Form 4 Bodnick Marc For: Sep 22 (10K)

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, Section 17(a) of the Public Utility Holding Company Act of 1935 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^*

Elevation Partners, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 160

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PALM INC [PALM]

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)
09/22/2009

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)
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 ⁽¹⁾ ⁽²⁾ ⁽⁴⁾	09/22/2009		P⁽⁵⁾		2,153,200	A	$ 16.25	10,316,700	D ⁽⁶⁾
Common Stock ⁽¹⁾ ⁽³⁾ ⁽⁴⁾	09/22/2009		P⁽⁵⁾		646	A	$ 16.25	3,812	I	See footnote ⁽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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

1. Name and Address of Reporting Person^*

Elevation Partners, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 160

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Elevation Associates, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 160

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Elevation Associates, LLC

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 160

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Elevation Employee Side Fund, LLC

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 160

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Elevation Management, LLC

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 160

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Bodnick Marc

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 160

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Hewson Paul

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 160

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

PEARLMAN BRET D

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 160

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Explanation of Responses:

1. This Form 4 is filed on behalf of a group consisting of Elevation Partners, L.P. ("Elevation Partners"), Elevation Associates, L.P. ("Elevation GP"), Elevation Associates, LLC ("Elevation LLC"), Elevation Employee Side Fund, LLC ("Side Fund"), Elevation Management, LLC ("Elevation Management"), Mr. Marc Bodnick, Mr. Paul Hewson and Mr. Bret Pearlman. Elevation GP is the sole general partner of Elevation Partners, and Elevation LLC is the sole general partner of Elevation GP. Elevation Management is the sole managing member of Side Fund. Messrs. Bodnick, Hewson and Pearlman are managers of each of Elevation LLC and Elevation Management, as are Mr. Fred Anderson and Mr. Roger McNamee, who are filing Forms 4 separately. Each of the Reporting Persons may be deemed to be a director by deputization of the Issuer.

2. As the sole general partner of Elevation Partners, Elevation GP may be deemed to be the indirect beneficial owner of such securities under Rule 16a-1(a)(2) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). However, pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, Elevation GP disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest. As the sole general partner of Elevation GP, Elevation LLC may be deemed to be the indirect beneficial owner of such securities under Rule 16a-1(a)(2) promulgated under the Exchange Act. However, pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, Elevation LLC disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest.

3. As the sole managing member of Side Fund, Elevation Management may be deemed to be the indirect beneficial owner of such securities under Rule 16a-1(a)(2) promulgated under the Exchange Act. However, pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, Elevation Management disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest.

4. As managers of each of Elevation LLC and Elevation Management, Messrs. Bodnick, Hewson and Pearlman may be deemed to be the indirect beneficial owner of such securities under Rule 16a-1(a)(2) promulgated under the Exchange Act. However, pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, each of Messrs. Bodnick, Hewson and Pearlman disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest.

5. Elevation Partners and Side Fund, as applicable, purchased these shares of common stock, par value $0.001 per share, of the Issuer ("Common Stock") from the underwriters in a underwritten secondary offering of Common Stock.

6. These securities are directly owned by Elevation Partners. Elevation GP, Elevation LLC and Messrs. Bodnick, Hewson and Pearlman may have indirect beneficial ownership of these shares. See Footnotes 1, 2 and 4.

7. These securities are directly owned by Side Fund. Elevation Management and Messrs. Bodnick, Hewson and Pearlman may have indirect beneficial ownership of these securities. See Footnotes 1, 3 and 4.

	/*/ Tracy Hogan, Attorney-in-Fact	09/23/2009
	** 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.

EX-99.1

Exhibit 99.1

Exhibit 99.1

Joint Filer Information

Form 4


Designated Filer:		Elevation Partners, L.P.

Other Joint Filers:		Elevation Associates, L.P., Elevation Associates, LLC, Elevation Employee Side Fund, LLC, Elevation Management, LLC, Marc Bodnick, Paul Hewson, and Bret Pearlman

Addresses:		The principal business address of each of the joint filers listed above is 2800 Sand Hill Road, Suite 160, Menlo Park, CA 94025.

Date of Event Requiring Statement:		September 22, 2009

Issuer Name and Ticker or Trading Symbol:		Palm, Inc. [PALM]

Signatures:


ELEVATION ASSOCIATES, L.P.
By:	Elevation Associates, LLC,
	as General Partner

By:	/s/ Fred Anderson
	Name:	Fred Anderson
	Title:	Manager

ELEVATION ASSOCIATES, LLC
By:	/s/ Fred Anderson
	Name:	Fred Anderson
	Title:	Manager


ELEVATION EMPLOYEE SIDE FUND, LLC
By:	Elevation Management, LLC,
	as Managing Member

By:	/s/ Fred Anderson
	Name:	Fred Anderson
	Title:	Manager

ELEVATION MANAGEMENT, LLC
By:	*
	Name:	Fred Anderson
	Title:	Manager


*
Marc Bodnick


*
Paul Hewson


*
Bret Pearlman


* /s/ Tracy Hogan
Attorney-in-Fact for Reporting Persons
pursuant to Power of Attorney

Date: September 23, 2009

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