SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

TCV VI L P

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES

528 RAMONA STREET

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/08/2012

3. Issuer Name and Ticker or Trading Symbol
FX Alliance Inc. [ FX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
May be part of a 13(g) group

5. If Amendment, Date of Original Filed (Month/Day/Year)

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)
Common Stock	709,875	I	TCV VI, L.P. ⁽¹⁾ ⁽³⁾
Common Stock	5,634	I	TCV Member Fund, L.P. ⁽²⁾ ⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	7,184,080	⁽⁴⁾	I	TCV VI, L.P. ⁽¹⁾ ⁽³⁾
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	56,658	⁽⁴⁾	I	TCV Member Fund, L.P. ⁽²⁾ ⁽³⁾

1. Name and Address of Reporting Person^*

TCV VI L P

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES

528 RAMONA STREET

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

TCV Member Fund, L.P.

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES

528 RAMONA STREET

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Technology Crossover Management VI, L.L.C.

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES

528 RAMONA STREET

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

HOAG JAY C

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES

528 RAMONA STREET

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

KIMBALL RICK

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES

528 RAMONA STREET

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

DREW JOHN

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES

528 RAMONA STREET

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

REYNOLDS JON Q JR

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES

528 RAMONA STREET

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Trudeau Robert

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES

528 RAMONA STREET

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Rosenberg John C.

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES

528 RAMONA STREET

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

Explanation of Responses:

1. These securities are directly held by TCV VI, L.P. ("TCV VI"). Jay C. Hoag, Richard H. Kimball, John L. Drew, Jon Q. Reynolds and Robert W. Trudeau, a director of FX Alliance, Inc. (collectively, the "TCM VI Members"), are Class A Members of Technology Crossover Management VI, L.L.C. ("TCM VI") which is the sole general partner of TCV VI, L.P. The TCM VI Members and TCM VI may be deemed to beneficially own the securities held by TCV VI, L.P. but each of the TCM VI Members and TCM VI disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

2. These securities are directly held by TCV Member Fund, L.P. ("Member Fund"). The TCM VI Members are Class A Members of TCM VI, which is a general partner of Member Fund, and limited partners of Member Fund. The TCM VI Members and TCM VI may be deemed to beneficially own certain of the securities held by Member Fund, but each of the TCM VI Members and TCM VI disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

3. John C. Rosenberg, a director of FX Alliance, Inc., is an assignee of TCM VI and a limited partner of Member Fund, but does not share voting or dispositive power over the shares held by TCV VI or Member Fund. Mr. Rosenberg disclaims beneficial ownership of the shares held by TCV VI and Member Fund except to the extent of his pecuniary interest therein.

4. The Series A Preferred Stock is convertible at the holder's option into such number of Common Stock as is determined by dividing the original issue price by the conversion price determined in effect on the date the certificate is surrendered for conversion, currently one-for-one, and has no expiration date. In addition, the Series A Preferred Stock automatically converts into Common Stock at the then-effective conversion rate immediately upon the earlier of (i) the issuer's sale of its Common Stock in a firm commitment underwritten public offering pursuant to a registration statement on Form S-1 or (ii) the date specified by written consent or agreement of the holders of a majority of the then-outstanding shares of Series A Preferred Stock (voting as a separate class).

Remarks:

	Frederic D. Fenton, Authorized Signatory for TCV VI, L.P.	02/08/2012
	Frederic D. Fenton, Authorized Signatory for TCV Member Fund, L.P.	02/08/2012
	Frederic D. Fenton, Authorized Signatory for Technology Crossover Management VI, L.L.C.	02/08/2012
	Frederic D. Fenton, Authorized Signatory for Jay C. Hoag	02/08/2012
	Frederic D. Fenton, Authorized Signatory for Richard H. Kimball	02/08/2012
	Frederic D. Fenton, Authorized Signatory for John L. Drew	02/08/2012
	Frederic D. Fenton, Authorized Signatory for Jon Q. Reynolds, Jr.	02/08/2012
	Frederic D. Fenton, Authorized Signatory for Robert W. Trudeau	02/08/2012
	Frederic D. Fenton, Authorized Signatory for John C. Rosenberg	02/08/2012
	** 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).
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