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 Estimated average burden 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* MORITZ MICHAEL J (Last) (First) (Middle) 3000 Sand Hill Road (Street) Menlo Park CA 94025 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol REDENVELOPE INC [ REDE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 09/30/2003
	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
Common Stock	09/30/2003		C		1,013,204	A	(1)	1,021,740	D(2)

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
Series C Preferred Stock	$0(3)	09/30/2003		C			422,364	09/30/2003(4)	(5)	Common Stock	668,003	(1)	0	I	See footnote(2)
Series E Preferred Stock	$0(6)	09/30/2003		C			86,254	09/30/2003(4)	(5)	Common Stock	109,710	(1)	0	I	See footnote(2)
Series F Preferred Stock	$0(7)	09/30/2003		C			238,222	09/30/2003(4)	(5)	Common Stock	235,491	(1)	0	I	See footnote(2)

1. Name and Address of Reporting Person* MORITZ MICHAEL J (Last) (First) (Middle) 3000 Sand Hill Road (Street) Menlo Park CA 94025 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* LEONE DOUGLAS M (Last) (First) (Middle) 3000 Sand Hill Road (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* STEVENS MARK A (Last) (First) (Middle) 3000 Sand Hill Road (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* GOGUEN MICHAEL L (Last) (First) (Middle) 3000 SAND HILL ROAD (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. Per SEC instruction, column left blank.

2. Mr. Moritz is a director of the Issuer and each of Messrs. Moritz, Stevens, Goguen, and Leone are managing members of SC IX Management LLC and SCFF Management LLC, which in turn are the general partners of each of Sequoia Capital Entrepreneurs Fund, Sequoia Capital IX, Sequoia Capital IX Principals Fund, Sequoia Capital Franchise Fund and Sequoia Capital Franchise Partners (collectively, the "Funds"). The shares reported are owned directly by the Funds. The shares reported are owned indirectly by each of the four individual reporting persons, each of whom disclaims beneficial ownership except to the extent of their respective pecuniary interests therein.

3. 1 share of Series C Preferred Stock is convertible into 1.58158 shares of the Issuer's Common Stock.

4. Immediately exercisable.

5. Not applicable.

6. 1 share of Series E Preferred Stock is convertible into 1.27197 shares of the Issuer's Common Stock.

7. 1 share of Series F Preferred Stock is convertible into 0.98855 shares of the Issuer's Common Stock.

Remarks:

	/s/ Eric Wong, Attorney-in-Fact for Michael Moritz	09/30/2003
	Eirc Wong, Attorney-in-Fact for Douglas M. Leone	09/14/2003
	Eric Wong, Attorney-in-Fact for Mark A. Stevens	09/14/2003
	Eric Wong, Attorney-in-Fact for Michael L. Goguen	09/14/2003
	** Signature of Reporting Person	Date
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