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 * RHO Ventures VI LP   2. Issuer Name and Ticker or Trading Symbol BLUEFLY INC [BFLY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 152 WEST 57TH STREET, 23RD FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 08/13/2012 (Street) NEW YORK, NY 10019 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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

12% Secured Subordinated Convertible Promissory Notes (1)

$ 1,500,000

08/13/2012

A

0 (1)

(1)

08/13/2013

Common Stock

(1)

(1)

0 (1)

I

See Footnotes (2) (3) (4)

Warrant (Right to Buy) (1)

$ 1.05

08/13/2012

A

476,190

08/13/2012

08/13/2019

Common Stock

476,190

$ 1.05

476,190

I

See Footnotes (2) (3) (4)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
RHO Ventures VI LP 152 WEST 57TH STREET, 23RD FLOOR NEW YORK, NY 10019	X	X
RMV VI, L.L.C. 152 WEST 57TH STREET, 23RD FLOOR NEW YORK, NY 10019	X	X
Rho Capital Partners LLC 152 WEST 57TH STREET, 23RD FLOOR NEW YORK, NY 10019	X	X
LESCHLY MARK 152 WEST 57TH STREET, 23RD FLOOR NEW YORK, NY 10019	X	X
KAIROUZ HABIB 152 WEST 57TH STREET, 23RD FLOOR NEW YORK, NY 10019	X	X
RUCH JOSHUA 152 WEST 57TH STREET, 23RD FLOOR NEW YORK, NY 10019	X	X

Signatures

/s/ Jeffrey I. Martin, Attorney-in-fact		08/15/2012
**Signature of Reporting Person		Date
/ s/ Jeffrey I. Martin, Attorney-in-fact		08/15/2012
**Signature of Reporting Person		Date
s/ Jeffrey I. Martin Atty In Fact		08/15/2012
**Signature of Reporting Person		Date
/ s/ Jeffrey I. Martin, Attorney in fact		08/15/2012
**Signature of Reporting Person		Date
/s/Jeffrey I. Martin, Attorney-in-fact		08/15/2012
**Signature of Reporting Person		Date
s/ Jeffrey I. Martin Attorney-In-Fact		08/15/2012
**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)	On August 13, 2012, Rho Ventures VI, L.P. ("Rho Ventures") entered into a Note and Warrant Purchase Agreement pursuant to which Rho Ventures purchased from the Issuer a secured convertible subordinated promissory note in an aggregate principal amount of $1,500,000 (the "Note") and a warrant to acquire 476,190 shares of Common Stock at an exercise price of $1.05 per share (subject to adjustment in the event of stock splits, stock dividends, reclassifications and the like) (the "Warrant"), which Warrant may be exercised at the option of Rho Ventures for cash or on a cashless basis until August 13, 2019. The Note bears interest at an annual rate equal to 12% per annum, with interest accruing on a cumulative, compounding basis and is convertible at any time at the option of Rho Ventures, into common stock of the Issuer at $1.05 per share, subject to certain limitations and adjustments set forth under the Note.
(2)	The Note, the Warrant and the shares of Common Stock underlying the Note and Warrant (collectively, the "Securities") are owned directly by Rho Ventures. RMV VI, L.L.C. ("RMV") is the general partner of Rho Ventures, Rho Capital Partners LLC ("Rho Capital Partners") is the managing member of RMV, and Mark Leschly, Habib Kairouz and Joshua Ruch are managing members of Rho Capital Partners. RMV disclaims beneficial ownership of the Securities, except to the extent of its pecuniary interest, if any, in the Securities by virtue of its general partner interest in Rho Ventures. Rho Capital Partners disclaims beneficial ownership of the Securities, except to the extent of its pecuniary interest, if any, in the Securities by virtue of its membership interest in RMV.
(3)	Each of Mark Leschly, Habib Kairouz and Joshua Ruch disclaims beneficial ownership of the Securities, except to the extent of his pecuniary interest, if any, in the Securities by virtue of his membership interest in Rho Capital Partners and, as applicable, direct or indirect limited partner interest in Rho Ventures. The reporting persons may be deemed to be members of a Section 13(d) group owning more than 10% of the Issuer's outstanding common stock, based upon Rho Ventures being party to that certain Amended and Restated Voting Agreement, dated December 21, 2009. Pursuant to that agreement, Rho Ventures has certain rights, including the right to designate two representatives on the board of directors of the Issuer and has designated Habib Kairouz as its representative.
(4)	As previously reported on Form 4, Habib Kairouz beneficially owns 16,581 shares of the issuer, which consist of 1,875 additional shares of common stock of the Issuer as a result of the vesting in full on February 2, 2011 of restricted stock granted to Mr. Kairouz in connection with his appointment as a member of the board of directors of the Issuer on December 21, 2009 and 14,706 shares of Common Stock of the Issuer issuable upon the exercise of options under the Issuer's 2005 Stock Incentive Plan.

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