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 *
  JOSEPHS ROBIN
 2. Date of Event Requiring Statement (Month/Day/Year)
05/02/2013		 3. Issuer Name and Ticker or Trading Symbol
QUINSTREET, INC [QNST]
(Last)
(First)
(Middle)
950 TOWER LANE, 6TH FLOOR		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
05/03/2013
(Street)

FOSTER CITY, CA 94404		 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)
Common Stock 15,000 (1) (2)
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
Non-Qualified Stock Option (right to buy)   (3) 05/01/2020 Common Stock 50,000 $ 6.59 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
JOSEPHS ROBIN
950 TOWER LANE, 6TH FLOOR
FOSTER CITY, CA 94404		   X      

Signatures

/s/ Margaretta Smith For: Robin Josephs 05/06/2013
**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) This amendment to the Initial Statement of Beneficial Ownership of Securities on Form 3 originally filed with the Securities and Exchange Commission on May 3, 2013 is being filed to correct the original Form 3 filing by including footnote 2 to Table 1 - Non-Derivative Securities Beneficially Owned. Footnote 2 was omitted in error, and this amendment corrects that error. There are no other changes to the original Form 3 filing.
(2) Represents shares of common stock that are issuable pursuant to a Restricted Stock Unit (RSU) award. The RSU award vests quarterly in equal installments over a period of four years beginning on May 2, 2013. The initial vest date will be August 2, 2013.
(3) The shares of common stock subject to the option vest monthly in equal installments over a period of four years beginning on May 2, 2013. The initial vest date will be June 2, 2013.

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