- Statement of Changes in Beneficial Ownership (4)

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	OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	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(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* TA ASSOCIATES INC	2. Issuer Name and Ticker or Trading Symbol CARDTRONICS INC [ CATM ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director _____ 10% Owner _____ Officer (give title below) __ X __ Other (specify below) See General Remarks
(Last) (First) (Middle) JOHN HANCOCK TOWER, 200 CLARENDON ST, 56TH FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 2/15/2011
(Street) BOSTON, MA 02116 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ 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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	2/15/2011		J ⁽¹⁾		536456	D	⁽⁸⁾	0	I	See Footnote 2 ⁽²⁾
Common Stock	2/15/2011		J ⁽³⁾		5365	A	⁽⁸⁾	5365	I	See Footnote 4 ⁽⁴⁾
Common Stock	2/15/2011		J ⁽⁵⁾		5365	D	⁽⁸⁾	0	I	See Footnote 6 ⁽⁶⁾
Common Stock	2/15/2011		J ⁽⁷⁾		54	A	⁽⁸⁾	2502	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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:
( 1)	TA Atlantic and Pacific V L.P. distributed 536,456 shares pro rata for no consideration to the partners of TA Atlantic and Pacific V L.P. in a transaction exempt under Rule 16a-9(a).
( 2)	These securities were owned solely by TA Atlantic and Pacific V L.P. TA Associates, Inc. is the General Partner of TA Associates AP V L.P., which is the General Partner of TA Atlantic and Pacific V L.P. Each of TA Associates, Inc. and TA Associates AP V L.P. may have been deemed to have a beneficial interest in shares held by TA Atlantic and Pacific V L.P. and each disclaimed beneficial ownership of such shares, except to the extent of its pecuniary interest in such shares.
( 3)	TA Associates AP V L.P. is the General Partner and a Limited Partner of TA Atlantic and Pacific V L.P. and received 5,365 shares from TA Atlantic and Pacific V L.P. in a pro rata distribution for no consideration in a transaction exempt under Rule 16a-9(a).
( 4)	These securities are owned solely by TA Associates AP V L.P. TA Associates, Inc. is the General Partner of TA Associates AP V L.P., which is the General Partner and a Limited Partner of TA Atlantic and Pacific V L.P. TA Associates, Inc. may be deemed to have a beneficial interest in shares held by TA Associates AP V L.P. and diclaims beneficial interest of such shares, except to the extent of its pecuniary interest in 54 shares.
( 5)	TA Associates AP V L.P. distributed 5,365 shares pro rata for no consideration to the partners of TA Associates AP V L.P. in a transaction exempt under Rule 16a-9(a).
( 6)	These securities were owned solely by TA Associates AP V L.P. TA Associates, Inc. is the General Partner of TA Associates AP V L.P., which is the General Partner and a Limited Partner of TA Atlantic and Pacific V L.P. TA Associates, Inc. may have been deemed to have a beneficial interest in shares held by TA Associates AP V L.P. and diclaimed beneficial interest of such shares, except to the extent of its pecuniary interest in such shares.
( 7)	TA Associates, Inc. is the General Partner of TA Associates AP V L.P. and received 54 shares from TA Associates AP V L.P. in a pro rata distribution for no consideration in a transaction exempt under Rule 16a-9(a).
( 8)	Not Applicable

Remarks:
The Reporting Persons are members of a 13(d) group and have a representative on the Issuer's board of directors. Michael A. Wilson currently serves as the Reporting Persons' representative on the board of directors and, as such, the Reporting Persons are deemed directors of the Issuer. Due to the limit of joint filers that can be included on one form, TA Associates, Inc., TA IX L.P., TA Associates IX LLC, TA Atlantic and Pacific V L.P., TA Associates AP V L.P., TA/Atlantic and Pacific IV L.P., TA Associates AP IV L.P., TA Strategic Partners Fund A L.P., TA Strategic Partners Fund B L.P., TA Associates SPF L.P., and TA Investors II L.P. have filed separate forms simultaneously, which relate to the same securities of the Issuer held by such Reporting Persons.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
TA ASSOCIATES INC JOHN HANCOCK TOWER 200 CLARENDON ST, 56TH FLOOR BOSTON, MA 02116	X			See General Remarks
TA Atlantic & Pacific V L P JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR BOSTON, MA 02116				See General Remarks
TA Associates AP V L.P. JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR BOSTON, MA 02116				See General Remarks

Signatures
TA Associates, Inc., By Thomas P. Alber, Chief Financial Officer		2/15/2011
^** Signature of Reporting Person		Date
TA Atlantic and Pacific V L.P., By TA Associates AP V L.P., Its General Partner, By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer		2/15/2011
^** Signature of Reporting Person		Date
TA Associates AP V L.P., By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer		2/15/2011
^** 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).
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