FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 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 *
  AOS Partners, LP
2. Date of Event Requiring Statement (Month/Day/Year)
07/28/2010
3. Issuer Name and Ticker or Trading Symbol
ENVESTNET, INC. [ENV]
(Last)
(First)
(Middle)
35 EAST WACKER DRIVE, SUITE 2400, 
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

CHICAGO, IL 60601
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 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 2,763,879 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock   (2)   (2) Common Stock 3,960,000 (3) $ (2) D  
Series B Preferred Stock   (2)   (2) Common Stock 411,130 (4) $ (2) D  
Series C Preferred Stock   (2)   (2) Common Stock 201,219 (5) $ (2) D  
Common Stock (6)   (6)   (6) Common Stock 251,679 $ (6) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
AOS Partners, LP
35 EAST WACKER DRIVE, SUITE 2400
CHICAGO, IL 60601
    X    
GRP II Investors, L.P.
35 EAST WACKER DRIVE
SUITE 2400
CHICAGO, IL 60601
    X    
GRP II Partners, L.P.
35 EAST WACKER DRIVE
SUITE 2400
CHICAGO, IL 60601
    X    
GRPVC, L.P.
35 EAST WACKER DRIVE
SUITE 2400
CHICAGO, IL 60601
    X    

Signatures

/s/ Shelly O'Brien, by power of attorney for AOS Partners, L.P. 07/28/2010
**Signature of Reporting Person Date

/s/ Shelly O'Brien, by power of attorney for GRP II Investors, L.P. 07/28/2010
**Signature of Reporting Person Date

/s/ Shelly O'Brien, by power of attorney for GRP II Partners, L.P. 07/28/2010
**Signature of Reporting Person Date

/s/ Shelly O'Brien, by power of attorney for GRPVC, L.P. 07/28/2010
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) AOS Partners, L.P. holds 1,854,570 shares, GRP II Investors, L.P. holds 178,048 shares, GRP II Partners, L.P. holds 86,844 shares and GRPVC, L.P. holds 644,417 shares.
(2) The preferred stock is convertible at any time, at the holder's option, and has no stated expiration date. Upon consummation of the issuer's initial public offering, each series of the issuer's preferred stock will automatically convert into the number of shares of the issuer's Common Stock indicated in Part II, Item 3.
(3) AOS Partners, L.P.'s Series A Preferred shares are convertible into 2,657,600 shares, GRP II Investors, L.P.'s Series A Preferred shares are convertible into 254,240 shares, GRP II Partners, L.P.'s Series A Preferred shares are convertible into 125,120 shares and GRPVC, L.P.'s Series A Preferred shares are convertible into 923,040 shares.
(4) AOS Partners, L.P.'s Series B Preferred shares are convertible into 271,573 shares, GRP II Investors, L.P.'s Series B Preferred shares are convertible into 32,890 shares, GRP II Partners, L.P.'s Series B Preferred shares are convertible into 12,334 shares and GRPVC, L.P.'s Series B Preferred shares are convertible into 94,333 shares.
(5) AOS Partners, L.P.'s Series C Preferred shares are convertible into 134,028 shares, GRP II Investors, L.P.'s Series C Preferred shares are convertible into 16,097 shares, GRP II Partners, L.P.'s Series C Preferred shares are convertible into 4,024 shares and GRPVC, L.P.'s Series C Preferred shares are convertible into 47,070 shares.
(6) Represents an interest in the number of shares of the issuer's Common Stock indicated in Part II, Item 3 as a result of the Reporting Persons' beneficial ownership of 252,438 shares of common stock of The EnvestNet Group, Inc. ("ENG"), the issuer's 40.9% shareholder. Upon the consummation of the issuer's initial public offering, ENG will merge with and into the issuer. Each share of ENG common stock will automatically convert into 0.0935 shares of the issuer's Common Stock upon the closing of the issuer's initial public offering. AOS Partners, L.P.'s holding of ENG common stock is convertible into 154,994 shares of the issuer's Common Stock, GRP II Investors, L.P.'s holding of ENG common stock is convertible into 20,134 shares, GRP II Partners, L.P.'s holding of ENG common stock is convertible into 5,033 shares and GRPVC, L.P.'s holding of ENG common stock is convertible into 71,518 shares.

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