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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Labiak Eric
 2. Date of Event Requiring Statement (Month/Day/Year)
03/27/2012		 3. Issuer Name and Ticker or Trading Symbol
ONLINE RESOURCES CORP [ORCC]
(Last)
(First)
(Middle)
C/O ONLINE RESOURCES, 4795 MEADOW WOOD LANE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Chief Sales Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

CHANTILLY, VA 20151		 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)
Restricted Stock Units 13,737
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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
Stock Options   (1) 01/02/2015 Common Stock 3,423 $ 12.01 D  
Stock Options   (1) 02/28/2015 Common Stock 1,379 $ 10.24 D  
Stock Options   (2) 03/06/2016 Common Stock 12,194 $ 3.44 D  
Restricted Stock Units   (3)   (4) Common Stock 44,305 $ 0 D  
Restricted Stock Units   (5)   (4) Common Stock 3,950 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Labiak Eric
C/O ONLINE RESOURCES
4795 MEADOW WOOD LANE
CHANTILLY, VA 20151		       Chief Sales Officer

Signatures

/s/Eric Labiak 04/13/2012
**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) Stock options vest annually over a three year period on 1/1/2009, 1/1/2010 and 1/1/2011.
(2) Stock options vest annually over a three year period on 1/1/2010, 1/1/2011 and 1/1/2012.
(3) The restricted stock units vest equally on 8/15/2012 and 2/15/2013.
(4) Not Applicable.
(5) The restricted stock units vest equally on 5/11/2012 and 5/11/2013.

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