Sec Form 5 Filing - WILLIAM AHDOUT 2010 GRAT @ FXCM Inc. - 2012-12-31

FORM 5 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 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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person WILLIAM AHDOUT 2010 GRAT 2. Issuer Name and Ticker or Trading Symbol FXCM Inc. [ FXCM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O FXCM INC., 55 WATER ST. 3. Date of Earliest Transaction (MM/DD/YY) 12/31/2012 (Street) NEW YORK, NY10041 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Units of FXCM Holdings LLC ( 1 ) 02/22/2012 G( 2 ) V 2,168,928 ( 1 ) ( 1 ) Class A Common Stock 2,168,928 $ 0 3,521,757 D ( 4 ) Units of FXCM Holdings LLC ( 1 ) 11/30/2012 G( 2 ) V 2,854,293 ( 1 ) ( 1 ) Class A Common Stock 2,854,293 $ 0 667,464 D ( 4 ) Units of FXCM Holdings LLC ( 1 ) 11/30/2012 G( 3 ) V 667,464 ( 1 ) ( 1 ) Class A Common Stock 667,464 $ 0 0 D ( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other WILLIAM AHDOUT 2010 GRAT C/O FXCM INC. 55 WATER ST. NEW YORK, NY10041 X Signatures /s/ David S. Sassoon, as designated signatory 02/14/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the terms of an exchange agreement, as of December 7, 2011, units of FXCM Holdings LLC are exchangeable for shares of Class A common stock of FXCM Inc. on a one-for-one basis. ( 2 )Represents units of FXCM Holdings LLC transferred to William Ahdout in accordance with the terms of the trust agreement governing The William Ahdout 2010 GRAT. ( 3 )Represents units of FXCM Holdings LLC transferred to a trust for the benefit of William Ahdout's family members, upon the termination of the grantor retained annuity trust. William Ahdout does not serve as a trustee of such trust and disclaims beneficial ownership over any securities held by such trust. ( 4 )The Trustee of The William Ahdout 2010 GRAT is William Ahdout, who has separately filed reports under Section 16 with respect to the Issuer, including his beneficial ownership of all the securities reflected in this Form 5.

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.