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 *

KAGLE ROBERT 		2. Issuer Name and Ticker or Trading Symbol

ZIPREALTY INC [ ZIPR ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

2965 WOODSIDE ROAD 		3. Date of Earliest Transaction (MM/DD/YYYY)

8/13/2014
(Street)

WOODSIDE, CA 94062
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

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

_ X _ Form filed by One Reporting Person
___ 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   8/13/2014     U (7)    2570121   D $6.75   0   I   See footnote   (1)
Common Stock   8/13/2014     U (7)    736923   D $6.75   0   I   See footnote   (2)
Common Stock   8/13/2014     U (7)    96121   D $6.75   0   I   See footnote   (3)
Common Stock   8/13/2014     U (7)    28615   D $6.75   0   I   See footnote   (4)
Common Stock   8/13/2014     U (7)    200008   D $6.75   0   I   See footnote   (5)
Common Stock   8/13/2014     U (7)    4208387   D $6.75   0   I   See footnote   (6)

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
Stock Option (right to buy)   $14.08   8/13/2014     D         6666      (10) 5/9/2015   Common Stock   6666   (8) $0   (9) 0   D    
Stock Option (right to buy)   $9.07   8/13/2014     D         6666      (10) 5/25/2016   Common Stoc   6666   (8) $0   (9) 0   D    
Stock Option (right to buy)   $7.69   8/13/2014     D         6666      (10) 5/24/2017   Common Stoc   6666   (8) $0   (9) 0   D    
Stock Option (right to buy)   $4.97   8/13/2014     D         6666      (10) 5/24/2018   Common Stoc   6666   (8) $1.78   0   D    
Stock Option (right to buy)   $3.20   8/13/2014     D         6666      (10) 5/20/2019   Common Stoc   6666   (8) $3.55   0   D    
Stock Option (right to buy)   $3.49   8/13/2014     D         6666      (10) 5/19/2020   Common Stoc   6666   (8) $3.26   0   D    
Stock Option (right to buy)   $2.47   8/13/2014     D         6666      (10) 6/1/2021   Common Stoc   6666   (8) $4.28   0   D    
Stock Option (right to buy)   $1.25   8/13/2014     D         50000      (10) 3/7/2022   Common Stoc   50000   (8) $5.50   0   D    
Stock Option (right to buy)   $2.47   8/13/2014     D         6666      (10) 6/1/2021   Common Stoc   6666   (8) $4.28   0   D    
Stock Option (right to buy)   $3.05   8/13/2014     D         6666      (10) 6/1/2021   Common Stoc   6666   (8) $3.70   0   D    

Explanation of Responses:
( 1)  Shares are directly held by Benchmark Capital Partners IV, L.P. ("BCP IV").
( 2)  Shares are directly held by Benchmark Founders' Fund IV, L.P. ("BFF IV").
( 3)  Shares are directly held by Benchmark Founders' Fund IV-A, L.P. ("BFF IV-A").
( 4)  Shares are directly held by Benchmark Founders' Fund IV-B, L.P. ("BFF IV-B").
( 5)  Shares are directly held by Benchmark Founders' Fund IV-X, L.P. ("BFF IV-X").
( 6)  Benchmark Capital Management Co. V, L.L.C. ("BCMC V"), the Designated Filer and general partner of each of BCP IV, BFF IV, BFF IV-A, BFF IV-B and BFF IV-X, may be deemed to have had the sole voting and dispositive power over the 4,208,387 shares of the Issuer's Common Stock held by BCP IV and its affiliated funds and associated persons (the "Benchmark IV Funds"). BCMC IV and each of its managing members disclaim beneficial ownership of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that BCMC IV or its managing members are the beneficial owner of these shares for purposes of Section 16 of any other purpose.
( 7)  Pursuant to an Agreement and Plan of Merger dated as of July 15, 2014, among the Issuer, Realogy Group LLC, and Honeycomb Acquisition, Inc. ("Purchaser"), a wholly owned indirect subsidiary of Realogy Group LLC: (i) on August 13, 2014, Purchaser accepted all the shares of the Issuer's common stock tendered to it at a price of $6.75 per share in cash, at which time each outstanding and unvested option to purchase shares of the Issuer's common stock vested in full; and (ii) on August 14, 2014, Purchaser was merged with and into the Issuer, at which time each outstanding share of the Issuer's common stock was converted into the right to receive $6.75 in cash, and each outstanding option to purchase shares of the Issuer's common stock was cancelled in exchange for a cash payment equal to $6.75 less the option exercise price, in each case payable without interest and less any required withholding taxes. All transactions reported in this Form 4 relate to the foregoing events.
( 8)  These Stock Options, were canceled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration, less the exercise price of the option.
( 9)  Any option with an exercise price greater than or equal to $6.75 per share was cancelled at the effective time of the merger without the payment of any consideration.
( 10)  All of the shares subject to the option have vested and become exercisable.

Remarks:
Bruce W. Dunlevie, J. William Gurley, Kevin R. Harvey, Robert Kagle and Steven M. Spurlock are the managing members of BCMC IV, which serves as the general partner to each of BCP IV, BFF IV, BFF IV-A, BFF IV-B and BFF IV-X. Each reporting person disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such reporting person's pecuniary interest in such securities) other than any securities being reported herein as being directly owned by such reporting person. *This report is one of three reports, each on a separate Form 4, but relating to the same transaction being filed by BCMC IV, its managing members and the Benchmark IV Funds.*

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
KAGLE ROBERT
2965 WOODSIDE ROAD
WOODSIDE, CA 94062 		X X


Signatures
Steven M. Spurlock, by power of attorney for Robert Kagle 8/15/2014
** 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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