UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No.
___
)*
Youku.com
Inc.
|
(Name
of Issuer)
|
Class
A Ordinary Shares, par value $0.00001 per Share
|
(Title
of Class of Securities)
|
N/A
|
(Cusip
Number)
|
December
8, 2010
|
(Date
of Event which Requires Filing of this Statement)
|
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
o
Rule 13d-1(b)
x
Rule
13d-1(c)
o
Rule 13d-1(d)
*
The remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The
information required in the remainder of this cover page shall not be deemed to
be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934
(“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following
pages)
Page 1 of
25 Pages
Exhibit Index Found on Page 24
13G
1
|
NAMES
OF REPORTING PERSONS
Farallon
Capital Partners, L.P.
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of
172,018,194
Shares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, is a beneficial owner only of the securities reported by it
on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
California
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
32,683,458
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
32,683,458
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
32,683,458
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.8%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
PN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Farallon
Capital Institutional Partners, L.P.
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, is a beneficial owner only of the securities reported by it
on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
California
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
44,724,730
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
44,724,730
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
44,724,730
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.4%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
PN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Farallon
Capital Institutional Partners II, L.P.
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, is a beneficial owner only of the securities reported by it
on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
California
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
6,880,727
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
6,880,727
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,880,727
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.4
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
PN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Farallon
Capital Institutional Partners III, L.P.
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, is a beneficial owner only of the securities reported by it
on this cover page.
|
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
6,880,727
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
6,880,727
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,880,727
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.4%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
PN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Farallon
Capital Offshore Investors II, L.P.
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, is a beneficial owner only of the securities reported by it
on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
80,848,552
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
80,848,552
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
80,848,552
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.4%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
PN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Farallon
Partners, L.L.C.
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, may be deemed a beneficial owner only of the securities
reported by it on this cover page.
|
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
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
13G
1
|
NAMES
OF REPORTING PERSONS
Richard
B. Fried
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, may be deemed a beneficial owner only of the securities
reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Daniel
J. Hirsch
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, may be deemed a beneficial owner only of the securities
reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Monica
R. Landry
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, may be deemed a beneficial owner only of the securities
reported by her on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Davide
Leone
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, may be deemed a beneficial owner only of the securities
reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Italy
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Michael
G. Linn
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, may be deemed a beneficial owner only of the securities
reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Douglas
M. MacMahon
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, may be deemed a beneficial owner only of the securities
reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Stephen
L. Millham
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, may be deemed a beneficial owner only of the securities
reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Rajiv
A. Patel
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, may be deemed a beneficial owner only of the securities
reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Thomas
G. Roberts, Jr.
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194 S
hares
, which
is
9.3
%
of the class of securities. The reporting person on this cover
page, however, may be deemed a beneficial owner only of the securities
reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Andrew
J. M. Spokes
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194
Shares
, which
is 9.3% of the class of securities. The reporting person on
this cover page, however, may be deemed a beneficial owner only of the
securities reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
Kingdom
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Thomas
F. Steyer
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194
Shares
, which
is 9.3% of the class of securities. The reporting person on
this cover page, however, may be deemed a beneficial owner only of the
securities reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
13G
1
|
NAMES
OF REPORTING PERSONS
Mark
C. Wehrly
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [ X ]
**
**
The reporting
persons making this filing hold an aggregate of 172,018,194
Shares
, which
is 9.3% of the class of securities. The reporting person on
this cover page, however, may be deemed a beneficial owner only of the
securities reported by him on this cover page.
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
-0-
|
6
|
SHARED
VOTING POWER
172,018,194
|
7
|
SOLE
DISPOSITIVE POWER
-0-
|
8
|
SHARED
DISPOSITIVE POWER
172,018,194
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
172,018,194
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See
Instructions)
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
Item
1
.
Issuer
(a)
Name of
Issuer
:
Youku.com
Inc.
(the
“Company”)
(b)
Address of Issuer’s
Principal Executive Offices
:
5/F,
SinoSteel Plaza
8 Haidian
Street
Haidian
District
Beijing
100080
The People’s Republic of
China
Item
2
.
Identity and
Background
Title of Class of Securities
and CUSIP Number (Items 2(d) and (e)
)
This
statement relates to Class A Ordinary Shares, par value $0.00001 per share (the
“Shares”) of the Company. There is no CUSIP number for the
Shares.
Name of Persons Filing,
Address of Principal Business Office and Citizenship (Items 2(a), (b) and
(c))
This
statement is filed by the entities and persons listed below, all of whom
together are referred to herein as the “Reporting Persons.”
