Facebook Inc (Form: 3, Received: 05/17/2012 20:20:48)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	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. Date of Event Requiring Statement (MM/DD/YYYY) 5/17/2012
3. Issuer Name and Ticker or Trading Symbol
Facebook Inc [FB]

(Last)        (First)        (Middle)
C/O TULLOCH & CO., 4 HILL STREET
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)
LONDON, X0 W1J 5NE

(City)              (State)              (Zip) 5. 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 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)

Class A Common Stock 5995203 D ⁽¹⁾

Class A Common Stock 48123195 I See Footnote ⁽²⁾

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)

1. Title of Derivate Security
(Instr. 4) 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 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

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) Of the reporting persons, only 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:
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

DST Global II, L.P., By: DST Managers Limited, its general partner, By: /s/ Alastair Tulloch, Secretary 5/17/2012

^** Signature of Reporting Person Date

DST Managers Limited, By: /s/ Alastair Tulloch, Secretary 5/17/2012

^** Signature of Reporting Person Date

DST Global Advisors Limited, By: /s/ Alastair Tulloch, Secretary 5/17/2012

^** Signature of Reporting Person Date

Cardew Services Limited, By: /s/ Alastair Tulloch, Secretary 5/17/2012

^** Signature of Reporting Person Date

Orland Properties Limited, By: /s/ Alastair Tulloch, Secretary 5/17/2012

^** Signature of Reporting Person Date

The Yury Milner Trust, By: /s/ Alastair Tulloch, Trustee 5/17/2012

^** 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 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).

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.

Table I - Non-Derivative Securities Beneficially Owned
Class A Common Stock	5995203	D ⁽¹⁾
Class A Common Stock	48123195	I	See Footnote ⁽²⁾

                                                                      Exhibit 99



                         Form 3 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:                        5/17/12

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:                        5/17/12

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

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)
Class A Common Stock	5995203	D ⁽¹⁾
Class A Common Stock	48123195	I	See Footnote ⁽²⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		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)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)

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)	Of the reporting persons, only 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.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	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
DST Global II, L.P., By: DST Managers Limited, its general partner, By: /s/ Alastair Tulloch, Secretary		5/17/2012
^** Signature of Reporting Person		Date
DST Managers Limited, By: /s/ Alastair Tulloch, Secretary		5/17/2012
^** Signature of Reporting Person		Date
DST Global Advisors Limited, By: /s/ Alastair Tulloch, Secretary		5/17/2012
^** Signature of Reporting Person		Date
Cardew Services Limited, By: /s/ Alastair Tulloch, Secretary		5/17/2012
^** Signature of Reporting Person		Date
Orland Properties Limited, By: /s/ Alastair Tulloch, Secretary		5/17/2012
^** Signature of Reporting Person		Date
The Yury Milner Trust, By: /s/ Alastair Tulloch, Trustee		5/17/2012
^** 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 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).
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.