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
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
SHERMAN MARK ANDREW

(Last) (First) (Middle)
C/O E.PIPHANY, INC.
1900 S. NORFOLK ST., STE. 310

(Street)
SAN MATEO CA 94403

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/24/2003
3. Issuer Name and Ticker or Trading Symbol
E PIPHANY INC [ EPNY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, General Counsel & Secty.
5. If Amendment, Date of 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
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)
Common Stock 15,809 D
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: 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 Option (right to buy) 05/31/2000(1) 01/12/2010 Common Stock 21,406 1.96 D
Stock Option (right to buy) 07/24/2001(2) 01/24/2011 Common Stock 8,000 34.5 D
Stock Option (right to buy) 04/30/2002(3) 04/30/2011 Common Stock 30,000 9.08 D
Stock Option (right to buy) 05/29/2002(4) 05/29/2011 Common Stock 20,000 14.1 D
Stock Option (right to buy) 12/20/2001(5) 11/20/2011 Common Stock 35,000 7.05 D
Explanation of Responses:
1. These shares vest monthly on a ratable basis through May 31, 2004. These shares were part of an original grant of 57,338 shares granted on January 12, 2000, which were accelerated to begin vesting on May 31, 2000 on a monthly basis for the following four years.
2. 25% of the total number of shares granted shall vest every six months for a period of two years.
3. 25% of the total number of shares granted shall vest on the one-year anniversary of the grant date, April 30, 2001, with the remainder vesting ratably on a monthly basis for the remaining 36 months.
4. 25% of the total number of shares granted shall vest on the one-year anniversary of the grant date, May 29, 2001, with the remainder vesting ratably on a monthly basis for the remaining 36 months.
5. These shares shall vest on a monthly basis from the grant date, November 20, 2001, for a period of two years.
Remarks:
Andy Sherman 07/24/2003
** 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 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).
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 Number.