SEC FORM 4 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
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
LEBDA DOUGLAS R

(Last) (First) (Middle)
11115 RUSHMORE DRIVE

(Street)
CHARLOTTE NC 28277

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Tree.com, Inc. [ TREE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman & CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/05/2008
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 09/05/2008 J(1) 2,750 D (1) 118,254 D
Common Stock 09/05/2008 J(2) 790 D (2) 0 I Prepaid forward contract with spouse
Common Stock 45,374 I Through family trust
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
Explanation of Responses:
1. On September 5, 2003, the reporting person entered into a joint variable prepaid forward contract with a financial institution covering certain shares of IAC/Interactive Corp, which contract settled on September 5, 2008. As a result of certain spin-off transactions, at settlement, the contract covered a basket of securities including 2,750 shares of Tree.com Common Stock. The reporting person was obligated to deliver all of these shares (or, at his option, an equivalent cash payment) at settlement because the aggregate settlement prices of the securities comprising the basket at maturity were less than the downside floor price specified in the contract.
2. On September 5, 2003, the reporting person's spouse entered into a joint variable prepaid forward contract with a financial institution covering certain shares of IAC/Interactive Corp, which contract settled on September 5, 2008. As a result of certain spin-off transactions, at settlement, the contract covered a basket of securities including 790 shares of Tree.com Common Stock. The reporting person's spouse was obligated to deliver all of these shares (or, at her option, an equivalent cash payment) at settlement because the aggregate settlement prices of the securities comprising the basket at maturity were less than the downside floor price specified in the contract. The reporting person disclaims beneficial ownership of these shares.
Jacqueline Jones as Attorney-in-Fact for Douglas R. Lebda 09/05/2008
** 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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