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 ^*

Warren Miriam

2. Date of Event Requiring Statement (MM/DD/YYYY) 3/4/2021

3. Issuer Name and Ticker or Trading Symbol

YELP INC [YELP]

(Last) (First) (Middle)

C/O YELP INC., 140 NEW MONTGOMERY ST., 9TH FLOOR

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

_____ Director _____ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
Chief Diversity Officer /

(Street)

SAN FRANCISCO, CA 94105

(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	40107 ⁽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)
Employee Stock Option (Right to Buy)	⁽²⁾	1/2/2025	Common Stock	11000.0	$55.15	D
Employee Stock Option (Right to Buy)	⁽²⁾	1/4/2026	Common Stock	8200.0	$27.6	D

Explanation of Responses:
(1)	Includes an aggregate of 35,043 unvested restricted stock units, which vest as follows: a) 1,059 shares that vest in equal quarterly installments over four years following the grant date of January 16, 2018; b) 3,744 shares that vest in equal quarterly installments over four years following the grant date of January 8, 2019; c) 9,060 shares that vest in equal quarterly installments over four years following the grant date of January 15, 2020; d) 3,187 shares, 37.5% of which will vest on May 20, 2021 and 6.25% of which will vest each quarter thereafter until fully vested; and e) 17,993 shares that vest in equal quarterly installments over four years following the grant date of February 5, 2021.
(2)	Fully vested.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Warren Miriam C/O YELP INC. 140 NEW MONTGOMERY ST., 9TH FLOOR SAN FRANCISCO, CA 94105			Chief Diversity Officer