FORM 4
[ X ] 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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Payne Joseph P. 		2. Issuer Name and Ticker or Trading Symbol

Eloqua, Inc. [ ELOQ ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

C/O ELOQUA, INC., 1921 GALLOWS ROAD, SUITE 200 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/8/2013
(Street)

VIENNA, VA 22182
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   2/8/2013     D    900000   D   (1) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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)   $1.00   2/8/2013     D         30029      (2) 1/16/2017   Common Stock   30029     (3) 0   D    
Stock Option (right to buy)   $1.00   2/8/2013     D         36908      (2) 7/19/2017   Common Stock   36908     (3) 0   D    
Stock Option (right to buy)   $1.00   2/8/2013     D         547370      (2) 7/19/2017   Common Stock   547370     (3) 0   D    
Stock Option (right to buy)   $7.25   2/8/2013     D         240000      (4) 8/23/2021   Common Stock   240000     (3) 0   D    
Stock Option (right to buy)   $7.25   2/8/2013     D         160000      (5) 8/23/2021   Common Stock   160000     (3) 0   D    

Explanation of Responses:
( 1)  Pursuant to the Agreement and Plan of Merger between Eloqua, Inc., OC Acquisition LLC, Esperanza Acquisition Corporation, and Oracle Corporation dated December 19, 2012 (the "Merger Agreement"), each share of Eloqua, Inc. common stock was exchanged for $23.50 in cash, without interest and less any applicable withholding taxes.
( 2)  This option is fully vested.
( 3)  Pursuant to the Merger Agreement, the vested and/or exercisable portion of each Eloqua, Inc. stock option was 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 $23.50 minus the exercise price of such option.
( 4)  91,915 stock options under this award were vested as of the closing of the merger. 148,085 stock options under this award accelerated and became vested as of the closing of the merger.
( 5)  23,332 stock options under this award were vested as of the closing of the merger. 136,668 stock options under this award accelerated and became vested as of the closing of the merger.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Payne Joseph P.
C/O ELOQUA, INC.
1921 GALLOWS ROAD, SUITE 200
VIENNA, VA 22182 		X
Chief Executive Officer

Signatures
/s/ Stephen E. Holsten, Attorney-in-Fact 2/8/2013
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
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