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 *
  RHO Ventues VI LP
2. Date of Event Requiring Statement (Month/Day/Year)
12/21/2009
3. Issuer Name and Ticker or Trading Symbol
BLUEFLY INC [BFLY]
(Last)
(First)
(Middle)
152 WEST 57TH STREET, 23RD FLOOR
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)

NEW YORK, NY 10019
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 2,786,337
I (1) (2)
See notes (1) (2)

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
RHO Ventues VI LP
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
Rho Capital Partners LLC
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
RMV VI, L.L.C.
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
RUCH JOSHUA
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
KAIROUZ HABIB
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
LESCHLY MARK
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    

Signatures

/s/ Jeffrey I. Martin, Authorized Signer 12/21/2009
**Signature of Reporting Person Date

/s/ Jeffrey I. Martin, Authorized Signer 12/21/2009
**Signature of Reporting Person Date

/s/ Jeffrey I. Martin, Authorized Signer 12/21/2009
**Signature of Reporting Person Date

/s/ Jeffrey I. Martin, Authorized Signer 12/21/2009
**Signature of Reporting Person Date

/s/ Jeffrey I. Martin, Authorized Signer 12/21/2009
**Signature of Reporting Person Date

/s/ Jeffrey I. Martin, Authorized Signer 12/21/2009
**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) The reported shares (the "Shares") are owned directly by Rho Ventures VI, L.P. ("Rho Ventures"). RMV VI, L.L.C. ("RMV"), is the general partner of Rho Ventures, Rho Capital Partners LLC ("Rho Capital Partners") is the managing member of RMV, and Mark Leschly, Habib Kairouz and Joshua Ruch are managing members of Rho Capital Partners. RMV disclaims beneficial ownership of the Shares, except to the extent of its pecuniary interest, if any, in the Shares by virtue of its general partner interest in Rho Ventures. Rho Capital Partners disclaims beneficial ownership of the Shares, except to the extent of its pecuniary interest, if any, in the Shares by virtue of its membership interest in RMV. (Continued to footnote 2)
(2) Each of Mark Leschly, Habib Kairouz and Joshua Ruch disclaims beneficial ownership of the Shares, except to the extent of his pecuniary interest, if any, in the Shares by virtue of his membership interest in Rho Capital Partners and, as applicable, direct or indirect limited partner interest in Rho Ventures. The reporting persons may be deemed to be members of a Section 13(d) group owning more than 10% of the issuer's outstanding common stock, based upon Rho Ventures being party to that certain Amended and Restated Voting Agreement (the "Voting Agreement") dated December 21, 2009. Pursuant to that agreement, Rho Ventures has certain rights, including the right to designate, subsequent to the acquisition of the Shares to which this report relates, two representatives on the board of directors of the issuer.
 
Remarks:
* On behalf of Rho Ventures, RMV, Rho Capital Partners, Mark Leschly, Habib Kairouz and Joshua Ruch.

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