FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

FORREST WILLIAM D 		2. Issuer Name and Ticker or Trading Symbol

Restoration Hardware Holdings Inc [ RH ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
_____ Officer (give title below)      __ X __ Other (specify below)
Exiting 10% Owner
(Last)          (First)          (Middle)

C/O TOWER THREE PARTNERS FUND I GP LLC, TWO SOUND VIEW DRIVE 		3. Date of Earliest Transaction (MM/DD/YYYY)

8/14/2013
(Street)

GREENWICH, CT 06830
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   8/14/2013     S (1)    387028   D $67.8125   3888788   I   (1) See Footnote   (1)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  Sale of shares of the Issuer (the "Shares") by Home Holdings, LLC ("HH LLC"). Represents Shares owned indirectly, through HH LLC, by Tower Three Home LLC ("Tower Home"). Tower Three Partners Fund I LP ("TTP Fund I LP") is the managing member of Tower Home. Tower Three Partners Fund I GP LP ("TTP Fund I GP LP") is the general partner of TTP Fund I LP. Tower Three Partners Fund I GP LLC ("TTP Fund I GP LLC") is the general partner of TTP Fund I GP LP. Forrest Tower Three CI, LLC ("FT Three LLC") is the managing member of TTP Fund I GP LLC. William D. Forrest is the managing member of FT Three LLC. Each Reporting Person disclaims beneficial ownership of such Shares, except to the extent of its or his pecuniary interest therein. None of the Reporting Persons directly own Shares.

Remarks:
Exhibit 99 - Joint Filer Information, filed herewith and incorporated by reference herein.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
FORREST WILLIAM D
C/O TOWER THREE PARTNERS FUND I GP LLC
TWO SOUND VIEW DRIVE
GREENWICH, CT 06830


Exiting 10% Owner
Tower Three Home LLC
TWO SOUND VIEW DRIVE
GREENWICH, CT 06830
X

TOWER THREE PARTNERS FUND I LP
TWO SOUND VIEW DRIVE
GREENWICH, CT 06830
X

Tower Three Partners Fund I GP LP
TWO SOUND VIEW DRIVE
GREENWICH, CT 06830
X

Tower Three Partners Fund I GP LLC
TWO SOUND VIEW DRIVE
GREENWICH, CT 06830
X

Forrest Tower Three CI, LLC
TWO SOUND VIEW DRIVE
GREENWICH, CT 06830
X


Signatures
/s/ William D. Forrest, Reporting Person 8/15/2013
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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