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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

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^*

BASKETT FOREST

(Last)

(First)

(Middle)

1954 GREENSPRING DRIVE

SUITE 600

(Street)

TIMONIUM

21093

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
XOOM Corp [ XOOM ]

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)
10/29/2013

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	10/29/2013		J⁽¹⁾		2,239,385	D	$0	2,239,385	I	See Note 2⁽²⁾
Common Stock	10/29/2013		J⁽³⁾		22,394	A	$0	22,394	I	See Note 4⁽⁴⁾
Common Stock	10/29/2013		J⁽⁵⁾		22,394	D	$0	0	I	See Note 4⁽⁴⁾
Common Stock	10/29/2013		J⁽⁶⁾		1,370	A	$0	1,370	I	See Note 7⁽⁷⁾
Common Stock	10/29/2013		J⁽⁸⁾		3,994	A	$0	3,994	I	See Note 9⁽⁹⁾
Common Stock	10/29/2013		J⁽¹⁰⁾		58	A	$0	1,428	I	See Note 7⁽⁷⁾
Common Stock	10/29/2013		J⁽¹¹⁾		13	A	$0	1,441	I	See Note 7⁽⁷⁾

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)

Explanation of Responses:

1. New Enterprise Associates 11, Limited Partnership ("NEA 11") made a pro rata distribution for no consideration of an aggregate of 2,239,385 shares of Common Stock of the Issuer to its general partner and its limited partners on October 29, 2013.

2. The Reporting Person is a manager of NEA 11 GP, LLC, which is the sole general partner of NEA Partners 11, Limited Partnership ("NEA Partners 11"). NEA Partners 11 is the sole general partner of NEA 11, the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934 (the "1934 Act"), as amended, or otherwise of the shares held by NEA 11, except to the extent of his pecuniary interest therein.

3. NEA Partners 11 received 22,394 shares of Common Stock of the Issuer in the distribution by NEA 11 on October 29, 2013.

4. The Reporting Person is a manager of NEA 11 GP, LLC, the sole general partner of NEA Partners 11, the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the shares held by NEA Partners 11, except to the extent of his pecuniary interest therein.

5. NEA Partners 11 made a pro rata distribution for no consideration of an aggregate of 22,394 shares of Common Stock of the Issuer to its limited partners on October 29, 2013.

6. The Baskett Family Trust u/a dtd 10/12/10 (the "Baskett Trust") received 1,370 shares of Common Stock of the Issuer in the distribution by NEA Partners 11 on October 29, 2013.

7. The Reporting Person is the trustee of the Baskett Trust, which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the shares held by the Baskett Trust, except to the extent of his pecuniary interest therein.

8. New Enterprise Associates, LLC ("NEA LLC") received 3,994 shares of Common Stock of the Issuer in the distribution by NEA Partners 11 on October 29, 2013.

9. The Reporting Person is a member of the Board of Directors of NEA LLC, which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the shares held by NEA LLC, except to the extent of his pecuniary interest therein.

10. New Enterprise Associates 9, Limited Partnership ("NEA 9") made a pro rata distribution for no consideration of an aggregate of 284,950 shares of Common Stock of the Issuer to its general partner and its limited partners on October 29, 2013. The Baskett Trust received 58 shares of Common Stock of the Issuer in the distribution by NEA 9 on October 29, 2013.

11. NEA Partners 9, Limited Partnership ("NEA Partners 9") made a pro rata distribution for no consideration of an aggregate of 2,847 shares of Common Stock of the Issuer to its limited partners on October 29, 2013. The Baskett Trust received 13 shares of Common Stock of the Issuer in the distribution by NEA Partners 9 on October 29, 2013.

	/s/ Louis Citron, attorney-in-fact	10/31/2013
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.