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

OMB APPROVAL OMB Number: 3235-0104 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person *   EBAY INC 2. Date of Event Requiring Statement (Month/Day/Year) 06/29/2015 3. Issuer Name and Ticker or Trading Symbol PayPal Holdings, Inc. [PYPL] (Last) (First) (Middle) 2065 HAMILTON AVENUE 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) SAN JOSE, CA 95125 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, par value $0.0001 per share (1) 1,000 D Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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
EBAY INC 2065 HAMILTON AVENUE SAN JOSE, CA 95125	Â	  X	Â	Â

Signatures

/s/ Russell S. Elmer		06/29/2015
**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 Form 3 is being filed in connection with the U.S. SEC's declaration of effectiveness of the Reg. Statement on Form 10 of PayPal Holdings, Inc. ("PayPal"), which describes the planned separation of PayPal from eBay Inc. ("eBay"). Pursuant to PayPal's Cert. of Incorporation (as amended), effective as of the close of business on the date set by resolution of the Board of Directors of eBay as the record date for distribution of shares of PayPal's Common Stock to holders of shares of eBay's common stock (such time, the "Effective Time"), the 1,000 shares of PayPal's Common Stock held by eBay prior to the Effective Time shall, automatically by operation of law and without any further action of the part of PayPal or eBay, be subdivided and converted into a number of shares of validly issued, fully paid and non-assessable shares of PayPal's Common Stock equal to the number of shares of common stock, par value $0.001 per share, of eBay, issued and outstanding as of the Effective Time.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.