Sec Form 4 Filing - DUTTA RAJIV @ EBAY INC - 2008-03-03

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 DUTTA RAJIV 2. Issuer Name and Ticker or Trading Symbol EBAY INC [ EBAY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Pres, eBay Marketplaces & Dir (Last) (First) (Middle) C/O EBAY INC., 2145 HAMILTON AVE 3. Date of Earliest Transaction (MM/DD/YY) 03/03/2008 (Street) SAN JOSE, CA95125 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 03/03/2008 A 5,752 ( 1 ) A $ 0 48,990 D Common Stock 03/03/2008 F 1,029 D $ 25.85 47,961 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 (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 Non-Qualfied Stock Option $ 25.85 03/03/2008 A 150,000 ( 2 ) 03/03/2015 Common Stock 150,000 $ 0 150,000 D Non-Qualified Option (right to buy) $ 25.85 03/03/2008 A 261,506 ( 2 ) 03/03/2015 Common Stock 261,506 $ 0 261,506 D Non-Qualified Stock Option (right to buy) $ 25.85 03/03/2008 A 468,619 ( 3 ) 03/03/2015 Common Stock 468,619 $ 0 468,619 D Restricted Stock Units (RSUs) ( 4 ) 03/03/2008 A 193,423 ( 5 ) ( 6 ) Common Stock 193,423 $ 0 193,423 D Non-Qualified Stock Option (right to buy) $ 10.0157 ( 7 ) 01/12/2011 Common Stock 339,000 339,000 D Non-Qualified Stock Option (right to buy) $ 14.5125 ( 8 ) 02/12/2012 Common Stock 500,000 500,000 D Non-Qualified Stock Option (right to buy) $ 14.9297 ( 9 ) 08/30/2009 Common Stock 40,000 40,000 D Non-Qualified Stock Option (right to buy) $ 19.3875 ( 10 ) 03/03/2013 Common Stock 500,000 500,000 D Non-Qualified Stock Option (right to buy) $ 31.93 ( 11 ) 03/01/2014 Common Stock 223,200 223,200 D Non-Qualified Stock Option (right to buy) $ 34.615 ( 12 ) 03/01/2014 Common Stock 330,000 330,000 D Non-Qualified Stock Option (right to buy) $ 39.9 ( 13 ) 03/01/2013 Common Stock 175,000 175,000 D Non-Qualified Stock Option (right to buy) $ 42.58 ( 14 ) 03/01/2015 Common Stock 185,000 185,000 D Non-Qualified Stock Option (right to buy) $ 46.71 ( 15 ) 11/25/2015 Common Stock 200,000 200,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other DUTTA RAJIV C/O EBAY INC. 2145 HAMILTON AVE SAN JOSE, CA95125 X Pres, eBay Marketplaces & Dir Signatures Rajiv Dutta 03/05/2008 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reporting person was granted 5,752 shares of common stock as a result of the company's achievement of certain performance criteria for 2007 (the award was originally allocated to the reporting person as performance-based restricted stock units). 50% of the shares were vested on the date of grant, and the remainder will vest on the first business day of March 2009 (assuming eligibility requirements have been met). ( 2 )The option grant is subject to a four-year vesting schedule, vesting 12.5% on 7/23/08 and 1/48th per month thereafter. ( 3 )The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/08 and 1/48th per month thereafter. ( 4 )Each restricted stock unit represents a contingent right to receive one share of eBay's common stock. ( 5 )The reporting person received restricted stock units of 193,423 shares subject to a four-year vesting schedule, vesting 25% on 03/01/09 and 25% annually thereafter. ( 6 )Not Applicable. ( 7 )The options become exercisable beginning 08/20/02 and 1/48th per month thereafter over 4 years. ( 8 )The option grant is subject to a four-year vesting schedule, vesting 12.5% on 8/12/02 and 1/48th per month thereafter. ( 9 )Options become exercisable as to 25% on the one year anniversary date of the grant and 1/48th monthly thereafter. ( 10 )The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/01/03 and 1/48th per month thereafter. ( 11 )The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/07 and 1/48th per month thereafter. ( 12 )The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/04 and 1/48th per month thereafter. ( 13 )The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/06 and 1/48th per month thereafter. ( 14 )The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/05 and 1/48th per month thereafter. ( 15 )The option grant is subject to a four-year vesting schedule, vesting 50% on 11/22/07 and 1/48th per month thereafter.

Remarks: In addition to the equity grants described above, the compensation committee has approved additional performance-based restricted stock units for the reporting person, which are contingent upon the attainment of certain performance criteria over a two-year period (2008-2009). If the performance criteria are achieved, the reporting person will be granted shares of eBay common stock in March 2010, which will be 50% vested on the date of the grant. The remainder of the shares will vest in March 2011 (assuming eligibility requirements have been met) .

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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