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 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(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * SABHLOK RAJ P   2. Issuer Name and Ticker or Trading Symbol EMBARCADERO TECHNOLOGIES INC [EMBT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Sr. VP of Operations (Last) (First) (Middle) C/O EMBARCADERO TECHNOLOGIES, INC., 100 CALIFORNIA STREET, 12TH FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 06/25/2007 (Street) SAN FRANCISCO, CA 94111 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 06/25/2007   D   216,063 D (1) 0 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		7. Title and Amount of Underlying Securities (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
Stock Option (Right to Buy)	$ 5	06/25/2007		D			6,250	(2)	01/15/2010	Common Stock	6,250	(2)	0	D
Stock Option (Right to Buy)	$ 1.5	06/25/2007		D			131,414	(2)	01/15/2010	Common Stock	131,414	(2)	0	D
Stock Option (Right to Buy)	$ 15.6	06/25/2007		D			100,000	(3)	12/19/2010	Common Stock	100,000	$ 0	0	D
Stock Option (Right to Buy)	$ 11.48	06/25/2007		D			50,000	(3)	06/14/2011	Common Stock	50,000	$ 0	0	D
Stock Option (Right to Buy)	$ 6.76	06/25/2007		D			50,000	(2)	10/13/2012	Common Stock	50,000	(2)	0	D
Stock Option (Right to Buy)	$ 5	06/25/2007		D			59,836	(2)	01/15/2010	Common Stock	59,836	(2)	0	D
Stock Option (Right to Buy)	$ 4.18	06/25/2007		D			50,000	(2)	10/16/2012	Common Stock	50,000	(2)	0	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SABHLOK RAJ P C/O EMBARCADERO TECHNOLOGIES, INC. 100 CALIFORNIA STREET, 12TH FLOOR SAN FRANCISCO, CA 94111			Sr. VP of Operations

Signatures

/s/ Michael Shahbazian, by power of attorney		06/27/2007
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Disposed of pursuant to an Agreement and Plan of Merger, dated as of April 5, 2007, by and among EMB Holding Corp., EMBT Merger Corp. and the Issuer (the "Merger Agreement"). All unvested restricted stock were accelerated and became fully vested immediately prior to the completion of the merger pursuant to the Merger Agreement, and any repurchase option lapsed, and all shares of common stock held by Reporting Person were converted into the right to receive $7.20 in cash, without interest.
(2)	This option was canceled in the merger pursuant to the Merger Agreement in exchange for the right to receive a cash payment, without interest, less applicable withholding taxes, in an amount equal to the product of (i) the total number of shares of the Issuer's common stock subject to the option, multiplied by (ii) the excess of $7.20 over the exercise price per share of the Issuer's common stock underlying this option.
(3)	This option was canceled in the merger pursuant to the Merger Agreement without payment.

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