Statement of Changes in Beneficial Ownership (4)

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Rascoff Spencer M	2. Issuer Name and Ticker or Trading Symbol ZILLOW INC [ Z ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) Chief Executive Officer
(Last)          (First)          (Middle) C/O ZILLOW, INC., 1301 SECOND AVENUE, FLOOR 31	3. Date of Earliest Transaction (MM/DD/YYYY) 8/18/2014
(Street) SEATTLE, WA 98101 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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 A Common Stock	8/18/2014		M		5000.0000	A	$3.5152	5000.0000	D
Class A Common Stock	8/18/2014		S		100.0000   (1)	D	$139.9000	4900.0000	D
Class A Common Stock	8/18/2014		S		500.0000   (1)	D	$139.2080   (2)	4400.0000	D
Class A Common Stock	8/18/2014		S		4400.0000   (1)	D	$138.0672   (3)	0.0000	D
Class A Common Stock	8/19/2014		M		5000.0000	A	$3.5152	5000.0000	D
Class A Common Stock	8/19/2014		S		100.0000   (1)	D	$139.6600	4900.0000	D
Class A Common Stock	8/19/2014		S		1100.0000   (1)	D	$137.8945   (4)	3800.0000	D
Class A Common Stock	8/19/2014		S		3800.0000   (1)	D	$139.0969   (5)	0.0000	D

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 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
Stock Option (Right to Buy)	$3.5152	8/18/2014		M			5000.0000	2/12/2010   (6)	2/12/2016	Class A Common Stock	5000.0000	$0.0000	15124.0000	D
Stock Option (Right to Buy)	$3.5152	8/19/2014		M			5000.0000	2/12/2010   (6)	2/12/2016	Class A Common Stock	5000.0000	$0.0000	10124.0000	D

Explanation of Responses:
( 1)	The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 4, 2013.
( 2)	The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $138.88 to $139.88. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
( 3)	The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $137.57 to $138.46. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
( 4)	The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $137.50 to $138.32. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
( 5)	The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $138.59 to $139.51. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
( 6)	Date at which first vesting occurs is indicated. 1/4th of the total number of shares originally subject to the option become exercisable at the first vesting date and an additional 1/48th become exercisable each month thereafter until the option is fully vested.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Rascoff Spencer M C/O ZILLOW, INC. 1301 SECOND AVENUE, FLOOR 31 SEATTLE, WA 98101	X		Chief Executive Officer

Signatures
/s/ Brad Owens, Attorney-in-Fact		8/20/2014
** 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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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