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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	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* BLUE RIDGE LIMITED PARTNERSHIP (Last) (First) (Middle) 660 MADISON AVENUE 20TH FLOOR (Street) NEW YORK NY 10021 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol NETGEAR INC [ NTGR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Former 10% owner
	3. Date of Earliest Transaction (Month/Day/Year) 08/05/2003
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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	08/05/2003		C		1,104,101	A	$0.00	0	D(1)
Common Stock	08/05/2003		C		1,349,535	A	$0.00	0	D(1)
Common Stock	08/05/2003		P		25,000	A	$14	2,478,636	D(1)
Common Stock	08/05/2003		C		27,602	A	$0.00	0	I	See Footnote(2)
Common Stock	08/05/2003		C		33,738	A	$0.00	61,340	I	See Footnote(2)

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
Series A Convertible Preferred Stock	$0.00(3)	08/05/2003		C			1,104,101	08/08/1988(4)	08/08/1988(4)	Common Stock	1,104,101	$0.00(3)	0	D(1)
Series A Convertible Preferred Stock	$0.00(3)	08/05/2003		C			27,602	08/08/1988(4)	08/08/1988(4)	Common Stock	27,602	$0.00(3)	0	I	See Footnote(2)
Series C Convertible Preferred Stock	$0.00(3)	08/05/2003		C			1,349,535	08/08/1988(4)	08/08/1988(4)	Common Stock	1,349,535	$0.00(3)	0	D(1)
Series C Convertible Preferred Stock	$0.00(3)	08/05/2003		C			33,738	08/08/1988(4)	08/08/1988(4)	Common Stock	33,738	$0.00(3)	0	I	See Footnote(2)

1. Name and Address of Reporting Person* BLUE RIDGE LIMITED PARTNERSHIP (Last) (First) (Middle) 660 MADISON AVENUE 20TH FLOOR (Street) NEW YORK NY 10021 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% owner

1. Name and Address of Reporting Person* JAG HOLDINGS LLC (Last) (First) (Middle) 660 Madison Avenue 20th Floor (Street) New York NY 10021 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% owner

1. Name and Address of Reporting Person* GRIFFIN JOHN A (Last) (First) (Middle) 660 Madison Avenue 20th Floor (Street) New York NY 10021 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% owner

1. Name and Address of Reporting Person* BLUE RIDGE PRIVATE EQUITY FUND LLC (Last) (First) (Middle) 660 MADISON AVENUE 20TH FLOOR (Street) NEW YORK NY 10021 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% owner

Explanation of Responses:

1. JAG Holdings, LLC is the general partner of Blue Ridge Limited Partnership. John A. Griffin is the sole managing member of JAG Holdings, LLC. JAG Holdings, LLC and John A. Griffin disclaim beneficial ownership of these shares except to the extent of their respective pecuniary interest therein.

2. These shares are directly owned by Blue Ridge Private Equity Fund, LLC. John A. Griffin is the sole managing member of Blue Ridge Private Equity Fund, LLC. John A. Griffin disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein and Blue Ridge Limited Partnership disclaims beneficial ownership of the shares held by Blue Ridge Private Equity Fund, LLC.

3. Each share of Series A Convertible Preferred Stock and Series C Convertible Preferred Stock was automatically converted into one share of common stock immediately prior to the closing of the Issuer's initial public offering on August 5, 2003.

4. Each share of Series A Convertible Preferred Stock and Series C Convertible Preferred Stock was exercisable immediately and had no expiration date.

	Richard Bello	08/05/2003
	** 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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