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^*

KOTHARI AMIT R

(Last)

(First)

(Middle)

AUTOBYTEL INC.

18872 MACARTHUR BLVD.

(Street)

IRVINE

92612

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AUTOBYTEL INC [ ABTL ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President & Controller

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)

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)
Common Stock	08/05/2003		M		192	A	$2.351	192	D
Common Stock	08/05/2003		M		130	A	$2.351	322	D
Common Stock	08/05/2003		M		6,738	A	$2.351	7,060	D
Common Stock	08/05/2003		M		13,500	A	$2.351	20,560	D
Common Stock	08/05/2003		S		20,560	D	$6.5	0	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)
Employee Stock Option (right to buy)	$2.351	08/05/2003		M			192	⁽¹⁾	07/18/2012	Common Stock	192	$0.00	48	D
Employee Stock Option (right to buy)	$2.351	08/05/2003		M			130	⁽²⁾	07/18/2012	Common Stock	130	$0.00	130	D
Employee Stock Option (right to buy)	$2.351	08/05/2003		M			6,738	⁽³⁾	07/18/2012	Common Stock	6,738	$0.00	6,738	D
Employee Stock Option (right to buy)	$2.351	08/05/2003		M			13,500	⁽⁴⁾	07/18/2012	Common Stock	13,500	$0.00	3,374	D

Explanation of Responses:

1. This number represents 80% of the original grant of 240 options, of which 60% became vested and exercisable on January 21, 2003, and 20% became vested and exercisable on July 18, 2003. The remaining 20% will vest as of July 18, 2004.

2. This number represents 50% of the original grant of 260 options, of which 50% became vested and exercisable as of July 18, 2003. The remaining 50% will vest as of July 18, 2004.

3. This number represents 50% of the original grant of 13,476 options, of which 50% became vested and exercisable as of July 18, 2003. The remaining 50% will vest as of July 18, 2004.

4. This number represents 80% of the original grant of 16,874 options, of which 60% became vested and exercisable on January 21, 2003, and 20% became vested and exercisable on July 18, 2003. The remaining 20% will vest as of July 18, 2004.

	Amit Kothari	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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