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 * Riseman Benson A   2. Issuer Name and Ticker or Trading Symbol GREEN DOT CORP [GDOT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 605 E. HUNTINGTON DRIVE, SUITE 205 3. Date of Earliest Transaction (Month/Day/Year) 12/13/2010 (Street) MONROVIA, CA 91016 4. If Amendment, Date Original Filed(Month/Day/Year) 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 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 Class A Common Stock 12/13/2010   C   427,633 A $ 0 427,633 (1) I By Benson A. Riseman Living Trust Class A Common Stock 12/13/2010   S   427,633 D $ 58.56 0 I By Benson A. Riseman Living Trust Class A Common Stock 12/13/2010   C   39,596 A $ 0 39,596 (1) I By Benson A Riseman Grantor Retained Annuity Trust Class A Common Stock 12/13/2010   S   39,596 D $ 58.56 0 I By Benson A Riseman Grantor Retained Annuity Trust Class A Common Stock 12/13/2010   C   15,555 A $ 0 15,555 (1) I By Benson A. Riseman Irrevocable Life Insurance Trust Class A Common Stock 12/13/2010   S   15,555 D $ 58.56 0 I By Benson A. Riseman Irrevocable Life Insurance Trust Class A Common Stock               100 D

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

Class B Common Stock (2)

$ 0

12/13/2010

C

427,633

(2)

(2)

Class A Common Stock (3)

427,633

$ 0

528,401 (1)

I

By Benson A. Riseman Living Trust

Class B Common Stock (2)

$ 0

12/13/2010

C

39,596

(2)

(2)

Class A Common Stock (3)

39,596

$ 0

46,762 (1)

I

By Benson A Riseman Grantor Retained Annuity Trust

Class B Common Stock (2)

$ 0

12/13/2010

C

15,555

(2)

(2)

Class A Common Stock (3)

15,555

$ 0

11,470 (1)

I

By Benson A. Riseman Irrevocable Life Insurance Trust

Class B Common Stock (2)

$ 0

(2)

(2)

Class A Common Stock

4,937

4,937 (1)

I

Benson Riseman 2010 GRAT

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Riseman Benson A 605 E. HUNTINGTON DRIVE, SUITE 205 MONROVIA, CA 91016		X

Signatures

/s/ Lina Davidian as attorney-in-fact for Benson A. Riseman		12/14/2010
**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)	The reporting person is the trustee of the trust.
(2)	The Class B Common Stock is convertible at the holder's option into the issuer's Class A Common Stock on a 1-for-1 basis and has no expiration date.
(3)	The holder elected to convert the shares of Class B Common Stock into Class A Common Stock, which Class A Common Stock has no exercisable date or expiration date.

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