
     (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 that 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 [  ].

*The  remainder  of this cover page shall be  filled  out  for  a
reporting  person's initial filing on this form with  respect  to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.

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.

                       Page 1 of 10 Pages



CUSIP No. 45691810C        Schedule 13D/A      Page 2 of 10 Pages


1.   NAME OF REPORTING PERSON:                  INTEL CORPORATION
     S.S. or I.R.S. IDENTIFICATION NO. OF              94-1672743
     ABOVE PERSON:
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

                7.   SOLE VOTING POWER:                       -0-
  NUMBER OF
    SHARES      8.   SHARED VOTING POWER:                     -0-
 BENEFICIALLY
OWNED BY EACH   9.   SOLE DISPOSITIVE POWER:                  -0-
  REPORTING
 PERSON WITH    10.  SHARED DISPOSITIVE POWER:                -0-

11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
     REPORTING PERSON:                                        -0-
12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
     EXCLUDES CERTAIN SHARES**                                 []
13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
     (11):                                                   0.0%
14.  TYPE OF REPORTING PERSON:                                 CO
**SEE INSTRUCTIONS BEFORE FILLING OUT!
Intel  Corporation  ("Intel"  or the "Reporting  Person")  hereby
amends  its  statement on Schedule 13D filed with the  Securities
and  Exchange  Commission on March 8, 2000 with  respect  to  the
Common Shares (the "Common Shares") of InfoInteractive Inc.



CUSIP No. 45691810C        Schedule 13D/A      Page 3 of 10 Pages


ITEM 2.   Identity and Background.

          (a)    Name of Person Filing:

                 Intel Corporation (the "Reporting Person")

          (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 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)    Place of Organization:

                 Delaware

          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.


ITEM 5.   Interest in Securities of the Issuer.

          (a)    Number of Shares Beneficially Owned:  0 shares

                 Percent   of  Class:   0.0%  of  the   Issuer's
                 outstanding   Common   Shares,   (based    upon
                 19,817,671 Common Shares issued and outstanding
                 as  of  May  18,  2001  as represented  by  the
                 Issuer).

          (b)    Sole  Power  to Vote, Direct the  Vote  of,  or
                 Dispose of Shares: 0 shares


CUSIP No. 45691810C        Schedule 13D/A      Page 4 of 10 Pages


          (c)    Recent  Transactions:  On  May  18,  2001,  the
                 Issuer  entered  into an Acquisition  Agreement
                 (the   "Acquisition  Agreement")  with  America
                 Online,  Inc.  ("AOL") and IAN Acquisition  ULC
                 ("Acquirer") providing for, among other things,
                 the  acquisition  of  all  of  the  outstanding
                 Common  Shares  of Issuer (the  "Arrangement").
                 On  July 19, 2001, AOL, Acquirer and the Issuer
                 effected the transactions contemplated  by  the
                 Acquisition   Agreement   and   executed    the
                 Arrangement.  As a result thereof, all  of  the
                 1,803,922 Common Shares beneficially  owned  by
                 Reporting  Person were transferred to  AOL  and
                 Acquirer in exchange for a purchase price equal
                 to  $1.42 per Common Share. This Schedule 13D/A
                 reflects  the disposition of all of the  Common
                 Shares held by the Reporting Person as a result
                 of  AOL's  acquisition of  the  Issuer  through
                 Acquirer, its wholly-owned subsidiary.

          (d)    Rights  with  Respect  to  Dividends  or  Sales
                 Proceeds:  N/A

          (e)    Date  of  Cessation of Five Percent  Beneficial
                 Ownership: July 19, 2001


ITEM 6.   Contracts,     Arrangements,     Understandings     or
          Relationships  with  Respect  to  Securities  of   the
          Issuer.

          The information set forth in Item 5(c) is incorporated
          herein  by  reference.   The  Reporting  Person,   the
          Acquirer  and AOL entered into a Shareholder Agreement
          dated  May  18,  2001  (the  "Shareholder  Agreement")
          pursuant to which the Reporting Person agreed to  vote
          all  of the Common Shares owned by it in favor of  the
          approval,  adoption, consent and ratification  of  the
          Arrangement and the Acquisition Agreement.

ITEM 7.   Material to be Filed as Exhibits.

          The   Acquisition   Agreement  and   the   Shareholder
          Agreement  are  incorporated herein  by  reference  to
          Exhibits  1  and 4, respectively, of the Statement  on
          Form 13D filed by AOL Time Warner Inc. and AOL on  May
          29, 2001.



CUSIP No. 45691810C        Schedule 13D/A      Page 5 of 10 Pages


                            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 Aug. 15, 2001.

