Ownership Submission
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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Clancy Thomas N.
  2. Issuer Name and Ticker or Trading Symbol
ACTIVE NETWORK INC [ACTV]
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)
10182 TELESIS COURT
3. Date of Earliest Transaction (Month/Day/Year)
05/31/2011
(Street)

SAN DIEGO, CA 92121
4. If Amendment, Date 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
(City)
(State)
(Zip)
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 05/31/2011   C   94,996 A (1) 94,996 I Tao Venture Partners, LLC (2)
Common Stock 05/31/2011   C   6,930 A (1) 101,926 I Tao Venture Partners, LLC (2)
Common Stock 05/31/2011   G(3) V 22,902 D $ 0 79,024 I Tao Venture Partners, LLC (2)
Common Stock 05/31/2011   G(3) V 22,902 A $ 0 107,902 D  
Common Stock 05/31/2011   S   22,902 D $ 15 85,000 D  

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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 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
Series E Preferred Stock (1) 05/31/2011   C     94,996   (1)   (1) Common Stock 94,996 $ 0 0 I Tao Venture Partners, LLC (2)
Series F Preferred Stock (1) 05/31/2011   C     6,930   (1)   (1) Common Stock 6,930 $ 0 0 I Tao Venture Partners, LLC (2)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Clancy Thomas N.
10182 TELESIS COURT
SAN DIEGO, CA 92121
  X      

Signatures

 /s/ Kourosh Vossoughi, Attorney-in-fact   06/02/2011
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Immediately prior to the closing of the initial public offering of the Issuer's Common Stock the reported shares of Preferred Stock were converted to Common Stock based on the conversion ratio as set forth in the Issuer's Certificate of Incorporation.
(2) Mr. Clancy is the managing member of Tao Venture Partners, LLC and has voting and dispositive power with respect to these shares. Mr. Clancy disclaims beneficial ownership except to the extent of his pecuniary interest therein.
(3) Tao Ventures Partners, LLC transferred these shares to Thomas Clancy.
 
Remarks:
Exhibit Index

Exhibit 24 - Power of Attorney

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