UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

SCHEDULE 13G

(Rule 13d-102)

Information Statement Pursuant to Rules 13d-1 and 13d-2

Under the Securities Exchange Act of 1934

(Amendment No.       )*

FXCM Inc.

(Name of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

302693106

(CUSIP Number)

May 24, 2011

Date of Event Which Requires Filing of the Statement

 

 

 

 

 

 

1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON   Citadel Advisors LLC
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o  (b) o
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER   989,974 shares
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER See Row 6 above.
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   5.7%1
12.	TYPE OF REPORTING PERSON IA; OO; HC

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1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON   Citadel Holdings II LP
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o  (b) o
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER   989,974 shares
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER See Row 6 above.
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   5.7%
12.	TYPE OF REPORTING PERSON PN; HC

1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON   Citadel Investment Group II, L.L.C.
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o  (b) o
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER   991,034 shares
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER See Row 6 above.
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   5.7%
12.	TYPE OF REPORTING PERSON OO; HC

1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON   Kenneth Griffin
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o  (b) o
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER   991,034 shares
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER See Row 6 above.
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   5.7%
12.	TYPE OF REPORTING PERSON IN; HC

 

Item 2(a)

Name of Person Filing

This Schedule 13G is being jointly filed by Citadel Advisors LLC (“Citadel Advisors”), Citadel Holdings II LP (“CH-II”), Citadel Investment Group II, L.L.C. (“CIG-II”) and Mr. Kenneth Griffin (collectively with Citadel Advisors, CH-II and CIG-II, the “Reporting Persons”) with respect to shares of Common Stock of the above-named issuer owned by Citadel Equity Fund Ltd., a Cayman Islands limited company (“CEF”), Citadel Global Equities Master Fund Ltd., a Cayman Islands limited company (“CG”), PioneerPath Capital Ltd., a Cayman Islands limited company (“PPC”), Citadel Securities LLC, a Delaware limited liability company (“Citadel Securities”), and certain segregated accounts.

 

Citadel Advisors is the portfolio manager for CEF, CG and PPC, and the investment manager for certain segregated accounts.  CH-II is the managing member of Citadel Advisors.  Citadel Holdings I LP, a Delaware limited partnership (“CH-I”), is the non-member manager of Citadel Securities. CIG-II is the general partner of CH-I and CH-II.  Mr. Griffin is the President and Chief Executive Officer of, and owns a controlling interest in, CIG-II.

 

The filing of this statement shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any securities covered by the statement other than the securities actually owned by such person (if any).

 

Item 2(b)

Address of Principal Business Office

The address of the principal business office of each of the Reporting Persons is c/o Citadel LLC, 131 S. Dearborn Street, 32nd Floor, Chicago, Illinois 60603.

 

Item 2(c)

Citizenship

Each of Citadel Advisors and CIG-II is organized as a limited liability company under the laws of the State of Delaware.  CH-II is organized as a limited partnership under the laws of the State of Delaware.  Mr. Griffin is a U.S. citizen.

 

 

(a)

Citadel Advisors may be deemed to beneficially own 989,974 shares of Common Stock.

 

(b)

The number of shares Citadel Advisors may be deemed to beneficially own constitutes approximately 5.7% of the Common Stock outstanding.

 

 

(i)

sole power to vote or to direct the vote:  0

 

(ii)

shared power to vote or to direct the vote:  989,974

 

(iii)

sole power to dispose or to direct the disposition of:  0

 

(iv)

shared power to dispose or to direct the disposition of:  989,974

 

(a)

CH-II may be deemed to beneficially own 989,974 shares of Common Stock.

 

(b)

The number of shares CH-II may be deemed to beneficially own constitutes approximately 5.7% of the Common Stock outstanding.

 

 

(i)

sole power to vote or to direct the vote:  0

 

(ii)

shared power to vote or to direct the vote:  989,974

 

(iii)

sole power to dispose or to direct the disposition of:  0

 

(iv)

shared power to dispose or to direct the disposition of:  989,974

 

 

(a)

CIG-II may be deemed to beneficially own 991,034 shares of Common Stock.

 

(b)

The number of shares CIG-II may be deemed to beneficially own constitutes approximately 5.7% of the Common Stock outstanding.

 

 

(i)

sole power to vote or to direct the vote:  0

 

(ii)

shared power to vote or to direct the vote:  991,034

 

(iii)

sole power to dispose or to direct the disposition of:  0

 

(iv)

shared power to dispose or to direct the disposition of:  991,034

 

 

(a)

Mr. Griffin may be deemed to beneficially own 991,034 shares of Common Stock.

 

(b)

The number of shares Mr. Griffin may be deemed to beneficially own constitutes approximately 5.7% of the Common Stock outstanding.

 

 

(i)

sole power to vote or to direct the vote:  0

 

(ii)

shared power to vote or to direct the vote:  991,034

 

(iii)

sole power to dispose or to direct the disposition of:  0

 

(iv)

shared power to dispose or to direct the disposition of:  991,034

 

 

Item 6

Ownership of More than Five Percent on Behalf of Another Person

Not Applicable

Item 7

Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company

See Item 2 above

Item 8

Identification and Classification of Members of the Group

Not Applicable

Item 9

Notice of Dissolution of Group

Not Applicable

Item 10

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

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