FORM 4
[ X ] 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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

DST GLOBAL II, L.P.
2. Issuer Name and Ticker or Trading Symbol

Facebook Inc [ FB ]
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)

C/O TULLOCH & CO., 4 HILL STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

5/22/2012
(Street)

LONDON, X0 W1J 5NE
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   5/22/2012     S    2085289   D $37.582   3909914   D   (1)  
Class A Common Stock   5/22/2012     S    17750421   D $37.582   30372774   I   See Footnote   (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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

Explanation of Responses:
(1)  These shares are owned directly by DST Global II, L.P., whose general partner is DST Manager Limited, which is a wholly-owned subsidiary of DST Global Advisors Limited, which is a wholly-owned subsidiary of Cardew Services Limited, which is a wholly-owned subsidiary of Orland Properties Limited, which is controlled by The Yury Milner Trust. Each reporting person other than DST Global II, L.P. and The Yury Milner Trust may be deemed to have an indirect pecuniary interest in the shares but disclaims beneficial ownership.
(2)  DST Gl obal Advisors Limited may be deemed to have an indirect pecuniary interest in these shares, which are held by an unrelated third party, by virtue of an entitlement to fees based on investment performance of the shares. DST Global Advisors Limited disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.

Remarks:
Due to a management agreement with DST USA II Limited, DST Global Advisers Limited was deemed to have beneficial ownership of shares held directly and reported by DST USA II Limited, including shares sold on May 22, 2012, but DST Global Advisers Limited had no pecuniary interest in such shares. The management agreement was terminated on May 22, 2012 following consummation of the Issuer's initial public offering, and DST Global Advisers Limited now has no beneficial ownership or pecuniary interest in such shares.

Exhibit List:
Exhibit 99 - Joint Filer Information

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
DST GLOBAL II, L.P.
C/O TULLOCH & CO., 4 HILL STREET
LONDON, X0 W1J 5NE

X

DST Managers Ltd
C/O TULLOCH & CO., 4 HILL STREET
LONDON, X0 W1J 5NE

X

DST Global Advisors Ltd
C/O TULLOCH & CO., 4 HILL STREET
LONDON, X0 W1J 5NE

X

Cardew Services Ltd
C/O TULLOCH & CO., 4 HILL STREET
LONDON, X0 W1J 5NE

X

Orland Properties Ltd
C/O TULLOCH & CO., 4 HILL STREET
LONDON, X0 W1J 5NE

X

Channel Trustees Ltd as trustee of the Yury Milner Trust
C/O TULLOCH & CO., 4 HILL STREET
LONDON, X0 W1J 5NE

X


Signatures
/s/ DST Global II, L.P., By: DST Managers Limited, its general partner By: /s/ Alastair Tulloch, Secretary 5/24/2012
** Signature of Reporting Person Date

/s/ DST Managers Limited, By: /s/ Alastair Tulloch, Secretary 5/24/2012
** Signature of Reporting Person Date

/s/ DST Global Advisors Limited, By: /s/ Alastair Tulloch, Secretary 5/24/2012
** Signature of Reporting Person Date

/s/ Cardew Services Limited, By: /s/ Alastair Tulloch, Secretary 5/24/2012
** Signature of Reporting Person Date

/s/ Orland Properties Limited, By: /s/ Alastair Tulloch, Secretary 5/24/2012
** Signature of Reporting Person Date

/s/ The Yury Milner Trust, By: /s/ Alastair, Tulloch, Trustee 5/24/2012
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
                                                                      Exhibit 99


                         Form 4 Joint Filer Information

Names:                    DST Global II, L.P.
                          DST Managers Limited
                          DST Global Advisors Limited
                          Cardew Services Limited
                          Orland Properties Limited

Address:                  c/o Tulloch & Co.
                          4 Hill Street
                          London W1J 5NE
                          United Kingdom

Designated Filer:         DST Global II, L.P,

Issuer & Ticker Symbol:   Facebook, Inc, (FB)

Date of Event Requiring
Statement:                5/22/12

Signature:                /s/ Alastair Tulloch
                          --------------------
                          Secretary

Name:                     The Yury Milner Trust

Address:                  c/o Tulloch & Co.
                          4 Hill Street
                          London W1J 5NE
                          United Kingdom

Designated Filer:         DST Global II, L.P.

Issuer & Ticker Symbol:   Facebook, Inc, (FB)

Date of Event Requiring
Statement:                5/22/12

Signature:                /s/ Alastair Tulloch
                          --------------------
                          Trustee