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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1. Name and Address of Reporting Person * TEMASEK HOLDINGS (PRIVATE) LTD   2. Issuer Name and Ticker or Trading Symbol MARIN SOFTWARE INC [MRIN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 60B ORCHARD ROAD #06-18 TOWER 2, THE ATRIUM @ ORCHARD 3. Date of Earliest Transaction (Month/Day/Year) 03/27/2013 (Street) SINGAPORE, U0 238891 4. If Amendment, Date 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 (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 03/27/2013   C   1,789,173 (1) A (1) 1,789,173 I Held by Sennett Investments (Mauritius) Pte Ltd (2) Common Stock 03/27/2013   C   739,032 (1) A (1) 2,528,205 I Held by Sennett Investments (Mauritius) Pte Ltd (2)

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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

Series F Preferred Stock

(1)

03/27/2013

C

1,789,173

(1)

(3)

Common Stock

1,789,173

$ 0

0

I

Held by Sennett Investments (Mauritius) Pte Ltd (2)

Series F-1 Preferred Stock

(1)

03/27/2013

C

739,032

(1)

(3)

Common Stock

739,032

$ 0

0

I

Held by Sennett Investments (Mauritius) Pte Ltd (2)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
TEMASEK HOLDINGS (PRIVATE) LTD 60B ORCHARD ROAD #06-18 TOWER 2 THE ATRIUM @ ORCHARD SINGAPORE, U0 238891		X
Temasek Capital (Private) LTD 60B ORCHARD ROAD, #06-18, TOWER 2 THE ATRIUM@ORCHARD SINGAPORE, U0 238891		X
Seletar Investments Pte Ltd 60B ORCHARD ROAD, #06-18, TOWER 2 THE ATRIUM@ORCHARD SINGAPORE, U0 238891		X
Dunearn Investments (Mauritius) Pte Ltd C/O IMM, LES CASCADES BUILDING EDITH CAVELL STREET, PORT LOUIS MAURITIUS, O4 NA		X
SENNETT INVESTMENTS (MAURITIUS) PTE LTD C/O IMM, LES CASCADES BUILDING EDITH CAVELL STREET, PORT LOUIS MAURITIUS, O4 0000		X

Signatures

/s/ Chua Eu Jin in his capacity as Authorised Signatory of Temasek Holdings (Private) Limited		03/27/2013
**Signature of Reporting Person		Date
/s/ Chia Yue Joo in her capacity as Director of Temasek Capital (Private) Limited		03/27/2013
**Signature of Reporting Person		Date
/s/ Git Oi Chee (Michelle) in her capacity as Director of Seletar Investments Pte Ltd		03/27/2013
**Signature of Reporting Person		Date
/s/ Poy Weng Chuen in his capacity as Director of Dunearn Investments (Mauritius) Pte Ltd		03/27/2013
**Signature of Reporting Person		Date
/s/ Ang Peng Huat in his capacity as Authorised Signatory of Sennett Investments (Mauritius) Pte Ltd		03/27/2013
**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)	In connection with the closing of the Issuer's initial public offering of Common Stock on March 27, 2013, each share of Preferred Stock automatically converted into one (1) share of the Issuer's Common Stock for no additional consideration. All shares of Common Stock issued upon conversion were aggregated.
(2)	Sennett Investments (Mauritius) Pte Ltd is a wholly owned subsidiary of Dunearn Investments (Mauritius) Pte Ltd., which is wholly owned by Seletar Investments Pte Ltd, a wholly owned subsidiary of Temasek Capital (Private) Limited, which is wholly owned by Temasek Holdings (Private) Ltd.
(3)	None.

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