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 * Wilson James Duncan	2. Issuer Name and Ticker or Trading Symbol ZIPREALTY INC [ ZIPR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) Senior VP, Technology
(Last)          (First)          (Middle) 2000 POWELL STREET, SUITE 300	3. Date of Earliest Transaction (MM/DD/YYYY) 5/15/2013
(Street) EMERYVILLE, CA 94608 (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
Common Stock	5/15/2013		M		10833	A	$1.25	18055	D
Common Stock	5/15/2013		S		10833   (1)	D	$3.0447	7222	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)	$3.20							8/1/2009   (2)	7/23/2016	ommon Stock	(3)		42633	D
Stock Option (right to buy)	$4.17							9/9/2010   (4)	9/8/2019	Common Stock	(3)		2500	D
Stock Option (right to buy)	$4.90							3/4/2011   (4)	3/3/2020	Common Stock	(3)		10000	D
Stock Option (right to buy)	$2.90							3/5/2012   (4)	3/4/2021	Common Stock	(3)		18287	D
Stock Option (right to buy)	$1.25	5/15/2013		M			1667	3/8/2013   (4)	3/7/2022	Common Stock	1667	$0.00	25001	D
Stock Option (right to buy)	$1.25	5/15/2013		M			8333	3/8/2013   (5)	3/7/2022	Common Stock	8333	$0.00	25000	D
Stock Option (right to buy)	$1.25	5/15/2013		M			833	2/27/2013   (2)	3/7/2022	Common Stock	833	$0.00	32500	D
Stock Option (right to buy)	$3.84							2/28/2014   (4)	2/27/2023	Common Stock	(3)		100000	D

Explanation of Responses:
( 1)	This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 14, 2013.
( 2)	The shares subject to the option are fully vested.
( 3)	n/a
( 4)	One-fourth of the shares subject to the option vest and become exercisable on the Exercisable Date, and 1/48th of the shares vest and become exercisable on the first day of each calendar month thereafter, until fully vested.
( 5)	One-fourth of the shares subject to the option shall vest and become exercisable on March 8, 2013, and one forty-eighth of the shares shall vest and become exercisable on the first day of each calendar month thereafter; provided, however, that the option will accelerate and vest in full if the Company's closing stock price on the NASDAQ Stock Market is equal to or greater than $5.00 per share for a period of 120 consecutive days.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Wilson James Duncan 2000 POWELL STREET, SUITE 300 EMERYVILLE, CA 94608			Senior VP, Technology

Signatures
/s/ Karen B. Seto, Attorney-in-fact		5/16/2013
** 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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