SEC FORM 4

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

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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^*

Kotwal Shailesh M

(Last)

(First)

(Middle)

8501 NORTH SCOTTSDALE RD

SUITE 300

(Street)

SCOTTSDALE

85253

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
EFUNDS CORP [ EFD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President eFunds International

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2007

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units (10,000)⁽¹⁾								10,000	D
Restricted Stock Units (7632)⁽²⁾								7,632	D
Restricted Stock Units⁽³⁾	02/26/2007		A		14,162	A	⁽³⁾	14,162	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option (right to buy) (91289)	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Common Stock	⁽⁴⁾		91,289	D
Option (right to buy)	⁽⁵⁾	02/26/2007		A		76,618		⁽⁵⁾	⁽⁵⁾	Common Stock	⁽⁵⁾	⁽⁵⁾	76,618	D

Explanation of Responses:

1. Restricted Stock Units were granted on August 28, 2006 (original grant 10,000 units). The units will generally vest and be converted into shares of common stock in three equal installments on September 19th in each of 2007, 2008, 2009 if, subject to certain exceptions, the holder continues to provide services to the Company through the applicable vesting date. The vesting of the units is subject to acceleration upon the death or disability of the holder and any change in control of the Company.

2. Restricted Stock Units were granted on February 13, 2007 (original grant 7,632 units). The units will generally vest and be converted into shares of common stock in three equal installments on February 19th in each of the three succeeding years following the date of grant if the holder continues to provide services to the Company through the applicable vesting date. The vesting of the units is subject to acceleration upon the death or disability of the holder and any change in control of the Company.

3. Restricted Stock units were granted on February 26, 2007 (original grant 14,162 units). The units will generally vest and be converted into shares of common stock in equal installments on February 19, 2010 and February 19, 2011 if the holder continues to provide services to the Company through the applicable vesting date. The vesting of all or a portion the units is subject to acceleration upon the death or disability of the holder, the termination of the holder?s services by the Company without cause after February 26, 2009 and in circumstances involving a change in control of the Company (each a "Retention Acceleration Event").

4. Options were granted under the Company's 2006 Stock Incentive Plan on August 28, 2006 (50,000 shares @ $21.98 per share) and February 13, 2007 (41,289 shares @ $24.02 per share). Each option has a term of ten years from the date of grant. One-third of each option vests on each of the three succeeding anniversaries of the date of grant, if subject to certain exceptions, the holder continues to provide services to the Company through the applicable vesting date. The vesting of the options is subject to acceleration upon the death or disability of the holder and any change in control of the Company.

5. Options were granted under the Company?s 2006 Stock Incentive Plan on February 26, 2007 (76,618 shares @ $25.89 per share). The option will generally vest and become exercisable in equal installments on the third and fourth anniversaries of its date of grant, subject to acceleration upon the occurrence of a Retention Acceleration Event.

Remarks:

	Shailesh M. Kotwal by Steven F. Coleman /s/ Steven F. Coleman	02/28/2007
	** 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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