The Farallon
Funds
(i)
|
Farallon
Capital Partners, L.P., a California limited partnership (“FCP”), with
respect to the Shares held by it;
|
(ii)
|
Farallon
Capital Institutional Partners, L.P., a California limited partnership
(“FCIP”), with respect to the Shares held by
it;
|
(iii)
|
Farallon
Capital Institutional Partners II, L.P., a California limited partnership
(“FCIP II”), with respect to the Shares held by
it;
|
(iv)
|
Farallon
Capital Institutional Partners III, L.P., a Delaware limited partnership
(“FCIP III”), with respect to the Shares held by it;
and
|
(v)
|
Farallon
Capital Offshore Investors II, L.P., a Cayman Islands exempted limited
partnership (“FCOI II”), with respect to the Shares held by
it.
|
FCP,
FCIP, FCIP II, FCIP III and FCOI II are together referred to herein as the
“Farallon Funds.”
The Farallon General
Partner
(vi)
|
Farallon
Partners, L.L.C., a Delaware limited liability company (the “Farallon
General Partner”), which is the general partner of each of the Farallon
Funds.
|
The Farallon Managing
Members
(vii)
|
The
following persons, each of whom is a managing member of the Farallon
General Partner, with respect to the Shares held by the Farallon
Funds: Richard B. Fried (“Fried”), Daniel J. Hirsch (“Hirsch”),
Monica R. Landry (“Landry”), Davide Leone (“Leone”), Michael G. Linn
(“Linn”), Douglas M. MacMahon (“MacMahon”), Stephen L. Millham
(“Millham”), Rajiv A. Patel (“Patel”), Thomas G. Roberts ("Roberts"), Jr.,
Andrew J. M. Spokes (“Spokes”), Thomas F. Steyer (“Steyer”) and Mark C.
Wehrly (“Wehrly”).
|
Fried,
Hirsch, Landry, Leone, Linn, MacMahon, Millham, Patel, Roberts, Spokes, Steyer
and Wehrly are together referred to herein as the “Farallon Individual Reporting
Persons.”
The
citizenship of each of the Farallon Funds and the Farallon General
Partner is set forth above. Each of the Farallon Individual
Reporting Persons, other than Leone and Spokes, is a citizen of the United
States. Leone is a citizen of Italy. Spokes is a citizen
of the United Kingdom. The address of the principal business
office of each of the Reporting Persons is c/o Farallon Capital Management,
L.L.C., One Maritime Plaza, Suite 2100, San Francisco, California
94111.
Item
3
.
|
If This Statement Is
Filed Pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), Check
Whether the Person Filing Is an Entity Specified in (a) -
(k)
:
|
Not
applicable.
Item
4
.
Ownership
The
information required by Items 4(a) - (c) and set forth in Rows 5 through 11 of
the cover page for each Reporting Person hereto is incorporated herein by
reference for each such Reporting Person.
The
Shares reported hereby for the Farallon Funds are owned directly by the Farallon
Funds. The Farallon General Partner, as general partner of the
Farallon Funds, may be deemed to be a beneficial owner of all such
Shares owned by the Farallon Funds. The Farallon Individual
Reporting Persons, as managing members of the Farallon General Partner with the
power to exercise investment discretion, may each be deemed to be a beneficial
owner of all such Shares owned by the Farallon Funds.
Each of the Farallon General Partner
and the Farallon
Individual Reporting Persons hereby disclaims any beneficial ownership of any
such
Shares
.
Item
5
.
Ownership of Five Percent or
Less of a Class
Not
applicable.
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 or Control
Person
|
|
Not
applicable.
Item
8
.
|
Identification and
Classification of Members of the
Group
|
The
Reporting Persons are filing this Schedule 13G pursuant to Section
240.13d-1(c). Consistent with Item 2 of the cover page for each
Reporting Person above, the Reporting Persons neither disclaim nor affirm the
existence of a group among them.
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, other than
activities solely in connection with a nomination under
§240.14a-11.
SIGNATURES
After
reasonable inquiry and to the best of our knowledge and belief, the undersigned
certify that the information set forth in this statement is true, complete and
correct.
Dated:
December 17, 2010
/s/ Monica R.
Landry
FARALLON
PARTNERS, L.L.C.,
On its
own behalf and
As the
General Partner of
FARALLON
CAPITAL PARTNERS, L.P.,
FARALLON
CAPITAL INSTITUTIONAL PARTNERS, L.P.,
FARALLON
CAPITAL INSTITUTIONAL PARTNERS II, L.P.,
FARALLON
CAPITAL INSTITUTIONAL PARTNERS III, L.P. and
FARALLON
CAPITAL OFFSHORE INVESTORS II, L.P.
