Sec Form 4 Filing - MCMORRIS MARC F @ SERVICESOURCE INTERNATIONAL, INC. - 2011-12-31

Insider filing report for Changes in Beneficial Ownership
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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
MCMORRIS MARC F
2. Issuer Name and Ticker or Trading Symbol
SERVICESOURCE INTERNATIONAL, INC. [ SREV]
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 SERVICESOURCE INTERNATIONAL, INC., 634 2ND STREET
3. Date of Earliest Transaction (MM/DD/YY)
12/31/2011
(Street)
SAN FRANCISCO, CA94107
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 12/31/2011 J 11,087,740 D $ 0 0 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
MCMORRIS MARC F
C/O SERVICESOURCE INTERNATIONAL, INC.
634 2ND STREET
SAN FRANCISCO, CA94107
X
Signatures
/s/ Marc McMorris 02/06/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the 11,087,740 shares of common stock, par value $0.0001 per share (the "Shares") directly owned by GA SS Holding II LLC ("GA II").
( 2 )The Shares held by GA II are indirectly beneficially owned by the following: (i) General Atlantic Partners 83, L.P. ("GAP 83"), a member of GA II, and the indirect beneficial owner of 10,058,054 Shares; (ii) GAP Coinvestments CDA, L.P. ("CDA"), a member of GA II, and the indirect beneficial owner of 13,860 Shares; (iii) GapStar, LLC ("GapStar"), a member of GA II, and the indirect beneficial owner of 166,316 Shares; (iv) GAPCO III, a member of GA II, and the indirect beneficial owner of 663,580 Shares; (v) GAPCO IV, a member of GA II, and the indirect beneficial owner of 155,328 Shares; and (vi) GAPCO GmbH & Co. KG, a member of GA II, and the indirect beneficial owner of 30,602 Shares.
( 3 )General Atlantic LLC ("General Atlantic") is the general partner of General Atlantic GenPar, L.P. ("GA GenPar") and CDA. GA GenPar is the general partner of GAP 83. The officers of GapStar and managing members of GAPCO III and GAPCO IV are managing directors of General Atlantic. GAPCO Management GmbH ("GmbH Management") is the general partner of KG. Certain managing directors of General Atlantic make investment decisions for GmbH Management.
( 4 )Mr. McMorris is a director of the issuer and, as on December 31, 2011, Mr. McMorris ceased to be a managing director of General Atlantic and ceased to be affiliated with General Atlantic or any of its affiliates. From and after December 31, 2011, Mr. McMorris had no direct or indirect beneficial ownership of, or pecuniary interest in, any Shares held by General Atlantic or any of its affiliates.

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).
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