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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Ehrenpreis Ira Matthew 		2. Issuer Name and Ticker or Trading Symbol

TESLA MOTORS INC [ TSLA ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

100 SHORELINE HWY., SUITE 282, BLDG. B 		3. Date of Earliest Transaction (MM/DD/YYYY)

8/18/2015
(Street)

MILL VALLEY, CA 94941
(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   8/18/2015     M (1)    16698   A $29.66   26086   I   By TP Management VIII, LLC   (2)
Common Stock   8/18/2015     S    16698   D $255.39   (3) 9388   I   By TP Management VIII, LLC   (2)
Common Stock   8/18/2015     J (4)    9388   D   (4) 0   I   By TP Management VIII, LLC   (2)
Common Stock   8/18/2015     J (4)    9388   A   (4) 15272   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
Non Qualified Stock Option (Right to Buy)   $29.66   8/18/2015     M   (1)       16698      (5) 6/12/2019   Common Stock   16698   $0.00   8492   I   By TP Management VIII, LLC   (1) (2)
Non Qualified Stock Option (Right to Buy)   $29.66   8/18/2015     J   (6)       8492      (5) 6/12/2019   Common Stock   8492   $0.00   (6) 0   I   By TP Management VIII, LLC   (2) (6)
Non Qualified Stock Option (Right to Buy)   $29.66   8/18/2015     J   (6)    8492         (5) 6/12/2019   Common Stock   8492   $0.00   (6) 8492   D    

Explanation of Responses:
( 1)  The Reporting Person held these options as nominee of TP Management VIII, LLC and, at the direction of TP Management VIII, LLC, exercised the options and delivered the shares of Common Stock received upon such exercise to TP Management VIII, LLC, for the benefit of the members of TP Management VIII, LLC.
( 2)  The Reporting Person is a managing member of the general partner of such entity, and disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
( 3)  Represents weighted average sales price. The shares were sold at prices ranging from $255.00 to $255.87. The Reporting Person will provide upon request, to the SEC, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.
( 4)  Represents the distribution in kind of the reported securities by TP Management VIII, LLC to the Reporting Person in respect of his pecuniary interest therein, for no additional consideration.
( 5)  Fully vested and immediately exercisable in full.
( 6)  Prior to the exercise of the options reported herein as described in footnote (1), the Reporting Person held the options as nominee of TP Management VIII, LLC. Following the exercise of such options for the benefit of the members of TP Management VIII, LLC, the remaining balance of the options consists entirely of the Reporting Person's pecuniary interest in the options. Accordingly, following such exericse, the nominee arrangement terminated for no additional consideration, and the Reporting Person now holds the remaining options directly for his exclusive benefit, representing a change in the form of ownership of such options from indirect to direct.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Ehrenpreis Ira Matthew
100 SHORELINE HWY.
SUITE 282, BLDG. B
MILL VALLEY, CA 94941 		X



Signatures
/s/ Ira Matthew Ehrenpreis 8/20/2015
** 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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