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* Benchmark Capital Management Co. V, L.L.C. (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/24/2011	3. Issuer Name and Ticker or Trading Symbol SERVICESOURCE INTERNATIONAL, INC. [ SREV ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 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) Form filed by One Reporting Person X 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	8,531,686	I	See footnote(1)
Common Stock	1,040,245	I	See footnote(2)
Common Stock	199,168	I	See footnote(3)
Common Stock	156,723	I	See footnote(4)
Common Stock	11,150,740	I	See footnote(5)

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Benchmark Capital Management Co. V, L.L.C. (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (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* Benchmark Capital Partners V L P (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (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* BENCHMARK FOUNDERS FUND V LP (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (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* Benchmark Founders Fund V-A LP (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (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* Benchmark Founders Fund V-B LP (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (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* BALKANSKI ALEXANDRE (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (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* GURLEY J WILLIAM (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (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* HARVEY KEVIN (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (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* KAGLE ROBERT (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (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* SPURLOCK STEVEN M (Last) (First) (Middle) 2480 SAND HILL ROAD, SUITE 200 (Street) MENLO PARK CA 94025 (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. Shares owned by Benchmark Capital Partners V, L.P. ("BCP V").

2. Shares owned by Benchmark Founders' Fund V, L.P. ("BFF V").

3. Shares owned by Benchmark Founders' Fund V-A, L.P. ("BFF V-A").

4. Shares owned by Benchmark Founders' Fund V-B, L.P. ("BFF V-B").

5. Benchmark Capital Management Co. IV, LLC ("BCMC V"), the Designated Filer and general partner of each of BCP V, BFF V, BFF V-A and BFF V-B, may be deemed to have the sole voting and dispositive power over 11,150,740 shares of the Issuer's common stock. BCMC V and each of its managing members disclaim beneficial ownership of these shares of Issuer's common stock except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that BCMC V and each of its managing members is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.

Remarks:

Alexandre Balkanski, Bruce W. Dunlevie, J. William Gurley, Kevin R. Harvey, Robert C. Kagle, Steven M. Spurlock, Peter H. Fenton and Mitchell H. Lasky are the managing members of BCMC V, which serves as the general partner to each of BCP V, BFF V, BFF V-A and BFF V-B. Each reporting person disclaims the existence of a "group" and disclaims beneficial ownership of any securities except to the extent of such reporting person's pecuniary interest in such securities. *This report is one of two reports, each on a separate Form 3, but relating to the same transaction being filed by BCMC V, its managing members and the Benchmark V Funds.

	/s/ Steven M. Spurlock, as managing member of Benchmark Capital Management Co. V, L.L.C.	03/24/2011
	/s/ Steven M. Spurlock, as general partner of Benchmark Capital Partners V, L.P.	03/24/2011
	/s/ Steven M. Spurlock, as general partner of Benchmark Founders' Fund V, L.P.	03/24/2011
	/s/ Steven M. Spurlock, as general partner of Benchmark Founders' Fund V-A, L.P.	03/24/2011
	/s/ Steven M. Spurlock, as general partner of Benchmark Founders' Fund V-B, L.P.	03/24/2011
	/s/ Steven M. Spurlock, by power of attorney for Alexandre Balkanski	03/24/2011
	/s/ Steven M. Spurlock, by power of attorney for J. William Gurley	03/24/2011
	/s/ Steven M. Spurlock, by power of attorney for Kevin R. Harvey	03/24/2011
	/s/ Steven M. Spurlock, by power of attorney for Robert C. Kagle	03/24/2011
	/s/ Steven M. Spurlock	03/24/2011
	** 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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