By Monica
R. Landry, Managing Member
/s/ Monica R.
Landry
Monica R.
Landry, individually and as attorney-in-fact for each of Richard B. Fried,
Daniel J. Hirsch, Davide Leone, Michael G. Linn, Douglas M. MacMahon, Stephen L.
Millham, Rajiv A. Patel, Thomas G. Roberts, Jr., Andrew J. M. Spokes, Thomas F.
Steyer and Mark C. Wehrly
The Power
of Attorney executed by each of Fried, MacMahon, Millham, Patel, Steyer and
Wehrly authorizing Landry to sign and file this Schedule 13G on his behalf,
which was filed with the Schedule 13D filed with the Securities and Exchange
Commission on July 2, 2007 by such Reporting Persons with respect to the Common
Stock of Armor Holdings, Inc., is hereby incorporated by reference. The Power of
Attorney executed by Spokes authorizing Landry to sign and file this Schedule
13G on his behalf, which was filed with the Schedule 13D filed with the
Securities and Exchange Commission on August 28, 2007 by such Reporting Person
with respect to the Common Stock of Global Gold Corporation, is hereby
incorporated by reference. The Power of Attorney executed by Hirsch
authorizing Landry to sign and file this Schedule 13G on his behalf, which was
filed with Amendment No. 1 to the Schedule 13D filed with the Securities and
Exchange Commission on January 6, 2009 by such Reporting Person with respect to
the Common Stock of Town Sports International Holdings, Inc., is hereby
incorporated by reference. The Power of Attorney executed by Leone
authorizing Landry to sign and file this Schedule 13G on his behalf, which was
filed with Amendment No. 18 to the Schedule 13D filed with the Securities and
Exchange Commission on October 23, 2009 by such Reporting Person with respect to
the Common Stock of CapitalSource Inc., is hereby incorporated by
reference. The Power of Attorney executed by Roberts authorizing
Landry to sign and file this Schedule 13G on his behalf, which was filed with
Amendment No. 2 to the Schedule 13G filed with the Securities and Exchange
Commission on April 23, 2010 by such Reporting Person with respect to the Common
Stock of Energy Partners, Ltd., is hereby incorporated by
reference. The Power of Attorney executed by Linn authorizing
Landry to sign and file this Schedule 13G on his behalf, which was
filed with the Schedule 13D filed with the Securities and Exchange Commission on
July 8, 2010 by such Reporting Person with respect to the Common Stock of Hudson
Pacific Properties, Inc., is hereby incorporated by
reference.
EXHIBIT
INDEX
EXHIBIT
1
|
Joint
Acquisition Statement Pursuant to Section 240.13d-1(k)
|
EXHIBIT
1
to
SCHEDULE
13G
JOINT
ACQUISITION STATEMENT
PURSUANT TO SECTION
240.13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on Schedule
13G is filed on behalf of each of the undersigned and that all subsequent
amendments to this statement on Schedule 13G shall be filed on behalf of each of
the undersigned without the necessity of filing additional joint acquisition
statements. The undersigned acknowledge that each shall be
responsible for the timely filing of such amendments, and for the completeness
and accuracy of the information concerning him, her or it contained therein, but
shall not be responsible for the completeness and accuracy of the information
concerning the other entities or persons, except to the extent that he, she or
it knows or has reason to believe that such information is
inaccurate.
Dated:
December 17, 2010
/s/ Monica R.
Landry
FARALLON
PARTNERS, L.L.C.,
On its
own behalf and
As the
General Partner of
FARALLON
CAPITAL PARTNERS, L.P.,
FARALLON
CAPITAL INSTITUTIONAL PARTNERS, L.P.,
FARALLON
CAPITAL INSTITUTIONAL PARTNERS II, L.P.,
FARALLON
CAPITAL INSTITUTIONAL PARTNERS III, L.P. and
FARALLON
CAPITAL OFFSHORE INVESTORS II, L.P.
By Monica
R. Landry, Managing Member
/s/ Monica R.
Landry
Monica R.
Landry, individually and as attorney-in-fact for each of Richard B. Fried,
Daniel J. Hirsch, Davide Leone, Michael G. Linn, Douglas M. MacMahon, Stephen L.
Millham, Rajiv A. Patel, Thomas G. Roberts, Jr., Andrew J. M. Spokes, Thomas F.
Steyer and Mark C. Wehrly