Edgar Filing: SERVICESOURCE INTERNATIONAL, INC.

Ownership Submission

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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Housatonic Micro Fund SBIC, L.P.

2. Issuer Name and Ticker or Trading Symbol
SERVICESOURCE INTERNATIONAL, INC. [SREV]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
Former 10% Owner

(Last)

(First)

(Middle)

C/O HOUSATONIC PARTNERS, 44 MONTGOMERY STREET, SUITE 4010

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2012

(Street)

SAN FRANCISCO, CA 94104

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/13/2012		S		204,449	D	$ 16.92	710,671	I	By Housatonic Equity Investors SBIC, LP ⁽¹⁾
Common Stock	02/13/2012		S		1,114,577	D	$ 16.92	3,874,303	I	By Housatonic Micro Fund SBIC, LP ⁽²⁾
Common Stock	02/13/2012		S		411,981	D	$ 16.92	1,432,059	I	By Housatonic Equity Investors IV, LP ⁽³⁾
Common Stock	02/13/2012		S		18,993	D	$ 16.92	66,018	I	By Housatonic Equity Affiliates IV, LP ⁽⁴⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction 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
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Housatonic Micro Fund SBIC, L.P. C/O HOUSATONIC PARTNERS 44 MONTGOMERY STREET, SUITE 4010 SAN FRANCISCO, CA 94104				Former 10% Owner
Housatonic Micro Partners SBIC, L.L.C. C/O HOUSATONIC PARTNERS 44 MONTGOMERY STREET, SUITE 4010 SAN FRANCISCO, CA 94104				Former 10% Owner
Housatonic Equity Investors IV LP C/O HOUSATONIC PARTNERS 44 MONTGOMERY STREET, SUITE 4010 SAN FRANCISCO, CA 94104				Former 10% Owner
Housatonic Equity Affiliates IV LP C/O HOUSATONIC PARTNERS 44 MONTGOMERY STREET, SUITE 4010 SAN FRANCISCO, CA 94104				Former 10% Owner
Housatonic Equity Partners IV, L.L.C. C/O HOUSATONIC PARTNERS 44 MONTGOMERY STREET, SUITE 4010 SAN FRANCISCO, CA 94104				Former 10% Owner
Housatonic Equity Investors SBIC, L.P. C/O HOUSATONIC PARTNERS 44 MONTGOMERY STREET, SUITE 4010 SAN FRANCISCO, CA 94104				Former 10% Owner
Housatonic Equity Partners SBIC, L.L.C. C/O HOUSATONIC PARTNERS 44 MONTGOMERY STREET, SUITE 4010 SAN FRANCISCO, CA 94104				Former 10% Owner

Signatures

/s/ Barry D. Reynolds, Manager of Housatonic Micro Partners SBIC, LLC, which serves as the general partner of Housatonic Micro Fund SBIC, L.P.		02/15/2012
^**Signature of Reporting Person		Date
/s/ Barry D. Reynolds, Manager of Housatonic Micro Partners SBIC, LLC		02/15/2012
^**Signature of Reporting Person		Date
/s/ Barry D. Reynolds, Manager of Housatonic Equity Partners IV, LLC, which serves as the general partner of Housatonic Equity Investors IV, LP and Housatonic Equity Affiliates IV, LP		02/15/2012
^**Signature of Reporting Person		Date
/s/ Barry D. Reynolds, Manager of Housatonic Equity Partners IV, LLC		02/15/2012
^**Signature of Reporting Person		Date
/s/ Barry D. Reynolds, Manager of Housatonic Equity Partners SBIC, LLC, which serves as the general partner of Housatonic Equity Investors SBIC, LP		02/15/2012
^**Signature of Reporting Person		Date
/s/ Barry D. Reynolds, Manager of Housatonic Equity Partners SBIC, LLC		02/15/2012
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The securities are owned by Housatonic Equity Investors SBIC, L.P. ("HEI SBIC"). Housatonic Equity Partners SBIC, L.L.C. ("HEP SBIC") serves as the general partner of HEI SBIC. As such, HEP SBIC possesses sole voting and investment control over the shares owned by HEI SBIC and may be deemed to have indirect beneficial ownership of the shares held by HEI SBIC. HEP SBIC owns no securities of the Issuer directly. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.
(2)	The securities are owned by Housatonic Micro Fund SBIC, L.P. ("HMF SBIC"). Housatonic Micro Partners SBIC, L.L.C. ("HMP SBIC") serves as the general partner of HMF SBIC. As such, HMP SBIC possesses sole voting and investment control over the shares owned by HMF SBIC and may be deemed to have indirect beneficial ownership of the shares held by HMF SBIC. HMP SBIC owns no securities of the Issuer directly. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.
(3)	The securities are owned by Housatonic Equity Investors IV, L.P. ("HEI IV"). Housatonic Equity Partners IV, L.L.C. ("HEP IV") serves as the general partner of HEI IV. As such, HEP IV possesses sole voting and investment control over the shares owned by HEI IV and may be deemed to have indirect beneficial ownership of the shares held by HEI IV. HEP IV owns no securities of the Issuer directly. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.
(4)	The securities are owned by Housatonic Equity Affiliates IV, L.P. ("HEA IV"). HEP IV serves as the general partner of HEA IV. As such, HEP IV possesses sole voting and investment control over the shares owned by HEA IV and may be deemed to have indirect beneficial ownership of the shares held by HEA IV. HEP IV owns no securities of the Issuer directly. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.

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