Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
McConnell Michael J
  2. Issuer Name and Ticker or Trading Symbol
SPARK NETWORKS INC [LOV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Chairman
(Last)
(First)
(Middle)
C/O SPARK NETWORKS, INC., 11150 SANTA MONICA BLVD, SUITE 600
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2014
(Street)

LOS ANGELES, CA 90025
4. If Amendment, Date 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
(City)
(State)
(Zip)
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 08/15/2014   A   95,000 (1) (2) A $ 0 277,975 (3) D  

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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
McConnell Michael J
C/O SPARK NETWORKS, INC.
11150 SANTA MONICA BLVD, SUITE 600
LOS ANGELES, CA 90025
  X     Executive Chairman  

Signatures

 /s/ Michael J. McConnell   08/15/2014
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) 95,000 shares of restricted common stock in the aggregate were issued pursuant to the Spark Networks, Inc. ("Spark") 2007 Omnibus Incentive Plan and Mr. McConnell's Executive Employment Agreement effective August 12, 2014 (the "Agreement").
(2) The 95,000 restricted common shares includes (i) 60,000 restricted common shares subject to adjustment on a pro rata basis upon the Board of Director's determination of Mr. McConnell's achievement of certain corporate objectives, as determined in the sole discretion of the Board, at December 31, 2014, with such objectives identifying the number of shares to be vested for each such objective achieved. Failure to achieve these objectives may result in forfeiture of a portion of these 60,000 shares. The restricted common shares that are not forfeited shall vest 50% on December 31, 2015 and the remaining 50% on December 31, 2016, subject to the conditions set forth in the Agreement; and (ii) 35,000 restricted common shares which shall vest 50% upon the one year anniversary of Spark's employment of a new Chief Executive Officer ("CEO"), and the remaining 50% upon the two year anniversary of Spark's employment of a new CEO, subject to certain conditions as set forth in the Agreement.
(3) Includes 95,000 shares of restricted common stock as set forth in Footnotes 1 and 2.

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