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 *

BENCHMARK CAPITAL MANAGEMENT CO IV LLC 		2. Issuer Name and Ticker or Trading Symbol

ZIPREALTY INC [ ZIPR ] 		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)

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)

___ 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   8/13/2014     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

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.

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
BENCHMARK CAPITAL MANAGEMENT CO IV LLC
2965 WOODSIDE ROAD
WOODSIDE, CA 94062
X

BENCHMARK CAPITAL PARTNERS IV LP
2965 WOODSIDE ROAD
WOODSIDE, CA 94062
X

BENCHMARK FOUNDERS FUND IV LP
2965 WOODSIDE ROAD
WOODSIDE, CA 94062
X

BENCHMARK FOUNDERS FUND IV A LP
2965 WOODSIDE ROAD
WOODSIDE, CA 94062
X

BENCHMARK FOUNDERS FUND IV-B LP
2965 WOODSIDE ROAD
WOODSIDE, CA 94062
X

BENCHMARK FOUNDERS FUND IV-X LP
2965 WOODSIDE ROAD
WOODSIDE, CA 94062
X

HARVEY KEVIN
2965 WOODSIDE ROAD
WOODSIDE, CA 94062
X

DUNLEVIE BRUCE
2965 WOODSIDE ROAD
WOODSIDE, CA 94062
X

GURLEY J WILLIAM
2965 WOODSIDE ROAD
WOODSIDE, CA 94062
X

SPURLOCK STEVEN M
2965 WOODSIDE ROAD
WOODSIDE, CA 94062
X


Signatures
Steven M. Spurlock, as managing member of Benchmark Capital Management Co., IV, L.L.C. 8/15/2014
** Signature of Reporting Person Date

Steven M. Spurlock, as managing member of Benchmark Capital Management Co., IV, L.L.C., general partner of Benchmark Capital Partners IV, L.P. 8/15/2014
** Signature of Reporting Person Date

Steven M. Spurlock, as managing member of Benchmark Capital Management Co., IV, L.L.C., general partner of Benchmark Founders' Fund IV, L.P. 8/15/2014
** Signature of Reporting Person Date

Steven M. Spurlock, as managing member of Benchmark Capital Management Co., IV, L.L.C., general partner of Benchmark Founders' Fund IV-A, L.P. 8/15/2014
** Signature of Reporting Person Date

Steven M. Spurlock, as managing member of Benchmark Capital Management Co., IV, L.L.C., general partner of Benchmark Founders' Fund IV-B, L.P. 8/15/2014
** Signature of Reporting Person Date

Steven M. Spurlock, as managing member of Benchmark Capital Management Co., IV, L.L.C., general partner of Benchmark Founders' Fund IV-X, L.P. 8/15/2014
** Signature of Reporting Person Date

Steven M. Spurlock, by power of attorney for Kevin Harvey 8/15/2014
** Signature of Reporting Person Date

Steven M. Spurlock, by power of attorney for Bruce W. Dunlevie 8/15/2014
** Signature of Reporting Person Date

Steven M. Spurlock, by power of attorney for J. William Gurley 8/15/2014
** Signature of Reporting Person Date

Steven M. Spurlock 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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