UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Kayak Software Corporation

(Name of Issuer)

Class A Common Stock, $0.001 par value per share

(Title of Class of Securities)

486577 109

(CUSIP Number)

December 31, 2013

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP No. 486577 109				Page 2 of 11

Schedule 13G

Item 1(a).

Name of Issuer:

Kayak Software Corporation

Item 1(b).

Address of Issuer’s Principal Executive Offices:

The Issuer’s principal executive offices are located at 55 North Water Street, Suite 1, Norwalk, CT.

Item 2(a).

Names of Persons Filing:

This joint statement on Schedule 13G is being filed by General Catalyst Group V, L.P., a Delaware limited partnership (“GC V”), General Catalyst Group V Supplemental, L.P., a Delaware limited partnership (“GC V Supplemental”), General Catalyst Group III, L.P., a Delaware limited partnership (“GC III”), General Catalyst Group II, L.P., a Delaware limited partnership (“GC II”), GC Entrepreneurs Fund V, L.P., a Delaware limited partnership (“E Fund V”), GC Entrepreneurs Fund III, L.P., a Delaware limited partnership (“E Fund III”), GC Entrepreneurs Fund II, L.P., a Delaware limited partnership (“E Fund II”, and collectively with GC V, GC V Supplemental, GC III, GC II, E Fund V and E Fund III, the “GC Funds”), General Catalyst Partners V L.P., a Delaware limited partnership (“GC V GPLP”), General Catalyst Partners III, L.P., a Delaware limited partnership (“GC III GPLP”), General Catalyst Partners II, L.P., a Delaware limited partnership (“GC II GPLP”), General Catalyst GP V, LLC, a Delaware limited liability company (“GC V GPLLC”), General Catalyst GP III, LLC, a Delaware limited liability company (“GC III GPLLC”), General Catalyst GP II, LLC, a Delaware limited liability company (“GC II GPLLC”), and the Managers (as defined below), who are collectively referred to herein as the “Reporting Persons.” GC V GPLP is the sole general partner of GC V, GC V Supplemental and E-Fund V. GC III GPLP is the sole general partner of GC III and E Fund III. GC II GPLP is the sole general partner of GC II and E Fund II. GC V GPLLC is the sole general partner of GC V GPLP. GC III GPLLC is the sole general partner of GC III GPLP. GC II GPLLC is the sole general partner of GC II GPLP. Joel E. Cutler, David P. Fialkow and David J. Orfao (collectively, the “Managers”) are Managing Directors of each of GC V GPLLC, GC III GPLLC and GC II GPLLC. The Reporting Persons have entered into a Joint Filing Agreement, dated as of the date hereof, a copy of which is filed with this Schedule 13G as Exhibit 1 (which is incorporated herein by reference), pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k) under the Act.

Item 2(b).

Address of Principal Business Office or, if None, Residence:

The address of the principal business office of all Reporting Persons is 20 University Road, 4th Floor, Cambridge, MA 02138.

Item 2(c).

Citizenship:

Each of the GC Funds, GC V GPLP, GC III GPLP and GC II GPLP is a limited partnership organized under the laws of the State of Delaware. Each of GC V GPLLC, GC III GPLLC and GC II GPLLC is a limited liability company organized under the laws of the State of Delaware. Each of the Managers is a U.S. citizen.

Item 2(d).

Title of Class of Securities:

Class A Common Stock, $0.001 par value per share (“Class A Common Shares”).


CUSIP No. 486577 109				Page 3 of 11

Item 2(e).

CUSIP Number:

486577 109

Item 3.

If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Item 4.

Ownership.

Not applicable.

Item 5.

Ownership of Five Percent or Less of a Class.

Each Reporting Person has ceased to beneficially own five percent (5%) or more of the Issuer’s outstanding Class A Common Shares.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not applicable.

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable.

Item 10.

Certification.

Not Applicable. This statement on Schedule 13G is not filed pursuant to §240.13d-1(b) or §240.13d-1(c).

