UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
SCHEDULE 13G
Under the Securities Exchange Act of
1934
(Amendment
No. 8)*
Interactive Intelligence,
Inc.
(Name of
Issuer)
Common Stock, $.01 Par
Value
(Title of
Class of Securities)
45839M 10
3
(CUSIP
Number)
December 31,
2008
(Date of
Event Which Requires Filing of this Statement)
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
[
]
Rule
13d-1(b)
[
]
Rule
13d-1(c)
[
X
]
Rule
13d-1(d)
*The
remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The
information required in the remainder of this cover page shall not be deemed to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued
on following page(s))
CUSIP No.
45839M 10
3
1.
|
Names
of Reporting Persons.
|
Donald E. Brown,
M.D.
2.
|
Check
the Appropriate Box if a Member of a
Group
|
Not Applicable.
4.
|
Citizenship
or Place of Organization
|
United States of
America
Number of
Shares Beneficially Owned by Each Reporting Person With:
0
|
7.
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Sole
Dispositive Power
|
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8.
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Shared
Dispositive Power
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0
9.
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Aggregate
Amount Beneficially Owned by Each Reporting
Person
|
10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares [
]
|
11.
|
Percent
of Class Represented by Amount in Row
(9)
|
26.8%
___________
(1)
Includes 498,700 shares subject to
stock options which are presently exercisable or which are exercisable within 60
days from December 31, 2008.
12.
|
Type
of Reporting Person
|
IN
Item 1.
Interactive Intelligence,
Inc.
|
(b)
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Address
of Issuer's Principal Executive
Offices.
|
7601 Interactive
Way
Indianapolis, Indiana
46278
Item 2.
|
(a)
|
Name
of Person Filing.
|
Donald E. Brown,
M.D.
|
(b)
|
Address
of Principal Business Office, or, if none,
Residence.
|
7601 Interactive
Way
Indianapolis, Indiana
46278
United States of
America.
|
(d)
|
Title
of Class of Securities.
|
Common Stock, $.01 par
value.
45839M 10 3
Item 3.
If this
statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c),
check whether the person filing is a:
(a) [
]
Broker or
dealer registered under Section 15 of the Act;
(b) [
]
Bank as
defined in Section 3(a)(6) of the Act;
(c) [
]
Insurance
Company as defined in Section 3(a)(19) of the Act;
(d) [
]
Investment
Company registered under Section 8 of the Investment Company Act of
1940;
(e) [
]
An
investment adviser in accordance with
Section 240.13d-1(b)(1)(ii)(E);
(f) [ ]
An
employee benefit plan or endowment fund in accordance with Section
240.13d-1(b)(1)(ii)(F);
(g) [
]
A parent
holding company or control person in accordance with Section
240.13d-1(b)(1)(ii)(G);
(h) [
]
A savings
association as defined in Section 3(b) of the Federal Deposit Insurance
Act;
(i) [
]
A church
plan that is excluded from the definition of an investment company under Section
3(c)(14) of the Investment Company Act of 1940;
(
j) [
]
A
non-U.S. institution in accordance with Section
240.13d-1(b)(1)(ii)(J);
(k) [
]
Group, in
accordance with Section 240.13d-1(b)(1)(ii)(K).
Not Applicable.
Item 4.
Ownership.
Provide
the following information regarding the aggregate number and percentage of the
class of securities of the issuer identified in Item 1.
The
following information is provided as of December 31, 2008.
|
(a)
|
Amount beneficially
owned
:
|
26.8%
|
(c)
|
Number of shares as to
which such person has
:
|
(i)
Sole
power to vote or to direct the vote:
(ii)
Shared
power to vote or to direct the vote:
0
(iii)
Sole
power to dispose or to direct the disposition of:
(iv)
Shared
power to dispose or to direct the disposition of:
0
________________
(1)
Includes 498,700 shares subject to
stock options which are presently exercisable or which are exercisable within 60
days from December 31, 2008.
Item 5.
Ownership
of Five Percent or Less of a Class.
If this
statement is being filed to report the fact that as of the date hereof the
reporting person has ceased to be the beneficial owner of more than five percent
of the class of securities, check the following [ ].
Not Applicable.
Item 6.
Ownership
of More than Five Percent on Behalf of Another Person.
Not Applicable.
Item 7.
Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported
on By the Parent Holding Company or Control Person.
Not Applicable.
Item 8.
Identification
and Classification of Members of the Group.
Not Applicable.
Item 9.
Notice of
Dissolution of Group.
Not Applicable.
Item 10.
Certification.
Not Applicable.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and
correct.
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Date:
February
13
,
2009
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By:
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/s/ Donald E. Brown, M.D.
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Name:
Donald E. Brown, M.D.
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