Sec Form 4 Filing - Day William C @ MARCHEX INC - 2007-08-10

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 Day William C 2. Issuer Name and Ticker or Trading Symbol MARCHEX INC [ MCHX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Media Officer (Last) (First) (Middle) 413 PINE STREET, STE 500 3. Date of Earliest Transaction (MM/DD/YY) 08/10/2007 (Street) SEATTLE, WA98101 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 Class B Common Stock 08/10/2007 A 200,000 ( 1 ) A $ 0 200,000 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-Qualified Stock Option (right to buy) $ 9.47 08/10/2007 A 500,000 08/10/2008( 2 ) 08/10/2017 Class B Common Stock 500,000 $ 0 500,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Day William C 413 PINE STREET, STE 500 SEATTLE, WA98101 Chief Media Officer Signatures By: Ethan Caldwell, Atty-in-Fact For: William Day 08/10/2007 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The restricted stock vests in accordance with the following six year vesting schedule: 12.5% of the aggregate amount of restricted shares shall vest on the respective 18, 24 30 and 36 month anniversaries of the grant date and the remaining 50% of the aggregate amount of the restricted shares shall vest on the 72 month anniversary of the grant date and with accelerated vesting upon certain events as set forth in the restricted stock agreement. ( 2 )The option vests over a four year period. Twenty-five percent will vest on August 10, 2008 and the remainder will vest in equal increments quarterly thereafter over the following three (3) year period and with accelerated vesting upon certain events as set forth in the stock option agreement.

Remarks: Exhibit List: Exhibit 24 (Power of Attorney)

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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