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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* BANSAL SANJU K (Last) (First) (Middle) C/O MICROSTRATEGY INCORPORATED 1850 TOWERS CRESCENT PLAZA (Street) TYSONS CORNER 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) X Director 10% Owner X Officer (give title below) Other (specify below) Vice Chairman, EVP and COO
	3. Date of Earliest Transaction (Month/Day/Year) 02/29/2012
	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	02/29/2012		S		100	D	$137.315	0(1)	D
Class A Common Stock	02/29/2012		S		100	D	$137.335	0(1)	D
Class A Common Stock	02/29/2012		S		400	D	$137.34	0(1)	D
Class A Common Stock	02/29/2012		S		100	D	$137.345	0(1)	D
Class A Common Stock	02/29/2012		S		100	D	$137.35	0(1)	D
Class A Common Stock	02/29/2012		S		100	D	$137.37	0(1)	D
Class A Common Stock	02/29/2012		S		100	D	$137.43	0(1)	D
Class A Common Stock	02/29/2012		S		100	D	$137.44	0(1)	D
Class A Common Stock	02/29/2012		S		100	D	$137.46	0(1)	D
Class A Common Stock	02/29/2012		S		100	D	$137.58	0(1)	D
Class A Common Stock	03/01/2012		S		600	D	$140	0(1)	D
Class A Common Stock	03/01/2012		S		500	D	$140.01	0(1)	D
Class A Common Stock	03/01/2012		S		42	D	$140.065	0(1)	D
Class A Common Stock	03/01/2012		S		200	D	$140.13	0(1)	D
Class A Common Stock	03/01/2012		S		100	D	$140.14	0(1)	D
Class A Common Stock	03/01/2012		S		300	D	$140.24	0(1)	D
Class A Common Stock	03/01/2012		S		100	D	$140.62	0(1)	D
Class A Common Stock	03/01/2012		S		200	D	$140.63	0(1)	D
Class A Common Stock	03/01/2012		S		200	D	$140.67	0(1)	D
Class A Common Stock	03/01/2012		S		100	D	$140.68	0(1)	D
Class A Common Stock	03/01/2012		S		158	D	$140.7	0(1)	D
Class A Common Stock	03/01/2012		S		100	D	$140.75	0(1)	D
Class A Common Stock	03/01/2012		S		100	D	$140.82	0(1)	D
Class A Common Stock	03/01/2012		S		800	D	$142	0(1)	D
Class A Common Stock	03/01/2012		S		100	D	$142.01	0(1)	D
Class A Common Stock	03/01/2012		S		100	D	$142.02	0(1)	D
Class A Common Stock	03/01/2012		S		100	D	$142.04	0(1)	D
Class A Common Stock	03/01/2012		S		274	D	$142.05	0(1)	D
Class A Common Stock	03/01/2012		S		500	D	$142.06	0(1)	D
Class A Common Stock	03/01/2012		S		300	D	$142.1	0(1)	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

Explanation of Responses:

1. The reporting person converted 18,892 shares of Class B Common Stock into 18,982 shares of Class A Common Stock on March 2, 2012 for the purpose of settling the sale transactions reported on the Forms 4 filed by the reporting person on March 2, 2012. Upon settlement of all of these sale transactions, the reporting person will beneficially own 0 shares of Class A Common Stock.

Remarks:

This is the second Form 4 of three Form 4 filings made by the reporting person to report transactions that occurred on February 29, 2012, March 1, 2012, and March 2, 2012.

	/s/ W. Ming Shao, Attorney-in-Fact	03/02/2012
	** 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).
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