SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BEDELL JEFFREY A
(Last) (First) (Middle)
1850 TOWERS CRESCENT PLAZA
(Street)
VIENNA VA 22182
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MICROSTRATEGY INC [ MSTR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Technology and CTO
3. Date of Earliest Transaction (Month/Day/Year)
12/10/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 12/10/2010 M 12,500 A $24.8 20,696 D
Class A Common Stock 12/10/2010 S 200 D $88.485 20,496(1) D
Class A Common Stock 12/10/2010 S 200 D $88.49 20,296 D
Class A Common Stock 12/10/2010 S 100 D $88.5 20,196 D
Class A Common Stock 12/10/2010 S 500 D $88.51 19,696 D
Class A Common Stock 12/10/2010 S 200 D $88.52 19,496 D
Class A Common Stock 12/10/2010 S 200 D $88.57 19,296 D
Class A Common Stock 12/10/2010 S 100 D $88.585 19,196 D
Class A Common Stock 12/10/2010 S 100 D $88.59 19,096 D
Class A Common Stock 12/10/2010 S 404 D $88.64 18,692 D
Class A Common Stock 12/10/2010 S 200 D $88.68 18,492 D
Class A Common Stock 12/10/2010 S 100 D $88.695 18,392 D
Class A Common Stock 12/10/2010 S 400 D $88.71 17,992 D
Class A Common Stock 12/10/2010 S 36 D $88.72 17,956 D
Class A Common Stock 12/10/2010 S 104 D $88.8027 17,852 D
Class A Common Stock 12/10/2010 S 100 D $88.86 17,752 D
Class A Common Stock 12/10/2010 S 296 D $88.87 17,456 D
Class A Common Stock 12/10/2010 S 100 D $88.925 17,356 D
Class A Common Stock 12/10/2010 S 200 D $88.96 17,156 D
Class A Common Stock 12/10/2010 S 200 D $88.97 16,956 D
Class A Common Stock 12/10/2010 S 10 D $88.98 16,946 D
Class A Common Stock 12/10/2010 S 100 D $89.02 16,846 D
Class A Common Stock 12/10/2010 S 200 D $89.03 16,646 D
Class A Common Stock 12/10/2010 S 101 D $89.0406 16,545 D
Class A Common Stock 12/10/2010 S 100 D $89.085 16,445 D
Class A Common Stock 12/10/2010 S 100 D $89.1 16,345 D
Class A Common Stock 12/10/2010 S 108 D $89.11 16,237 D
Class A Common Stock 12/10/2010 S 700 D $89.13 15,537 D
Class A Common Stock 12/10/2010 S 200 D $89.14 15,337 D
Class A Common Stock 12/10/2010 S 100 D $89.141 15,237 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Employee Stock Option (right to buy) $24.8 12/10/2010 M 12,500 (2) 04/18/2011 Class A Common Stock 12,500 $0 0(3) D
Explanation of Responses:
1. Separate open market sale transactions that were executed on 12/10/2010 at the same price have been reported on an aggregate basis on a single line in Table I. The order in which sale transactions are set forth in Table I is not necessarily reflective of the sequence in which the sale transactions occurred in fact.
2. Of the 12,500 shares exercised on 12/10/2010 pursuant to this stock option, 6,250 shares vested on 04/18/2004 and 6,250 shares vested on 04/18/2005.
3. See Exhibit A.
Remarks:
This is the first Form 4 of two Form 4 filings made by the reporting person to report transactions that occurred on December 10, 2010.
/s/ Jeffery A. Bedell 12/14/2010
** 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.
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