SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person* TUDOR INVESTMENT CORP ET AL (Last) (First) (Middle) ATTN: STEPHEN N. WALDMAN 1275 KING STREET (Street) GREENWICH CT 06831-2936 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/18/2004	3. Issuer Name and Ticker or Trading Symbol FRONT PORCH DIGITAL INC [ FPDI ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $.001	6,757,366	I(1)(2)(3)	See Footnotes 1, 2 and 3

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Redeemable Convertible Preferred	08/18/2004	08/18/2008(4)	Common Stock	20,088,100(5)	$0(5)	I(1)(2)(3)	See Footnotes 1, 2 and 3

1. Name and Address of Reporting Person* TUDOR INVESTMENT CORP ET AL (Last) (First) (Middle) ATTN: STEPHEN N. WALDMAN 1275 KING STREET (Street) GREENWICH CT 06831-2936 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* JONES PAUL TUDOR II (Last) (First) (Middle) C/O TUDOR INVESTMENT CORPORATION 1275 KING STREET (Street) GREENWICH CT 06831-2936 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Chairman of Tudor

Explanation of Responses:

1. The shares of Common Stock reported herein as indirectly beneficially owned by Tudor Investment Corporation ("Tudor") and Mr. Jones are owned directly by Tudor Ventures II L.P. ("TV II") (6,081,629 shares of Common Stock and 903,994 shares of Series A Preferred), The Raptor Global Portfolio Ltd. ("Raptor") (671,006 shares of Common Stock and 99,741 shares of Series A Preferred) and The Altar Rock Fund L.P. ("Altar Rock") (4,731 shares of Common Stock and 670 shares of Series A Preferred). Because Tudor is the general partner of Altar Rock and the investment adviser to each of TV II, Raptor and Altar Rock, Tudor may be deemed to be the beneficial owner of shares owned by such entities. Because Mr. Jones is the controlling shareholder of Tudor, Mr. Jones may be deemed to be the beneficial owner of shares deemed to be beneficially owned by such entity.

2. Tudor Ventures Group L.P. ("TVG LP") is the general partner of TVII and Tudor Ventures Group LLC ("TVG LLC") is the general partner of TVG LP. Mr. Jones is the indirect controlling equity holder of TVG LLC.

3. Each of Tudor, Mr. Jones, TVG LP and TVG LLC expressly disclaim beneficial ownership of any shares of Common Stock or Series A Preferred that they do not own directly.

4. The Series A Preferred has no expiration date. However, holders may require the issuer to repurchase their shares of Series A Preferred at any time on or after August 18, 2008.

5. Each share of Series A Preferred is convertible into 20 shares of Common Stock.

Remarks:

All of the shares of Common Stock and Series A Redeemable Convertivle Preferred Stock reported herein were received in connection with a merger of Managed Storage International, Inc. into a subsidiary of the Issuer.

	Tudor Investment Corporation, By: Stephen N. Waldman, Managing Director	08/30/2004
	Paul Tudor Jones, II	08/30/2004
	** Signature of Reporting Person	Date
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