Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	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 ^*

Kramer Thomas G.

2. Date of Event Requiring Statement (MM/DD/YYYY) 4/3/2014

3. Issuer Name and Ticker or Trading Symbol

OPOWER, INC. [OPWR]

(Last) (First) (Middle)

C/O OPOWER, INC., 1515 NORTH COURTHOUSE ROAD, 8TH FLOOR

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
Chief Financial Officer /

(Street)

ARLINGTON, VA 22201

(City) (State) (Zip)

5. 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 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	587151 ⁽¹⁾	D

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		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)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽²⁾	12/12/2021	Common Stock	47846	$2.09	D

Explanation of Responses:
( 1)	Including 143,538 shares issued pursuant to an option early exercise and subject to the Issuer's repurcahse right until the shares become fully vested.
( 2)	The option is early exercisable as set forth below. 47,846 shares became exercisable as of December 31, 2011 and an additional 47,846 shares became exercisable on each of January 1, 2012, 2013 and 2014. The remaining 3 shares are exercisable on January 1, 2015. 6,181 shares shall vest on the September 14, 2014, and 13,229 shares shall vest each month thereafter. The option is subject acceleration upon a change of control pursuant to the terms of an agreement between the Issuer and the Reporting Person.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Kramer Thomas G. C/O OPOWER, INC. 1515 NORTH COURTHOUSE ROAD, 8TH FLOOR ARLINGTON, VA 22201			Chief Financial Officer

Signatures
/s/ Michael Sachse, Attorney in fact for Thomas G. Kramer		4/3/2014
^** 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 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).
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.