Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  Huffman Marc
2. Date of Event Requiring Statement (Month/Day/Year)
05/01/2014
3. Issuer Name and Ticker or Trading Symbol
NETSUITE INC [N]
(Last)
(First)
(Middle)
NETSUITE INC., 2955 CAMPUS DRIVE, SUITE 100
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President WW Sales and Distrib
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN MATEO, CA 94403
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 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 31,016 (1) (2)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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 control number.

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 of Derivative Security: 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)   (3) 12/30/2015 Common Stock 1,043 $ 5 D  
Employee Stock Option (right to buy)   (3) 03/03/2020 Common Stock 521 $ 12.4 D  
Employee Stock Option (right to buy)   (4) 03/07/2021 Common Stock 2,758 $ 29.32 D  
Employee Stock Option (right to buy)   (5) 03/03/2022 Common Stock 4,686 $ 46.78 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Huffman Marc
NETSUITE INC.
2955 CAMPUS DRIVE, SUITE 100
SAN MATEO, CA 94403
      President WW Sales and Distrib  

Signatures

/s/ Adriana Botto, by power of attorney 05/09/2014
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Includes 12,193 shares represented by restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of NetSuite Inc. common stock. The Reporting Person was originally awarded 4,466 RSUs on March 7, 2011, 4,409 RSUs on March 6, 2012, and 9,465 RSUs on November 15, 2013. One-sixteenth of the RSUs granted on March 7, 2011 vested on June 3, 2011, with one-sixteenth vesting quarterly thereafter. One-sixteenth of the RSUs granted on March 6, 2012 vested on June 3, 2012, with one-sixteenth vesting quarterly thereafter. One-sixteenth of the RSUs granted on November 15, 2013 vested on February 15, 2014, with one-sixteenth vesting quarterly thereafter.
(2) Includes 13,502 shares represented by performance share units ("PSUs"). Each PSU represents a contingent right to receive one share of NetSuite Inc. common stock. The Reporting Person was originally awarded 14,246 PSUs on March 7, 2011, 8,500 PSUs on March 29, 2012, and 10,655 PSUs on March 19, 2013. One sixteen of the PSUs granted on March 7, 2011 vested on February 15, 2012, with one-sixteenth vesting quarterly thereafter. One-third of the PSUs granted on March 29, 2012 vested on February 15, 2013, with one-third vesting annually thereafter. One-third of the PSUs granted on March 19, 2013 vested on February 15, 2014, with one-third vesting annually thereafter.
(3) This option is fully vested.
(4) An option to purchase 10,183 shares was granted on March 7, 2011 and was exercised in part prior to the date on which the Reporting Person became subject to Section 16. One forty-eighth of the shares subject to the option vested on April 3, 2011 and one forty-eighth vest monthly thereafter.
(5) An option to purchase 8,997 shares was granted on March 6, 2012 and was exercised in part prior to the date on which the Reporting Person became subject to Section 16. One forty-eighth of the shares subject to the option vested on April 3, 2012 and one forty-eighth vest monthly thereafter.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.