SEC FORM 3

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^*

SCHWARTZ JEFFREY M

(Last)

(First)

(Middle)

C/O BAIN CAPITAL VENTURE PARTNERS, LLC

111 HUNTINGTON AVE

(Street)

BOSTON

02199

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2005

3. Issuer Name and Ticker or Trading Symbol
TALEO CORP [ TLEO ]

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

X	Director	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)

X	Form filed by One Reporting Person
	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)
Class A Common Stock, $0.00001 par value per share	3,362,306	I	See Footnote⁽¹⁾⁽²⁾

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)

Explanation of Responses:

1. Includes (i) 2,889,648 shares held by Bain Capital Venture Fund 2001, L.P. ("BCVF"), whose sole general partner is Bain Capital Venture Partners, L.P. ("BCVP"), whose sole general partner is Bain Capital Venture Investors, LLC ("BCVI"), (ii) 399,921 shares held by BCIP Associates II ("BCIP II"), whose managing partner is Bain Capital Investors, LLC ("BCI"), whose attorney-in-fact with respect to such shares is BCVI, and (iii) 72,737 shares held by BCIP Associates II-B ("BCIP II-B"), whose managing partner is BCI whose attorney-in-fact with respect to such shares is BCVI. Mr. Schwartz is a member and Managing Director of BCVI and a limited partner of BCVP. (To be continued Footnote 2)

2. Additionally, Mr. Schwartz is a partner of BCIP II. Accordingly, by virtue of these relationships, he may be deemed to share voting and dispositive power with respect to the securities held by BCVF, BCIP II and BCIP II-B. Mr. Schwartz disclaims beneficial ownership of all shares held by BCVF, BCIP II and BCIP II-B except to the extent of his pecuniary interest therein.

	/s/ Jeffrey M. Schwartz	08/24/2005
	** 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 5 (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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