UNITED STATES SECURITIES AND EXCHANGE COMMISSION ~~WASHINGTON~~ Washington, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date ~~Pursuant~~of toReport ~~Section 13 or 15~~(d)Date of ~~the~~earliest ~~Securities~~event ~~Exchange~~reported): August ~~Act~~19, ~~of 1934~~ 2002

~~Date~~PAYPAL, ~~of Report~~ INC. (~~Date~~Exact name of registrant ~~earliest~~as ~~event~~specified ~~reported):~~in ~~August 6,~~its ~~2002~~charter)

~~PayPal, Inc.~~ 000-49603 (~~Exact~~Commission ~~name of registrant as specified in its charter~~File Number)

Delaware (State or other jurisdiction of incorporation ~~000-49603~~or ~~(Commission File Number~~organization) 77-0510487 (I.R.S. Employer Identification No.)

303 Bryant Street Mountain View, CACalifornia 94041 (Address of principal executive offices), with zip code)

(650) 864-8000 (Registrant'’s telephone number, including area code)

~~ITEM~~Not ~~9. REGULATION FD DISCLOSURE~~ Applicable

On(Former ~~August 6,~~name ~~2002,~~or ~~PayPal, Inc. filed its Quarterly Report on Form 10-Q for the quarter ended June 30, 2002 with the~~former ~~Securities and Exchange Commission. Accompanying the report were certifications of PayPal~~address, Inc.'s Chief Executive Officer, Peter A. Thiel, and Chief Financial Officer, Roelof F. Botha, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to be codified at 18 U.S.C. §1350. The text of each of these certifications is set forth below:

if changed ~~Certification~~since ~~of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to be codified at 18 U.S.C. §1350~~ last report)

I,Item ~~Peter A~~5. ~~Thiel,~~Other ~~hereby certify pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to be codified at 18 U~~Events.~~S.C. §1350, that:~~

~~/s/~~In ~~PETER~~a Apress release dated August 20, 2002, PayPal, Inc. ~~THIEL~~and ~~Peter~~eBay AInc. ~~Thiel~~announced ~~Chief~~that ~~Executive~~the ~~Officer~~waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 expired without a formal request from the Department of Justice for additional information or documentary material, which is commonly referred to as a second request. The waiting period pertained to eBay’s pending acquisition of PayPal.

I,The ~~Roelof~~press F.release ~~Botha,~~is attached ~~hereby~~hereto ~~certify~~as ~~pursuant~~Exhibit to99.1 ~~Section 906~~and ofincorporated ~~the~~herein ~~Sarbanes-Oxley~~by ~~Act of 2002, to be codified at 18 U~~reference.~~S.C. §1350, that:~~

~~/s/~~Item ~~ROELOF F~~7. ~~BOTHA~~Financial ~~Roelof~~Statements, F.Pro ~~Botha~~Forma ~~Chief~~ Financial ~~Officer~~Information and Exhibits

~~The~~ Exhibit foregoing certifications are being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and are not being filed as part of the Quarterly Report on Form 10-Q or as a separate disclosure documentNo. Description

2 99.1 Press Release dated August 20, 2002

~~SIGNATURE~~ 2

~~Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~ SIGNATURES

Date: August 6, 2002		PAYPAL, INC.
		By:		/s/ ROELOF F. BOTHA Roelof F. Botha Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	PAYPAL, INC.

	/s/ Roelof F. Botha
Date: August 20, 2002	By:	Roelof F. Botha
	Its:	Chief Financial Officer

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EXHIBIT INDEX

Exhibit No. Description

99.1 Press Release dated August 20, 2002

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