**Exhibit 10.12**
**Summary of Compensation for Named Executive Officers**
Set forth below is a summary of the compensation provided by ZipRealty, Inc. (the “Company”) to itsnamed executive officers. This compensation is reviewed and determined at least annually by theCompensation Committee of the Company’s Board of Directors and is subject to its continueddiscretion. All of the Company’s named executive officers are at-will employees whose employmentstatus may be changed at any time in the discretion of the Company’s Board of Directors or ChiefExecutive Officer, as applicable.
In order to meet the Company’s compensation objectives for its named executive officers, theCompensation Committee awards three types of annual compensation: base salaries, incentive bonusesand equity grants.
**Base Salaries.**Effective April 1, 2005, the named executive officers are scheduled to receive thefollowing annual base salaries in their current positions:       **Annual Base** **Name and Principal Position** **Salary ($)** Eric A. Danziger $325,000 President and Chief Executive Officer    Gary M. Beasley  225,000 Executive Vice President and Chief FinancialOfficer    William Scott Kucirek  175,000 Executive Vice President of New MarketDevelopment    William C. Sinclair  175,000 Senior Vice President of Sales and Operations    Joseph Patrick Lashinsky  175,000 Vice President of Marketing and BusinessDevelopment    
The Compensation Committee determined these salaries after considering the Company’s ability toattract and retain qualified individuals, certain salary comparables for the market, and theCompany’s desire to gradually adjust certain salaries to reflect market salaries and the skills ofthe named executive officers.
**Incentive Bonuses.**The Compensation Committee granted incentive bonuses for the named executiveofficers during fiscal year 2004. Those bonuses were not made under a plan but, rather, weredetermined by the Compensation Committee in its discretion in light of the Company’s financial andoperating performance during the year, the efforts of
 

 

the named executive officers in completing the Company’s initial public offering, and the fact thatthe proposed bonuses were required to be proportionately reduced if profits for fiscal year 2004did not equal or exceed certain profit targets. The Compensation Committee is currently consideringthe adoption of a bonus plan for the named executive officers for fiscal year 2005 based on theachievement of certain objectives.
**Equity Grants.**The named executive officers received equity grants during fiscal year 2004 underthe Company’s 1999 Stock Option Plan and 2004 Equity Incentive Plan. Those grants were determinedbased upon the Company’s financial success and the desire to align the interests of the namedexecutive officers and the Company’s stockholders in the creation of long-term value for theCompany’s stock. The Compensation Committee may grant equity to the named executive officers duringfiscal year 2005 after considering such matters as it deems appropriate. With respect to futureoption grants, given the upcoming requirements concerning the expensing of stock options, theCompensation Committee is considering alternative forms of compensation.
**2004 Compensation**. Base salaries, incentive bonuses and equity grants provided to the Company’snamed executive officers for fiscal year 2004 are included in the Company’s Proxy Statement for its2005 Annual Meeting of Stockholders under the caption, “Executive compensation,” which has beenincorporated by reference into Item 11 of the Company’s Annual Report on Form 10-K for the fiscalyear ended December 31, 2004.