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 *
  SOROS FUND MANAGEMENT LLC
 2. Date of Event Requiring Statement (Month/Day/Year)
05/04/2012		 3. Issuer Name and Ticker or Trading Symbol
DIGITAL RIVER INC /DE [DRIV]
(Last)
(First)
(Middle)
888 SEVENTH AVENUE, 33RD FLOOR		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10106		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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)

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
2.00% Convertible Bonds due 2030   (1)   (1) Common Stock 4,162,494 $ 49.131 I See Footnote (2)
1.25% Convertible Bonds due 2024   (3)   (3) Common Stock 128,974 $ 44.063 I See Footnote (2)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SOROS FUND MANAGEMENT LLC
888 SEVENTH AVENUE
33RD FLOOR
NEW YORK, NY 10106		     X    
SOROS GEORGE
888 SEVENTH AVENUE,
33RD FLOOR
NEW YORK, NY 10106		     X    
Soros Robert
888 SEVENTH AVENUE
33RD FLOOR
NEW YORK, NY 10106		     X    

Signatures

/s/ Jay Schoenfarber, as Assistant General Counsel 05/08/2012
**Signature of Reporting Person Date
/s/ Jay Schoenfarber, as Attorney-in-Fact for George Soros 05/08/2012
**Signature of Reporting Person Date
/s/ Jay Schoenfarber, as Attorney-in-Fact for Robert Soros 05/08/2012
**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) The 2.00% Convertible Bonds due 2030 are convertible at any time and mature on November 1, 2030.
(2) These securities are held for the account of Quantum Partners LP, a Cayman Islands exempted limited partnership ("Quantum Partners"). SFM LLC serves as principal investment manager to Quantum Partners. As such, SFM LLC has been granted investment discretion over portfolio investments, including the Shares, held for the account of Quantum Partners. George Soros serves as Chairman of SFM LLC and Robert Soros serves as President and Deputy Chairman of SFM LLC.
(3) The 1.25% Convertible Bonds due 2024 (the "1.25% Bonds") are convertible as set forth in the Indenture, dated as June 1, 2004, which is attached as Exhibit 99.1 to the issuer's Form 8-K filed on July 13, 2004. The 1.25% Bonds mature on January 1, 2024.
 
Remarks:
The filing of this statement shall not be deemed an admission that any of the Reporting Persons are the beneficial owner of any securities not held directly for its account for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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