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 * Robertson David E   2. Issuer Name and Ticker or Trading Symbol IPARTY CORP [IPT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CFO (Last) (First) (Middle) 270 BRIDGE STREET, SUITE 301 3. Date of Earliest Transaction (Month/Day/Year) 05/09/2013 (Street) DEDHAM, MA 02026 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 05/09/2013   D   76,904 D $ 0.45 (1) 0 I IRA f/b/o David E. Robertson

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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
Stock Option (Right to Buy)	$ 0.14	05/09/2013		D			65,000	(2)	(6)	Common Stock	65,000	$ 0.31 (6)	0	D
Stock Option (Right to Buy)	$ 0.28	05/09/2013		D			65,000	(3)	(6)	Common Stock	65,000	$ 0.17 (6)	0	D
Stock Option (Right to Buy)	$ 0.11	05/09/2013		D			50,000	(4)	(6)	Common Stock	50,000	$ 0.34 (6)	0	D
Stock Option (Right to Buy)	$ 0.07	05/09/2013		D			200,000	(5)	(6)	Common Stock	200,000	$ 0.38 (6)	0	D
Stock Option (Right to Buy)	$ 0.29	05/09/2013		D			100,000	(5)	(6)	Common Stock	100,000	$ 0.16 (6)	0	D
Stock Option (Right to Buy)	$ 0.42	05/09/2013		D			125,000	(5)	(6)	Common Stock	125,000	$ 0.03 (6)	0	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Robertson David E 270 BRIDGE STREET SUITE 301 DEDHAM, MA 02026			CFO

Signatures

/s/ David E Robertson		05/13/2013
**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)	Pursuant to the Agreement and Plan of Merger among iParty Corp. (the "Issuer"), Party City Holdings Inc., and Confetti Merger Sub, Inc., a wholly-owned subsidiary of Party City Holdings Inc., dated March 1, 2013 (the "Merger Agreement"), each share of the Issuer's common stock was exchanged for $0.45 in cash, without interest and less any applicable withholding taxes (the "Merger").
(2)	27,075 of the stock options under this award were vested prior to the closing of the Merger. 37,925 of the stock options under this award accelerated and became fully vested as of the closing of the Merger.
(3)	48,735 of the stock options under this award were vested prior to the closing of the Merger. 16,265 of the stock options under this award accelerated and became fully vested as of the closing of the Merger.
(4)	48,970 of the stock options under this award were vested prior to the closing of the Merger. 1,030 of the stock options under this award accelerated and became fully vested as of the closing of the Merger.
(5)	The stock options under this award were fully vested prior to the closing of the Merger.
(6)	In connection with the Merger, the vested and/or exercisable portion of each Issuer stock option held by the Reporting Person was cancelled and, in exchange therefor, converted into the right to receive an amount in cash equal to the product of the number of shares issuable upon the exercise of such option and $0.45 minus the exercise price of such option. The Reporting Person's options, if any, with an exercise price equal to or above $0.45 were canceled in connection with the Merger.

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