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^*

Taylor Harry D

(Last)

(First)

(Middle)

200 CLARENDON STREET

56TH FLOOR

(Street)

BOSTON

02116

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/02/2010

3. Issuer Name and Ticker or Trading Symbol
IntraLinks Holdings, Inc. [ IL ]

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)
Common Stock	1,715	I	See Footnote 1⁽¹⁾

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)
Series A-2 Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	35,679	⁽²⁾	I	See Footnote 3⁽³⁾

Explanation of Responses:

1. The Reporting Person may be deemed to have an indirect pecuniary interest as a partner of TA Investors II L.P. in 14,932 shares of Common Stock. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of 1,715 shares of Common Stock as to which he holds a pecuniary interest.

2. The Series A-2 Preferred Stock is convertible at any time, at the holder's election, on a 1-for-0.9629557 basis into shares of Common Stock and does not have an expiration date. These securities will automatically convert into shares of Common Stock on a 1-for-0.9629557 basis upon the closing of the Issuer's initial public offering, subject to certain conditions.

3. The Reporting Person may be deemed to have an indirect pecuniary interest as a partner of TA Investors II L.P. in 322,654 shares of Series A-2 Preferred Stock. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of 37,052 shares of Series A-2 Preferred Stock as to which he holds a pecuniary interest.

	Harry D. Taylor by Thomas P. Alber, Attorney-in-Fact	08/02/2010
	** 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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