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SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person* Combes Genevieve Claire (Last) (First) (Middle) 2000 POWELL STREET SUITE 300 (Street) EMERYVILLE CA 94608 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ZIPREALTY INC [ ZIPR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP, Corporate Development
	3. Date of Earliest Transaction (Month/Day/Year) 02/27/2013
	4. If Amendment, Date of Original Filed (Month/Day/Year)	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. 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								16,748	D

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 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: 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)	$2.9							03/05/2012(1)	03/04/2021	Common Stock	60,000		60,000	D
Stock Option (right to buy)	$4.9							03/04/2011(1)	03/03/2020	Common Stock	35,000		35,000	D
Stock Option (right to buy)	$4.97							05/21/2009(1)	05/20/2018	Common Stock	45,000		45,000	D
Stock Option (right to buy)	$7.11							03/27/2008(1)	03/26/2017	Common Stock	40,000		40,000	D
Stock Option (right to buy)	$3.2							08/01/2009(2)	07/23/2016	Common Stock	4,167		4,167	D
Stock Option (right to buy)	$3.2							08/01/2009(2)	07/23/2016	Common Stock	2,500		2,500	D
Stock Option (right to buy)	$3.2							08/01/2009(2)	07/23/2016	Common Stock	5,834		5,834	D
Stock Option (right to buy)	$3.2							08/01/2009(2)	07/23/2016	Common Stock	10,000		10,000	D
Stock Option (right to buy)	$3.2							08/01/2009(2)	07/23/2016	Common Stock	40,000		40,000	D
Stock Option (right to buy)	$5.97							08/09/2007(1)	08/08/2016	Common Stock	40,000		40,000	D
Stock Option (right to buy)	$1.25							03/08/2013(1)	03/07/2022	Common Stock	33,334		33,334	D
Stock Option (right to buy)	$1.25							03/08/2013(3)	03/07/2022	Common Stock	33,333		33,333	D
Stock Option (right to buy)	$1.25	02/27/2013(4)		A		33,333		02/27/2013	03/07/2022	Common Stock	33,333	$0.00	33,333	D

Explanation of Responses:

1. One-fourth of the shares subject to the option vest and become exercisable on the Exercisable Date, and one forty-eighth of the shares vest and become exercisable on the first day of each calendar month thereafter.

2. The shares subject to the option are fully vested.

3. One-fourth of the shares subject to the option shall vest and become exercisable on March 8, 2013, and one forty-eighth of the shares shall vest and become exercisable on the first day of each calendar month thereafter; provided, however, that the option will accelerate and vest in full if the Company's closing stock price on the NASDAQ Stock Market is equal to or greater than $5.00 per share for a period of 120 consecutive days.

4. On March 8, 2012, the reporting person was granted an option to purchase 33,333 shares of common stock. This option would vest in full on the date that the Compensation Committee determined that the Company had achieved adjusted EBITDA profitability for full year 2012, and it would be forfeited if the Compensation Committee determined that the vesting event had not occurred. On February 27, 2013, the Compensation Committee determined that the vesting event had occurred, and the option vested in full.

Remarks:

	/s/ Karen B. Seto, Attorney-in-fact	02/28/2013
	** 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).
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