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*
VP ALPHA HOLDINGS IV LLC

(Last) (First) (Middle)
1001 Bay Hill Drive #300

(Street)
San Bruno CA 94066

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EUNIVERSE INC [ euni.pk ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/31/2003
4. 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 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)
Code V Amount (A) or (D) Price
Series C Convertible Preferred Stock(1) 10/31/2003 10/31/2003 P 4,831,466 A $1.5 4,831,466 I Through VantagePoint Venture Partners IV (Q) , L.P.(2)
Series C Convertible Preferred Stock 10/31/2003 10/31/2003 P 484,267 A $1.5 484,267 I Through VantagePoint Venture Partners IV, L.P.(3)
Series C Convertible Preferred Stock 10/31/2003 10/31/2003 P 17,600 A $1.5 17,600 I Through VantagePoint Venture Partners IV Principals Fund, L.P.(4)
Series B Convertible Preferred Stock(5) 10/31/2003 10/31/2003 X 454,545 A $1.1 454,545 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to Buy) $1.1 10/31/2003 10/31/2003 X 454,545 07/16/2003 04/16/2004 Series B Convertible Preferred Stock 454,545 $1.1 1,295,455 D
1. Name and Address of Reporting Person*
VP ALPHA HOLDINGS IV LLC

(Last) (First) (Middle)
1001 Bay Hill Drive #300

(Street)
San Bruno CA 94066

(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*
MARVER JAMES D

(Last) (First) (Middle)
1001 Bay Hill Drive #300

(Street)
San Bruno CA 94066

(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*
SALZMAN ALAN E

(Last) (First) (Middle)
1001 Bay Hill Road #300

(Street)
San Bruno CA 94066

(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*
VANTAGEPOINT VENTURE ASSOCIATES IV LLC

(Last) (First) (Middle)
1001 BAY HILL DRIVE #300

(Street)
SAN BRUNO CA 94066

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The shares of Series C Convertible Preferred Stock are currently convertible into shares of Common Stock on a one for one basis, as may be adjusted by the Certificate of Designation for such securities.
2. The reported securities are owned directly by VantagePoint Venture Partners IV Q, L.P. and indirectly by VantagePoint Venture Associates IV, L.L.C. ("VP Associates") as its General Partner and by James D. Marver and Alan E. Salzman who are managing members of VP Associates. VP Associates, James D. Marver and Alan E. Salzman disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.
3. The reported securities are owned directly by VantagePoint Venture Partners IV, L.P. and indirectly by VP Associates as its General Partner and by James D. Marver and Alan E. Salzman who are managing members of VP Associates. VP Associates, James D. Marver and Alan E. Salzman disclaim beneficial ownership in the reported securities except to the extent of their pecuniary interest therein.
4. The reported securities are beneficially owned by VantagePoint Venture Partners IV Principals Fund, L.P. and indirectly by VP Associates as its General Partner and by James D. Marver and Alan E. Salzman who are managing members of VP Associates. VP Associates, James D. Marver and Alan E. Salzman disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.
5. The shares of Series B Convertible Preferred Stock are currently convertible into shares of Common Stock on a one for one basis, as may be adjusted by the Certificate of Designation for such securities.
/s/ James D. Marver, Managing Member of VantagePoint Venture Associates IV, L.L.C. which is the Managing Member of VP Alpha Holdings IV, L.L.C. 11/04/2003
** 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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