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* Napier A Lanham (Last) (First) (Middle) C/O RACKSPACE HOSTING, INC. 5000 WALZEM ROAD (Street) SAN ANTONIO TX 78218 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol RACKSPACE HOSTING, INC. [ RAX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) CEO and President
	3. Date of Earliest Transaction (Month/Day/Year) 02/15/2012
	4. If Amendment, Date of Original Filed (Month/Day/Year) 02/17/2012	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
Common Stock	02/15/2012		A		8,083(1)(2)	A	$0	431,035	D
Common Stock	02/15/2012		M		423,278	A	$2.5	854,313	D
Common Stock	02/15/2012		S		423,278(4)	D	$54.5925(5)(6)	431,035	D
Common Stock								3,687,830	I	Shares held by HBSA, LP.(7)
Common Stock								37,492	I	Held in trust for the benefit of Mr. Napier's children.

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)	$54.12	02/15/2012		A		16,957(2)		(3)	02/15/2019	Common Stock	16,957	$0	16,957	D
Employee Stock (Option Right to Buy)	$2.5	02/15/2012		M(8)			423,278(2)(8)	12/12/2009	12/31/2015	Common Stock	423,278	$0	1,159,732	D

Explanation of Responses:

1. These shares were granted in the form of Restricted Stock Awards (RSA's). 1/4 of the shares under the RSA award shall vest and become unrestricted on each anniversary date of the grant date of February 15, 2012.

2. Granted pursuant to the Rackspace Hosting, Inc. 2007 Long Term Incentive Plan.

3. 1/4 of the options vest annually beginning on the grant date of February 15, 2012.

4. These shares were sold pursuant to Mr. Napier's Rule 10b5-1 trading plan adopted by Mr. Napier on December 14, 2009.

5. The prices for these sales of shares ranged from $53.84 to $55.60 per share.

6. The registrant undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.

7. Mr. Napier is the managing general partner and a limited partner of HBSA, LP, a limited partnership. Mr. Napier disclaims any beneficial ownership of shares held by HBSA, LP except to the extent of any pecuniary interest therein.

8. This amendment is being filed solely for the purpose of correcting the transaction code from "A" to "M" and to reflect the derivative securities as being disposed of rather than acquired.

Remarks:

	/s/ William Alberts by Power of Attorney	02/21/2012
	** 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 Number.