8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  07/31/2009

Rackspace Hosting, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number:  001-34143

Delaware	74-3016523
(State or other jurisdiction of	(IRS Employer
incorporation)	Identification No.)

5000 Walzem Rd.

San Antonio, Texas 78218

(Address of principal executive offices, including zip code)

(210) 312-4000

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01.    Entry into a Material Definitive Agreement

On July 31, 2009, Rackspace US, Inc., a subsidiary of Rackspace Hosting, Inc. (“Rackspace”), entered into an agreement with Tarantula Ventures LLC, a subsidiary of DuPont Fabros Technology, Inc. to lease approximately 36,700 square feet of raised floor space and approximately 10,000 square feet of office and storage space in a data center facility located in the Chicago, Illinois area (the “Lease”). The leased space will be provided with a maximum critical load power of 5.633 megawatts. The Lease provides for a commencement date at the earlier of November 1, 2009 and the date on which Rackspace begins to conduct business at the site. The Lease has a term of 15 years from the commencement date and a total estimated financial obligation of approximately $140 million to $150 million over the 15 year term, inclusive of base lease payments and Rackspace's pro-rata share of operating expenses. Upon the expiration of the 15 year term, Rackspace has the option to renew the Lease for two successive five year periods. Upon renewal of the Lease, the rent can be reviewed and adjusted to market level, as set out in the Lease.

In connection with the Lease, Rackspace Hosting, Inc. has guaranteed the performance of the Lease obligations of the tenant, Rackspace US, Inc.

On August 4, 2009, Rackspace Hosting, Inc. issued a press release announcing its entry into the Lease. A copy of the press release is attached hereto as Exhibit 99.1.

Item 2.03.    Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Please refer to the description of the guarantee of the Lease obligations disclosed in Item 1.01 above.

Item 9.01.     Financial Statements and Exhibits

(d) Exhibits.

99.1 Press Release of Rackspace Hosting, Inc., dated August 4, 2009, announcing its entry into a data center lease with a subsidiary of Dupont Fabros Technology, Inc.

-1-

SIGNATURE(S)

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Rackspace Hosting, Inc.
Date: August 4, 2009	By:	/s/ Bruce R. Knooihuizen
		Bruce R. Knooihuizen
		Chief Financial Officer, Senior Vice President, and Treasurer

-2-

EXHIBIT INDEX

Exhibit No.	Description
EX-99.1	Press Release of Rackspace Hosting, Inc., dated August 4, 2009, announcing its entry into a data center lease with a subsidiary of Dupont Fabros Technology, Inc.

-3-

EX-99.1

Exhibit 99.1

Rackspace Hosting Continues to Expand with State-of-the-Art Data Center

Hosting Specialist and DuPont Fabros Continue Successful Relationship

SAN ANTONIO – August 4, 2009 — Rackspace® Hosting, (NYSE: RAX), the world’s leader in hosting, today announced plans to begin operating a new data center facility in the Chicago area. Rackspace will lease approximately 36,700 square feet of raised floor space, consisting of 5.633 megawatts of available critical load, from a subsidiary of DuPont Fabros Technology, Inc. (NYSE: DFT) a leading owner, developer, operator and manager of wholesale data centers in the United States. Rackspace expects the new facility to come online in late 2009 and will be able to service its continued growth while providing additional geographic redundancy to new and existing customers.

Driving the Rackspace data center expansion is its rapid growth in its Cloud business, coupled with its continued growth in its managed hosting business. DuPont Fabros’ Chicago facility maximizes operating efficiency through an enhanced power capacity and flexible design with N+2 redundancy on all major systems including heat rejection systems, generators and UPS systems. Rackspace believes that this lease with DuPont Fabros will enable it to serve customer demand more quickly and cost effectively than if Rackspace built its own facility.  Additionally, because the lease provides for Rackspace to grow into the space over time, the company is better able to match its expenses to revenue as driven by customer demand.

“DuPont Fabros has been an excellent partner for Rackspace’s data center needs. This new facility is the continuation of a successful relationship we began in February in DuPont Fabros’ Ashburn facility,” said Randy Smith, director of real estate, Rackspace Hosting. “DuPont Fabros has the unique ability to design a data center infrastructure that can increase operational efficiencies and ultimately reliability for our customers.  This allows us to focus on the core of our business and continue to deliver Fanatical Support®.”

"We are very pleased that once again Rackspace has selected DuPont Fabros to meet its expanding demand for data center facilities," said Hossein Fateh, chief executive officer, DuPont Fabros Technology. “We believe that our highly efficient data center design and unmatched operational experience provide Rackspace with a solid foundation to provide its customers with an excellent service experience."

About DuPont Fabros Technology

DuPont Fabros Technology, Inc. (NYSE: DFT) is a real estate investment trust (REIT) and leading owner, developer, operator and manager of wholesale data centers.  The Company’s data centers are highly specialized, secure facilities used primarily by national and international technology companies to house, power and cool the computer servers that support many of their most critical business processes.  DuPont Fabros Technology, Inc. is headquartered in Washington, DC.  For more information please visit www.dft.com.

About Rackspace Hosting

As the leader and specialist in hosting services, Rackspace® Hosting is changing the way businesses worldwide buy IT. Rackspace delivers computing-as-a-service, integrating the industry’s best technologies into a flexible service offering, making computing more reliable and affordable. A trusted partner to companies of all sizes, Rackspace enables IT departments to be more effective. Rackspace is distinguished by its award-winning Fanatical Support®, furthering the company’s mission to be one of the world’s greatest service companies. Rackspace is recognized as one of FORTUNE Magazine’s 100 Best companies to work for in the US, ranking number 43 on the list. Rackspace's portfolio of hosted IT services includes managed hosting (www.rackspace.com), email hosting (www.rackspace.com/email_hosting) and cloud hosting (www.rackspacecloud.com). For more information on Rackspace Hosting please visit www.rackspace.com.

Forward-Looking Statements

This press release contains forward-looking statements that involve risks, uncertainties and assumptions. If such risks or uncertainties materialize or such assumptions prove incorrect, the results of Rackspace Hosting could differ materially from those expressed or implied by such forward-looking statements and assumptions. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including any statements concerning expected data center operations at the new facility, operational and financial results, long term investment strategies, growth plans including international expansion plans, expected results from the integration of technologies, the performance or market share relating to products and services; any statements of expectation or belief; and any statements of assumptions underlying any of the foregoing. Risks, uncertainties and assumptions include infrastructure failures, including failures at the new data center, the continuation of the current difficult economic conditions or further negative fluctuations, the effectiveness of managing company growth, technological and competitive factors, regulatory factors, and other risks that are described in Rackspace Hosting's Form 10-Q for the quarter ended March 31, 2009, filed with the SEC on May 12, 2009. Except as required by law, Rackspace Hosting assumes no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

Rackspace Hosting

Media Relations:

Rachel Ferry, 210-312-3732

rachel.ferry@rackspace.com