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, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Davis Hugh O 		2. Issuer Name and Ticker or Trading Symbol

GREENFIELD ONLINE INC [ SRVY ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

C/O GREENFIELD ONLINE, INC., 21 RIVER ROAD, SUITE 2000 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/8/2008
(Street)

WILTON, CT 06897
(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   10/8/2008     U    50078   D $17.50   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
Options (Right to Buy)   $14.99   10/8/2008     D        3316      (1) 5/10/2012   Common Stock   3316     (1) 0   D    
Options (Right to Buy)   $14.99   10/8/2008     D        26684      (1) 5/10/2012   Common Stock   26684     (1) 0   D    
Options (Right to Buy)   $7.04   10/8/2008     D        60000      (1) 2/27/2013   Common Stock   60000     (1) 0   D    
Options (Right to Buy)   $15.54   10/8/2008     D        20000      (1) 6/8/2014   Common Stock   20000     (1) 0   D    

Explanation of Responses:
( 1)  This option, was canceled and terminated (whether or not then vested and exercisable) as of October 8, 2008 pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 29, 2008, by and among the issuer, Crisp Acquisition Corporation and Microsoft Corporation in exchange for a cash payment for each option share in an amount equal to the excess of the Merger Consideration (defined in the Merger Agreement as $17.50 per share, net to the seller in cash, without interest) and the per share exercise price.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Davis Hugh O
C/O GREENFIELD ONLINE, INC.
21 RIVER ROAD, SUITE 2000
WILTON, CT 06897

Executive Vice President

Signatures
Gary J. Kocher, Attorney-in-fact 10/10/2008
** 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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