FORM 4
[ ] 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 *

B. Riley Financial, Inc. 		2. Issuer Name and Ticker or Trading Symbol

UNITED ONLINE INC [ UNTD ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

21860 BURBANK BLVD., SUITE 300 SOUTH 		3. Date of Earliest Transaction (MM/DD/YYYY)

7/1/2016
(Street)

WOODLAND HILLS, CA 91367
(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   7/1/2016     S    659283   D   (2) 0   I   (1) (3) (4) See notes  
Common Stock   7/1/2016     S    21203   D   (2) 0   I   (5) (4) See notes  
Common Stock   7/1/2016     J    734434   D   (8) 0   I   (6) (4) See notes  
Common Stock   7/1/2016     S    2750   D   (2) 0   D   (7)  

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)  This Form 4 is filed jointly by BRC Partners Opportunity Fund, LP ("BPOF"), B. Riley Diversified Equity Fund (the "Mutual Fund"), B. Riley Capital Management, LLC ("BRCM"), B. Riley & Co., LLC ("BRC"), Bryant R. Riley and B. Riley Financial, Inc. ("BRF") (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the outstanding shares of Common Stock, par value $0.0001 per share ("United Common Stock"), of United Online, Inc., a Delaware corporation ("United" or the "Issuer"), reported herein except to the extent of his or its pecuniary interest therein.
( 2)  In connection with the merger of Unify Merger Sub, Inc. ("Merger Sub"), a wholly-owned subsidiary of B. Riley Financial, Inc. ("BRF"), with and into United Online, Inc. ("United"), on July 1, 2016, pursuant to the Agreement and Plan of Merger, dated May 4, 2016 (the "Merger Agreement"), by and among BRF, Merger Sub and United, shares of United Common Stock held by the Reporting Persons (except as described in footnote 8) were canceled and converted into the right to receive $11.00 per share in cash, subject to applicable tax withholding.
( 3)  Represents an aggregate 659,283 shares of United Common Stock owned directly by BPOF.
( 4)  BRCM serves as the investment manager and general partner of BPOF, and as the investment advisor to the Mutual Fund and of certain separately managed accounts (the "Separately Managed Accounts"). BRF is the parent company of BRCM and BRC. By virtue of these relationships, each of BRCM and BRF may be deemed to beneficially own the shares of United Common Stock owned directly by BPOF and the Mutual Fund and held in the Separately Managed Accounts, and BRF may also be deemed to beneficially own the Shares owned directly by BRC.
( 5)  Represents 21,203 shares of United Common Stock owned directly by the Mutual Fund.
( 6)  Represents 734,434 shares of United Common Stock owned directly by BRC.
( 7)  Represents 2,750 shares of United Common Stock owned directly by Bryant R. Riley.
( 8)  Pursuant to the terms of the Merger Agreement, the shares of United Common Stock held by BRC were canceled for no consideration.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
B. Riley Financial, Inc.
21860 BURBANK BLVD.
SUITE 300 SOUTH
WOODLAND HILLS, CA 91367
X

RILEY BRYANT R
11000 SANTA MONICA BOULEVARD,
SUITE 800
LOS ANGELES, CA 90025
X

B. Riley & Co., LLC
11000 SANTA MONICA BOULEVARD,
SUITE 800
LOS ANGELES, CA 90025
X

BRC Partners Opportunity Fund, LP
11000 SANTA MONICA BOULEVARD,
SUITE 800
LOS ANGELES, CA 90025
X

World Funds Trust
11000 SANTA MONICA BOULEVARD,
SUITE 800
LOS ANGELES, VA 90025
X

B. RILEY CAPITAL MANAGEMENT, LLC
11000 SANTA MONICA BOULEVARD,
SUITE 800
LOS ANGELES, CA 90025
X


Signatures
/s/ Bryant R. Riley, Chief Executive Officer of B. Riley Capital Management, LLC, General Partner of BRC PARTNERS OPPORTUNITY FUND, LP 7/1/2016
** Signature of Reporting Person Date

/s/ Bryant R. Riley, Chief Executive Officer of B. Riley Capital Management, LLC, Investment Advisor of B. RILEY DIVERSIFIED EQUITY FUND 7/1/2016
** Signature of Reporting Person Date

/s/ Bryant R. Riley, Chief Executive Officer of B. RILEY CAPITAL MANAGEMENT, LLC 7/1/2016
** Signature of Reporting Person Date

/s/ Bryant R. Riley, Chairman of B. RILEY & CO., LLC 7/1/2016
** Signature of Reporting Person Date

/s/ Bryant R. Riley 7/1/2016
** Signature of Reporting Person Date

/s/ Bryant R. Riley, Chief Executive Officer of B. RILEY FINANCIAL, INC 7/1/2016
** 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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