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 *
Shamrock Capital Growth Fund II L P
   2. Issuer Name and Ticker or Trading Symbol
RealD Inc. [RLD] 		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)
C/O SHAMROCK CAPITAL ADVISORS, INC., 4444 W. LAKESIDE DRIVE		 3. Date of Earliest Transaction (Month/Day/Year)
07/21/2010
(Street)

BURBANK, CA 91505		 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 07/21/2010   C   7,709,250 A (1) 7,709,250 D  
Common Stock 07/21/2010   S   2,312,775 D $ 14.88 5,396,475 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
Series C Mandatorily Redeemable Convertible Preferred Stock (1) 07/21/2010   C     5,139,500   (2)   (3) Common Stock 7,709,250 $ 0 0 D (4)  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Shamrock Capital Growth Fund II L P
C/O SHAMROCK CAPITAL ADVISORS, INC.
4444 W. LAKESIDE DRIVE
BURBANK, CA 91505		   X   X    
Shamrock Capital Partners II, LLC
C/O SHAMROCK CAPITAL ADVISORS, INC.
4444 W. LAKESIDE DRIVE
BURBANK, CA 91505		   X   X    
ROYER STEPHEN D
C/O SHAMROCK CAPITAL ADVISORS, INC.
4444 W. LAKESIDE DRIVE
BURBANK, CA 91505		   X   X    
GOLD STANLEY P
C/O SHAMROCK CAPITAL ADVISORS, INC.
4444 W. LAKESIDE DRIVE
BURBANK, CA 91505		   X   X    

Signatures

 /s/ Stephen D. Royer   07/22/2010
**Signature of Reporting Person Date
 /s/ Stanley P.Gold   07/22/2010
**Signature of Reporting Person Date
 SHAMROCK CAPITAL GROWTH FUND II, L.P. By: Shamrock Capital Partners II, L.L.C., its General Partner By: /s/ Stephen D. Royer Name: Stephen D. Royer Title: Member of the Board of Managers   07/22/2010
**Signature of Reporting Person Date
 SHAMROCK CAPITAL PARTNERS II, L.L.C. By: /s/ Stephen D. Royer Name: Stephen D. Royer Title: Member of the Board of Managers   07/22/2010
**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) The Reporting Persons had 5,139,500 shares of the Issuer's Series C Mandatorily Redeemable Convertible Preferred Stock (the "Series C Preferred Stock") which automatically converted into 7,709,250 shares of Common Stock upon the closing of the Issuer's qualified initial public offering (as defined in the Issuer's certificate of incorporation, as amended through July 12, 2010) on July 21, 2010. The Series C Preferred Stock converted at a conversion rate of 1.5 shares of Common Stock per share of Series C Preferred Stock, which reflects the 1-for-1.5 forward stock split of the Common Stock that was effected by the Issuer on June 28, 2010.
(2) These securities were convertible immediately.
(3) These shares did not have an expiration date.
(4) Shamrock Capital Partners II, L.L.C. ("SCP II") is the General Partner of Shamrock Capital Growth Fund II, L.P ("SCGF II"). Stephen D. Royer is the Executive Vice President of SCGF II. Stephen D. Royer and Stanley P. Gold are the members of the Board of Managers of SCP II. Each of SCP II, Stephen D. Royer and Stanley P. Gold may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), to be the indirect beneficial owner of the securities which are the subject of this report (collectively, the "Issuer Securities") and a "ten percent holder" thereunder. Each of SCP II, Stephen D. Royer and Stanley P. Gold disclaims beneficial ownership of the Issuer Securities except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that each of SCP II, Stephen D. Royer or Stanley P. Gold is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
 
Remarks:
Stephen D. Royer is a director of the Issuer and each of SCP II and SCGF II (both, as defined herein), may be deemed a director of the Issuer by virtue of their relationship with Stephen D. Royer.  This report is being jointly filed by Stephen D. Royer, Stanley P. Gold, SCP II and SCGF II.

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