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* Morris Ian H (Last) (First) (Middle) C/O TRULIA, INC. 116 NEW MONTGOMERY STREET, SUITE 300 (Street) SAN FRANCISCO CA 94105 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/20/2013	3. Issuer Name and Ticker or Trading Symbol TRULIA, INC. [ TRLA ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Pres. of Market Leader	5. 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 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	85,880	D

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
Employee Stock Option (right to buy)	(1)	08/30/2015	Common Stock	43,450	$45.68	D
Employee Stock Option (right to buy)	(2)	09/23/2020	Common Stock	11,316	$6.94	D
Stock Appreciation Rights	(3)	10/06/2016	Common Stock	16,294	$7.81	D
Stock Appreciation Rights	(4)	06/14/2017	Common Stock	16,294	$16.09	D

Explanation of Responses:

1. An option to purchase 43,450 shares was assumed by Trulia, Inc. pursuant to the Agreement and Plan of Merger by and among, Trulia, Inc., Market Leader, Inc. and Mariner Acquisition Corp. (the "Merger Agreement"). Shares subject to the option were fully vested as of August 20, 2013, which was the date of the closing of the transactions contemplated by the Merger Agreement.

2. An option to purchase 11,316 shares was assumed by Trulia, Inc. pursuant to the Merger Agreement. Shares subject to the option shall vest in sixteen (16) equal quarterly installments beginning on September 23, 2010.

3. Stock appreciation right with respect to 16,294 shares was assumed by Trulia, Inc. pursuant to the Merger Agreement. Shares subject to the stock appreciation right shall vest in equal quarterly installments for two years following the merger.

4. Stock appreciation right with respect to 16,294 shares was assumed by Trulia, Inc. pursuant to the Merger Agreement. Shares subject to the stock appreciation right shall vest in equal quarterly installments for two years following the merger.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Mariam Sattar, by power of attorney	08/21/2013
	** 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 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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