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 * COLELLA SAMUEL D   2. Issuer Name and Ticker or Trading Symbol THERMAGE INC [THRM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 3000 SAND HILL ROAD, BLDG 4, SUITE 210 3. Date of Earliest Transaction (Month/Day/Year) 11/15/2006 (Street) MENLO PARK, CA 94025 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 11/15/2006   C   2,746,558 A (1) 2,894,030 I (2) By Institutional Venture Partners VII, L.P. Common Stock 11/15/2006   C   56,538 A (1) 56,538 I (3) By Institutional Venture Management VII, L.P. Common Stock 11/15/2006   C   23,836 A (1) 23,836 I (4) By IVP Founders Fund I, L.P.

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
Series A Convertible Preferred Stock	(5)	11/15/2006		C			922,400	(6)	(1)	Common Stock	922,400	(1)	0	I (2)	By Institutional Venture Partners VII, L.P.
Series B Convertible Preferred Stock	(5)	11/15/2006		C			739,623	(6)	(1)	Common Stock	739,623	(1)	0	I (2)	By Institutional Venture Partners VII, L.P.
Series C Convertible Preferred Stock	(5)	11/15/2006		C			1,084,535	(6)	(1)	Common Stock	1,084,535	(1)	0	I (2)	By Institutional Venture Partners VII, L.P.
Series A Convertible Preferred Stock	(5)	11/15/2006		C			19,311	(6)	(1)	Common Stock	19,311	(1)	0	I (3)	By Institutional Venture Management VII, L.P.
Series B Convertible Preferred Stock	(5)	11/15/2006		C			15,094	(6)	(1)	Common Stock	15,094	(1)	0	I (3)	By Institutional Venture Management VII, L.P.
Series C Convertible Preferred Stock	(5)	11/15/2006		C			22,133	(6)	(1)	Common Stock	22,133	(1)	0	I (3)	By Institutional Venture Management VII, L.P.
Series A Convertible Preferred Stock	(5)	11/15/2006		C			23,836	(6)	(1)	Common Stock	23,836	(1)	0	I (4)	By IVP Founders Fund I, L.P.

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
COLELLA SAMUEL D 3000 SAND HILL ROAD BLDG 4, SUITE 210 MENLO PARK, CA 94025	X
INSTITUTIONAL VENTURE PARTNERS VII 3000 SAND HILL ROAD BUILDING 2, SUITE 250 MENLO PARK, CA 94025	X	X
INSTITUTIONAL VENTURE MANAGEMENT VII LP 3000 SAND HILL ROAD BUILDING 2, SUITE 250 MENLO PARK, CA 94025	X	X

Signatures

/s/ Samuel D. Colella		11/17/2006
**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)	Not applicable.
(2)	The reported securities are owned directly by Institutional Venture Partners VII, L.P. and indirectly by Institutional Venture Management VII, L.P. as general partner of Institutional Venture Partners VII, L.P. Mr. Colella shares voting and investment control over all securities held by Institutional Venture Partners VII, L.P. and Institutional Venture Management VII, L.P. Mr. Colella and Institutional Venture Management VII, L.P. disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein.
(3)	The reported securities are owned directly by Institutional Venture Management VII, L.P. Mr. Colella shares voting and investment control over all securities held by Institutional Venture Management VII, L.P. Mr. Colella disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. Institutional Venture Partners VII, L.P. disclaims beneficial ownership of these securities.
(4)	Mr. Colella shares voting and investment control over all securities held by IVP Founders Fund I, L.P. Mr. Colella disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. Institutional Venture Partners VII, L.P. and Institutional Venture Management VII, L.P. disclaim beneficial ownership of these securities.
(5)	1-for-1.
(6)	Immediately.

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