Ownership Submission
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
David Ferris Ellison Trust
  2. Issuer Name and Ticker or Trading Symbol
NETSUITE INC [N]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
101 YGNACIO VALLEY ROAD, SUITE 310
3. Date of Earliest Transaction (Month/Day/Year)
12/24/2007
(Street)

WALNUT CREEK, CA 94596
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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 12/24/2007   C   3,438,359 A (1) 3,438,359 D (2) (4)  
Common Stock 12/24/2007   C   3,438,359 A (1) 3,438,359 D (3) (4)  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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. SEC 1474 (9-02)

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
Series A Preferred Stock (1) 12/24/2007   C     450,000   (1)   (1) Common Stock 450,000 $ 0 0 D (2) (4)  
Series F Preferred Stock (1) 12/24/2007   C     2,123,500   (1)   (1) Common Stock 2,502,923 $ 0 0 D (2) (4)  
Series H Preferred Stock (1) 12/24/2007   C     485,436   (1)   (1) Common Stock 485,436 $ 0 0 D (2) (4)  
Series A Preferred Stock (1) 12/24/2007   C     450,000   (1)   (1) Common Stock 450,000 $ 0 0 D (3) (4)  
Series F Preferred Stock (1) 12/24/2007   C     2,123,500   (1)   (1) Common Stock 2,502,923 $ 0 0 D (3) (4)  
Series H Preferred Stock (1) 12/24/2007   C     485,436   (1)   (1) Common Stock 485,436 $ 0 0 D (3) (4)  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
David Ferris Ellison Trust
101 YGNACIO VALLEY ROAD
SUITE 310
WALNUT CREEK, CA 94596
    X    
Margaret Elizabeth Ellison Trust
101 YGNACIO VALLEY ROAD
SUITE 310
WALNUT CREEK, CA 94596
    X    
SIMON PHILIP B
101 YGNACIO VALLEY ROAD
SUITE 310
WALNUT CREEK, CA 94596
    X    
LUCAS DONALD L
101 YGNACIO VALLEY ROAD
SUITE 310
WALNUT CREEK, CA 94596
    X    

Signatures

 Philip B. Simon and Donald L. Lucas, Co-Trustees of the David Ferris Ellison Trust   03/31/2008
**Signature of Reporting Person Date

 Philip B. Simon and Donald L. Lucas, Co-Trustees of the Margaret Elizabeth Ellison Trust   03/31/2008
**Signature of Reporting Person Date

 Philip B. Simon   03/31/2008
**Signature of Reporting Person Date

 Donald L. Lucas   03/31/2008
**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) Common Stock was received upon automatic conversion of each series of Preferred Stock upon the consummation of the Issuer's initial public offering. As provided in the Issuer's Certificate of Incorporation at the time of effectiveness of its initial public offering, the ratio for conversion of the Series A Preferred Stock and the Series H Preferred Stock to Common Stock was 1:1, and the ratio for conversion of the Series F Preferred Stock to Common Stock was 1:1.786783.
(2) Shares are held directly by the David Ferris Ellison Trust.
(3) Shares are held directly by the Margaret Elizabeth Ellison Trust.
(4) Philip B. Simon and Donald L. Lucas are co-trustees of the David Ferris Ellison Trust and of the Margaret Elizabeth Ellison Trust. As co-trustees, Mr. Simon and Mr. Lucas share voting and dispositive power over the shares held by the two trusts, equivalent in the aggregate to 6,876,718 shares of Common Stock of the Issuer. Neither Mr. Simon nor Mr. Lucas has any pecuniary interest in any of the shares of the Issuer held by the two trusts.
 
Remarks:
All of the filing persons disclaim beneficial ownership of any shares of the Issuer's capital stock, except to the extent of their pecuniary interest.  All of the filing persons disclaim that they are a "group" for purposes of Regulation 13D.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.