                            INTEL CORPORATION


                            By:  /s/F. Thomas Dunlap, Jr.
                                 ------------------------
                                 F. Thomas Dunlap, Jr.
                                 Senior Vice President, General
                                 Counsel and Secretary



CUSIP No. 45691810C        Schedule 13D/A      Page 6 of 10 Pages


                           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          Intel Corporation, 2200 Mission College
Address:          Boulevard, Santa Clara, CA 95052

Principal         President and Chief Executive Officer
Occupation:

Name, principal   Intel Corporation, a manufacturer of
business and      microcomputer components, modules and systems.
address of        2200 Mission College Boulevard
corporation or    Santa Clara, CA 95052
other
organization in
which employment
is conducted:


Name:             John Browne

Business          BP Amoco p.l.c., Britannic House, 1 Finsbury
Address:          Circus, London EC2M 7BA

Principal         Group Chief Executive
Occupation:

Name, principal   The BP Amoco p.l.c., an integrated oil
business and      company.
address of        Britannic House, 1 Finsbury Circus
corporation or    London EC2M 7BA
other
organization in
which employment
is conducted:

Citizenship:      British




CUSIP No. 45691810C        Schedule 13D/A      Page 7 of 10 Pages


Name:             Winston H. Chen

Business          Paramitas Foundation, 3945 Freedom Circle,
Address:          Suite 760, Santa Clara, CA 95054

Principal         Chairman
Occupation:

Name, principal   Paramitas Foundation, a charitable foundation.
business and      3945 Freedom Circle, Suite 760
address of        Santa Clara, CA 95054
corporation or
other
organization in
which employment
is conducted:


Name:             Andrew S. Grove

Business          Intel Corporation, 2200 Mission College
Address:          Boulevard, Santa Clara, CA 95052

Principal         Chairman of the Board of Directors
Occupation:

Name, principal   Intel Corporation, a manufacturer of
business and      microcomputer components, modules and systems.
address of        2200 Mission College Boulevard
corporation or    Santa Clara, CA 95052
other
organization in
which employment
is conducted:


Name:             D. James Guzy

Business          The Arbor Company, 1340 Arbor Road, Menlo
Address:          Park, CA 94025

Principal         Chairman
Occupation:

Name, principal   The Arbor Company, a limited partnership
business and      engaged in the electronics and computer
address of        industry.
corporation or    1340 Arbor Road
other             Menlo Park, CA 94025
organization in
which employment
is conducted:




CUSIP No. 45691810C        Schedule 13D/A      Page 8 of 10 Pages


Name:             Reed E. Hundt

Business          Charles  Ross Partners LLC, 1909 K Street  NW,
Address:          Suite 820, Washington, DC 20006

Principal         Principal Partner
Occupation:

Name, principal   Charles Ross Partners LLC, a law firm.
business and      1909 K Street NW, Suite 820
address of        Washington, DC 20006
corporation or
other
organization in
which employment
is conducted:


Name:             David S. Pottruck

Business          The Charles Schwab Corporation, 101 Montgomery
Address:          Street, San Francisco, CA 94104

Principal         President and Co-Chief Executive Officer
Occupation:

Name, principal   The Charles Schwab Corporation, a financial
business and      services provider
address of        101 Montgomery Street
corporation or    San Francisco, CA 94104
other
organization in
which employment
is conducted:


Name:             Jane E. Shaw

Business          AeroGen, Inc., 1310 Orleans Drive, Sunnyvale,
Address:          CA 94089

Principal         Chairman and Chief Executive Officer
Occupation:

Name, principal   AeroGen, Inc., a pulmonary drug delivery
business and      company
address of        1310 Orleans Drive
corporation or    Sunnyvale, CA 94089
other
organization in
which employment
is conducted:




CUSIP No. 45691810C        Schedule 13D/A      Page 9 of 10 Pages


Name:             Leslie L. Vadasz

Business          2200 Mission College Boulevard, Santa Clara,
Address:          CA 95052

Principal         Executive Vice President; President, Intel
Occupation:       Capital

Name, principal   Intel Corporation, a manufacturer of
business and      microcomputer components, modules and systems.
address of        2200 Mission College Boulevard
corporation or    Santa Clara, CA 95052
other
organization in
which employment
is conducted:


Name:             David B. Yoffie

Business          Harvard Business School, Morgan Hall 215,
Address:          Soldiers Field Park Road, Boston, MA 02163

Principal         Max and Doris Starr Professor of International
Occupation:       Business Administration

Name, principal   Harvard Business School, an educational
business and      institution.
address of        Harvard Business School
corporation or    Morgan Hall 215,Soldiers Field Park Road
other             Boston, MA 02163
organization in
which employment
is conducted:


Name:             Charles E. Young

Business          University of Florida, 226 Tigert Hall, P.O.
Address:          Box 113150, Gainesville, FL 32610

Principal         President of the University of Florida
Occupation:

Name, principal   University of Florida
business and      226 Tigert Hall
address of        P.O. Box 113150
corporation or    Gainesville, FL 32610
other
organization in
which employment
is conducted:



CUSIP No. 45691810C        Schedule 13D/A     Page 10 of 10 Pages


                       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
Citizens  British
hip:

Name:     Paul S. Otellini
Title:    Executive Vice President; General Manager, Intel
          Architecture Business Group

Name:     Michael R. Splinter
Title:    Executive Vice President; General Manager, 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