Ownership Submission
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, 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 *
  Otner Michael I.
2. Date of Event Requiring Statement (Month/Day/Year)
02/14/2013
3. Issuer Name and Ticker or Trading Symbol
Medidata Solutions, Inc. [MDSO]
(Last)
(First)
(Middle)
C/O MEDIDATA SOLUTIONS, INC.,, 79 FIFTH AVENUE, 8TH FLOOR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP-General Counsel
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10003
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 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 13,660
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy)   (1) 11/13/2017 Common Stock 13,000 $ 12.08 D  
Stock Option (Right to Buy)   (2) 06/24/2019 Common Stock 5,910 $ 14 D  
Stock Option (Right to Buy)   (3) 05/18/2020 Common Stock 2,854 $ 15.35 D  
Stock Option (Right to Buy)   (4) 05/31/2021 Common Stock 3,076 $ 22.99 D  
Stock Option (Right to Buy)   (5) 05/16/2022 Common Stock 3,609 $ 27.97 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Otner Michael I.
C/O MEDIDATA SOLUTIONS, INC.,
79 FIFTH AVENUE, 8TH FLOOR
NEW YORK, NY 10003
      EVP-General Counsel  

Signatures

/s/ Michael I. Otner 02/19/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) These options are fully vested and exercisable.
(2) 1/48th of these options vest and become exercisable each month over four years, commencing on June 24, 2009, the date of grant. Of these options, options to purchase 616 shares remain unvested.
(3) 1/48th of these options vest and become exercisable each month over four years, commencing on May 18, 2010, the date of grant. Of these options, options to purchase 951 shares remain unvested.
(4) 1/48th of these options vest and become exercisable each month over four years, commencing on May 31, 2011, the date of grant. Of these options, options to purchase 1,284 shares remain unvested.
(5) 1/48th of these options vest and become exercisable each month over four years, commencing on May 16, 2012, the date of grant. Of these options, options to purchase 3,007 shares remain unvested.

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