Sec Form 4 Filing - LEVY ANTON J @ WEB.COM GROUP, INC. - 2012-05-16

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 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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1. Name and Address of Reporting Person LEVY ANTON J 2. Issuer Name and Ticker or Trading Symbol WEB.COM GROUP, INC. [ WWWW] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O WEB.COM GROUP, INC., 12808 GRAN BAY PARKWAY WEST 3. Date of Earliest Transaction (MM/DD/YY) 05/16/2012 (Street) JACKSONVILLE, FL32258 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/16/2012 S 7,956,426 D $ 14.4875 8,478,266 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other LEVY ANTON J C/O WEB.COM GROUP, INC. 12808 GRAN BAY PARKWAY WEST JACKSONVILLE, FL32258 X Signatures /s/ Anton J. Levy 05/18/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects the sale on May 16, 2012 of 7,956,426 shares of common stock of the issuer, par value $0.001 per share (the "common stock") held by GA-NWS Investor LLC ("GA Investor") pursuant to that certain Underwriting Agreement, dated May 10, 2012 (the "Underwriting Agreement"), by and among the issuer, certain stockholders of the issuer named in Schedule 2 to the Agreement and J.P. Morgan Securities LLC, as representative of the several underwriters named in Schedule 1 thereto. ( 2 )NWS Holdings LLC ("Holdings") is the direct beneficial owner of 3,310,000 shares of common stock. ( 3 )GA Investor is a member of Holdings and following the transaction described in footnote (1) directly beneficially owns 5,168,266 shares of common stock and indirectly beneficially owns 2,957,299 of the shares of common stock held by Holdings. ( 4 )General Atlantic LLC ("General Atlantic") is the general partner of General Atlantic GenPar, L.P., which is the general partner of General Atlantic Partners 83, L.P. ("GAP 83"). GAP 83 is the controlling member, and GAP-W, LLC, GapStar, LLC, GAPCO GmbH & Co. KG, GAP Coinvestments CDA, L.P., GAP Coinvestments III, LLC and GAP Coinvestments IV, LLC are each members of, GA Investor. GA Investor owns a controlling interest in and is entitled to appoint all of the representatives of the board of directors of Holdings. The managing director of GA Investor and certain members of the board of directors of Holdings are managing directors of General Atlantic. Mr. Levy is a managing direct of General Atlantic and GA Investor and a member of the board of directors of Holdings. Mr. Levy disclaims beneficial ownership of such shares beneficially owned by them except to the extent of his pecuniary interest therein.

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