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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1. Name and Address of Reporting Person * Updata Partners III LP   2. Issuer Name and Ticker or Trading Symbol Amber Road, Inc. [AMBR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) __X__ Other (specify below) former 10% owner (Last) (First) (Middle) 2445 M STREET, 3RD FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 10/31/2014 (Street) WASHINGTON, DC 20037 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ 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 10/31/2014   S   2,051,612 (1) D $ 12.9657 1,037,571 (2) I By Funds (3)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Updata Partners III LP 2445 M STREET, 3RD FLOOR WASHINGTON, DC 20037				former 10% owner
UVP II Executive Fund, LP 2445 M STREET, 3RD FLOOR WASHINGTON, DC 20037				former 10% owner
Updata Venture Partners II B, LP 2445 M STREET, 3RD FLOOR WASHINGTON, DC 20037				former 10% owner
Updata Venture Partners II, LP 2445 M STREET, 3RD FLOOR WASHINGTON, DC 20037				former 10% owner
Updata Associates III, LP 2445 M STREET, 3RD FLOOR WASHINGTON, DC 20037				former 10% owner
Updata Venture Associates II, L.P. 2445 M STREET, 3RD FLOOR WASHINGTON, DC 20037				former 10% owner
NJVA III, LLC 2445 M STREET, 3RD FLOOR WASHINGTON, DC 20037				former 10% owner
NJVA, LLC 2445 M STREET, 3RD FLOOR WASHINGTON, DC 20037				former 10% owner

Signatures

/s/ Bernard M. Goldsmith, Member of NJVA III, LLC, General Partner of Updata Associates III, L.P., General Partner of Updata Partners III, L.P.		11/03/2014
**Signature of Reporting Person		Date
/s/ Bernard M. Goldsmith, Member of NJVA, LLC, General Partner of Updata Venture Associates II, L.P., General Partner of UVP II Executive Fund, L.P.		11/03/2014
**Signature of Reporting Person		Date
/s/ Bernard M. Goldsmith, Member of NJVA, LLC, General Partner of Updata Venture Associates II, L.P., General Partner of Updata Venture Partners II B, L.P.		11/03/2014
**Signature of Reporting Person		Date
/s/ Bernard M. Goldsmith, Member of NJVA, LLC, General Partner of Updata Venture Associates II, L.P., General Partner of Updata Venture Partners II, L.P.		11/03/2014
**Signature of Reporting Person		Date
/s/ Bernard M. Goldsmith, Member of NJVA III, LLC, General Partner of Updata Associates III, L.P.		11/03/2014
**Signature of Reporting Person		Date
/s/ Bernard M. Goldsmith, Member of NJVA, LLC, General Partner of Updata Venture Associates II, L.P.		11/03/2014
**Signature of Reporting Person		Date
/s/ Bernard M. Goldsmith, Member of NJVA III, LLC		11/03/2014
**Signature of Reporting Person		Date
/s/ Bernard M. Goldsmith, Member of NJVA, LLC		11/03/2014
**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)	Includes 1,648,197 shares sold by Updata Partners III, L.P. ("UP III"), 20,557 shares sold by UVP II Executive Fund, L.P. ("UVP II Ex"), 62,569 shares sold by Updata Venture Partners II B, L.P. ("UVP II B") and 320,289 shares sold by Updata Venture Partners II, L.P. ("UVP II" and together with UP III, UVP II Ex and UVP II B, the "Funds").
(2)	Includes 833,551 shares held by UP III, 10,396 shares held by UVP II Ex, 31,643 shares held by UVP II B and 161,981 shares held by UVP II.
(3)	NJVA III, LLC is the general partner of Updata Associates III, L.P., which is the general partner of UP III. NJVA, LLC is the general partner of Updata Venture Associates II, L.P., which is the general partner of UVP II Ex, UVP II B and UVP II. The Reporting Persons disclaim beneficial ownership of the shares held by the Funds except to the extent of each Reporting Person's own pecuniary interest therein.

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