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 *
  Shulkin Jonathan K
2. Date of Event Requiring Statement (Month/Day/Year)
03/20/2014
3. Issuer Name and Ticker or Trading Symbol
SOLARCITY CORP [SCTY]
(Last)
(First)
(Middle)
C/O SOLARCITY CORPORATION, 3055 CLEARVIEW WAY
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN MATEO, CA 94402
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 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 2,583,976
I
By LLC (1)
Common Stock 41,500
I
By LLC (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
Shulkin Jonathan K
C/O SOLARCITY CORPORATION
3055 CLEARVIEW WAY
SAN MATEO, CA 94402
  X      

Signatures

/s/Jonathan K. Shulkin 03/20/2014
**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) Valor Solar Holdings, LLC is the record and beneficial owner of 2,583,976 shares. Reporting person is managing director of Valor Equity Partners, the managing member of Valor Solar Holdings LLC and reporting person disclaims beneficial ownership of the shares, except to the extent of his pecuniary interest therein.
(2) Valor VC, LLC is the record and beneficial owner of 41,500 shares. Reporting person is managing director of Valor Equity Partners, the managing member of Valor VC LLC and reporting person disclaims beneficial ownership of the shares, except to the extent of his pecuniary interest therein.

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