FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * SAYLOR MICHAEL J   2. Issuer Name and Ticker or Trading Symbol MICROSTRATEGY INC [MSTR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chairman, President and CEO (Last) (First) (Middle) C/O MICROSTRATEGY INCORPORATED, 1850 TOWERS CRESCENT PLAZA 3. Date of Earliest Transaction (Month/Day/Year) 05/27/2011 (Street) TYSONS CORNER, VA 22182 4. If Amendment, Date 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 (City) (State) (Zip) 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 05/31/2011   S   400 D $ 145 40,072 (1) I Shares owned by LLC Class A Common Stock 05/31/2011   S   1,399 D $ 145.01 38,673 I Shares owned by LLC Class A Common Stock 05/31/2011   S   500 D $ 145.0101 38,173 I Shares owned by LLC Class A Common Stock 05/31/2011   S   1 D $ 145.02 38,172 I Shares owned by LLC Class A Common Stock 05/31/2011   S   100 D $ 145.025 38,072 I Shares owned by LLC Class A Common Stock 05/31/2011   S   1,628 D $ 145.03 36,444 I Shares owned by LLC Class A Common Stock 05/31/2011   S   100 D $ 145.034 36,344 I Shares owned by LLC Class A Common Stock 05/31/2011   S   100 D $ 145.055 36,244 I Shares owned by LLC Class A Common Stock 05/31/2011   S   900 D $ 145.0803 35,344 I Shares owned by LLC Class A Common Stock 05/31/2011   S   1,072 D $ 145.09 34,272 I Shares owned by LLC Class A Common Stock 05/31/2011   S   400 D $ 145.095 33,872 I Shares owned by LLC Class A Common Stock 05/31/2011   S   400 D $ 145.1305 33,472 I Shares owned by LLC Class A Common Stock 05/31/2011   S   1,800 D $ 145.15 31,672 I Shares owned by LLC Class A Common Stock 05/31/2011   S   402 D $ 145.1505 31,270 I Shares owned by LLC Class A Common Stock 05/31/2011   S   100 D $ 145.152 31,170 I Shares owned by LLC Class A Common Stock 05/31/2011   S   500 D $ 145.16 30,670 I Shares owned by LLC Class A Common Stock 05/31/2011   S   499 D $ 145.17 30,171 I Shares owned by LLC Class A Common Stock 05/31/2011   S   8,176 D $ 145.25 21,995 I Shares owned by LLC Class A Common Stock 05/31/2011   S   320 D $ 145.26 21,675 I Shares owned by LLC Class A Common Stock 05/31/2011   S   4 D $ 145.275 21,671 I Shares owned by LLC Class A Common Stock 05/31/2011   S   100 D $ 145.29 21,571 I Shares owned by LLC Class A Common Stock 05/31/2011   S   200 D $ 145.3 21,371 I Shares owned by LLC Class A Common Stock 05/31/2011   S   201 D $ 145.33 21,170 I Shares owned by LLC Class A Common Stock 05/31/2011   S   1,994 D $ 145.35 19,176 I Shares owned by LLC Class A Common Stock 05/31/2011   S   206 D $ 145.36 18,970 I Shares owned by LLC Class A Common Stock 05/31/2011   S   800 D $ 145.401 18,170 I Shares owned by LLC Class A Common Stock 05/31/2011   S   100 D $ 145.402 18,070 I Shares owned by LLC Class A Common Stock 05/31/2011   S   2,100 D $ 145.4025 15,970 I Shares owned by LLC Class A Common Stock 05/31/2011   S   698 D $ 145.5 15,272 I Shares owned by LLC Class A Common Stock 05/31/2011   S   8 D $ 145.58 15,264 I Shares owned by LLC

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities (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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SAYLOR MICHAEL J C/O MICROSTRATEGY INCORPORATED 1850 TOWERS CRESCENT PLAZA TYSONS CORNER, VA 22182	X	X	Chairman, President and CEO
ALCANTARA LLC C/O MICHAEL J. SAYLOR 1850 TOWERS CRESCENT PLAZA TYSONS CORNER, VA 22182		X

Signatures

/s/ Michael J. Saylor, Individually and as Sole Member of Alcantara LLC		06/01/2011
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Separate open market sale transactions that were executed on 05/31/2011 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.
Remarks: This is the second Form 4 of four Form 4 filings made by the reporting person to report transactions that occurred on May 27, 2011 and May 31, 2011.

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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