FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
APATOFF ROBERT S
(Last)(First)(Middle)
3113 WOODCREEK DRIVE
(Street)
DOWNERS GROVEIL60515
(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
FTD Group, Inc. [FTD]		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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. 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)
CodeVAmount(A) or (D)Price
Common Stock 08/26/2008 D(1)  93,256 D (2) 0 (1) I (3) By FTD Co-Investment LLC

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 Security3. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy) $ 14.58 08/26/2008 D   2,500 08/26/200811/14/2017 Common Stock 2,500 (4) 0 D  
Stock Option (right to buy) $ 17.095 08/26/2008 D   2,500 11/15/200711/15/2016 Common Stock 2,500 (5) 0 D  
Stock Option (right to buy) $ 10.3 08/26/2008 D   2,500 11/16/200611/16/2015 Common Stock 2,500 (6) 0 D  
Stock Option (right to buy) $ 13 08/26/2008 D   40,000  (7)02/08/2015 Common Stock 40,000 (7) 0 D  
Explanation of Responses:
1. Pursuant to a merger agreement approved at a shareholder meeting held August 25, 2008, each outstanding share of FTD Group was converted into $10.15 cash and 0.4087 shares of United Online, Inc. on August 26, 2008.
2. FTD Co-Investment LLC received $946,548.40 cash and 38,113 shares of United Online, Inc. in consideration of its shares of FTD Group, Inc. The total value of the consideration received was $14.62 per share of FTD Group, Inc., or $1,363,402.72, based on the closing price of United Online, Inc. of $10.93 per share on August 26, 2008.
3. Robert Apatoff owns an interest as a non-managing member of FTD Co-Investment LLC. Mr. Apatoff disclaims beneficial ownership of all securities held by FTD Co-Investment LLC except to the extent of his pecuniary interest therein.
4. Upon the effective date of an Agreement and Plan of Merger, dated as of April 30, 2008, as amended, by and among FTD Group, Inc. ("FTD"), United Online, Inc. ("United Online") and UNOLA Corp. (the "Merger"), the option was canceled in exchange for merger consideration of $10.15 in cash, without interest, and 0.4087 of a share of United Online common stock for each share of FTD common stock (the "Merger Consideration"), reduced ratably by the exercise price of the unexercised options in the same proportion that the value of the cash and fraction of a share of United Online common stock comprising the merger consideration bear to each other.
5. Upon the effective date of the Merger, the option was canceled in exchange for the Merger Consideration (as defined above), reduced ratably by the exercise price of the unexercised options in the same proportion that the value of the cash and fraction of a share of United Online common stock comprising the merger consideration bear to each other. All of these options were canceled on the effective date of the merger for no value.
6. Upon the effective date of the Merger, the option was canceled in exchange for the Merger Consideration (as defined above), reduced ratably by the exercise price of the unexercised options in the same proportion that the value of the cash and fraction of a share of United Online common stock comprising the merger consideration bear to each other.
7. This option, provided for vesting as follows: 13,334 options vested on 02/08/05, 13,333 options vested on 02/08/06 and 13,333 options vested on 02/08/07. Upon the effective date of the Merger, the option was canceled in exchange for the Merger Consideration (as defined above), reduced ratably by the exercise price of the unexercised options in the same proportion that the value of the cash and fraction of a share of United Online common stock comprising the merger consideration bear to each other.
Jandy Tomy, Attorney-in-Fact08/28/2008
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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