Ownership Submission
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, 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 *
  HIBBERD DOUGLAS G
 2. Date of Event Requiring Statement (Month/Day/Year)
02/07/2014		 3. Issuer Name and Ticker or Trading Symbol
SolarWinds, Inc. [SWI]
(Last)
(First)
(Middle)
C/O SOLARWINDS, INC., 7171 SOUTHWEST PARKWAY, BUILDING 400		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Pres., Bus.Operations
 5. If Amendment, Date Original Filed(Month/Day/Year)
02/18/2014
(Street)

AUSTIN, TX 78735		 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 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 85,352 (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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HIBBERD DOUGLAS G
C/O SOLARWINDS, INC.
7171 SOUTHWEST PARKWAY, BUILDING 400
AUSTIN, TX 78735		       EVP, Pres., Bus.Operations  

Signatures

/s/ Jason W. Bliss, Attorney in Fact 07/15/2014
**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) This Amended Form 3 is filed to correct the number of shares held by the reporting person as reported on the reporting person's original Form 3 filed on February 18, 2014. The omitted shares were also omitted from a subsequent Form 4 filed by the reporting person. As of the reporting date, the reporting person's holdings included 81,950 restricted stock units that entitle the reporting person to receive one share of the issuer's common stock per restricted stock unit subject to vesting conditions and 3,402 shares directly held by the reporting person.

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