Material to be Filed as Exhibits.

Exhibit 1 – Agreement regarding joint filing of Schedule 13G.


CUSIP No. 486577 109				Page 4 of 11

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.


Date:	February 11, 2014

GENERAL CATALYST GROUP V, L.P.

By:	GENERAL CATALYST PARTNERS V, L.P.
	its General Partner

	By:	GENERAL CATALYST GP V, LLC
		its General Partner

		By:	/s/ William J. Fitzgerald
			William J. Fitzgerald
			Member, COO and CFO

GENERAL CATALYST GROUP V SUPPLEMENTAL, L.P.

By:	GENERAL CATALYST PARTNERS V, L.P.
	its General Partner

	By:	GENERAL CATALYST GP V, LLC
		its General Partner

		By:	/s/ William J. Fitzgerald
			William J. Fitzgerald
			Member, COO and CFO

GC ENTREPRENEURS FUND V, L.P.

By:	GENERAL CATALYST PARTNERS V, L.P.
	its General Partner

	By:	GENERAL CATALYST GP V, LLC
		its General Partner

		By:	/s/ William J. Fitzgerald
			William J. Fitzgerald
			Member, COO and CFO


CUSIP No. 486577 109				Page 5 of 11


GENERAL CATALYST PARTNERS V, L.P.

By:	GENERAL CATALYST GP V, LLC
	its General Partner

	By:	/s/ William J. Fitzgerald
		William J. Fitzgerald
		Member, COO and CFO

GENERAL CATALYST GP V, LLC

By:	/s/ William J. Fitzgerald
	William J. Fitzgerald
	Member, COO and CFO

GENERAL CATALYST GROUP III, L.P.

By:	GENERAL CATALYST PARTNERS III, L.P.
	its General Partner

	By:	GENERAL CATALYST GP III, LLC
		its General Partner

		By:	/s/ William J. Fitzgerald
			William J. Fitzgerald
			Member, COO and CFO

GC ENTREPRENEURS FUND III, L.P.

By:	GENERAL CATALYST PARTNERS III, L.P.
	its General Partner

	By:	GENERAL CATALYST GP III, LLC
		its General Partner

		By:	/s/ William J. Fitzgerald
			William J. Fitzgerald
			Member, COO and CFO


CUSIP No. 486577 109				Page 6 of 11


GENERAL CATALYST PARTNERS III, L.P.

By:	GENERAL CATALYST GP III, LLC
	its General Partner

	By:	/s/ William J. Fitzgerald
		William J. Fitzgerald
		Member, COO and CFO

GENERAL CATALYST GP III, LLC

By:	/s/ William J. Fitzgerald
	William J. Fitzgerald
	Member, COO and CFO

GENERAL CATALYST GROUP II, L.P.

By:	GENERAL CATALYST PARTNERS II, L.P.
	its General Partner

	By:	GENERAL CATALYST GP II, LLC
		its General Partner

		By:	/s/ William J. Fitzgerald
			William J. Fitzgerald
			Member, COO and CFO

GC ENTREPRENEURS FUND II, L.P.

By:	GENERAL CATALYST PARTNERS II, L.P.
	its General Partner

	By:	GENERAL CATALYST GP II, LLC
		its General Partner

		By:	/s/ William J. Fitzgerald
			William J. Fitzgerald
			Member, COO and CFO


CUSIP No. 486577 109				Page 7 of 11


GENERAL CATALYST PARTNERS II, L.P.

By:	GENERAL CATALYST GP II, LLC
	its General Partner

	By:	/s/ William J. Fitzgerald
		William J. Fitzgerald
		Member, COO and CFO

GENERAL CATALYST GP II, LLC

By:	/s/ William J. Fitzgerald
	William J. Fitzgerald
	Member, COO and CFO

By:	/s/ Joel E. Cutler
	Joel E. Cutler

By:	/s/ David P. Fialkow
	David P. Fialkow

By:	/s/ David J. Orfao
	David J. Orfao

KAYAK Software Corp SC 13G/A