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
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  Holmes William J
2. Date of Event Requiring Statement (Month/Day/Year)
06/05/2012
3. Issuer Name and Ticker or Trading Symbol
NETFLIX INC [NFLX]
(Last)
(First)
(Middle)
100 WINCHESTER CIRCLE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Business Dev Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LOS GATOS, CA 95032
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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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 control number.

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
Non-Qualified Stock Option (right to buy) 04/02/2012 04/02/2022 Common Stock 731 $ 113.97 D  
Non-Qualified Stock Option (right to buy) 02/01/2012 02/01/2022 Common Stock 678 $ 122.97 D  
Non-Qualified Stock Option (right to buy) 09/01/2010 09/01/2020 Common Stock 309 $ 134.91 D  
Non-Qualified Stock Option (right to buy) 10/01/2010 10/01/2020 Common Stock 269 $ 154.66 D  
Non-Qualified Stock Option (right to buy) 11/01/2010 11/01/2020 Common Stock 249 $ 167.37 D  
Non-Qualified Stock Option (right to buy) 01/03/2011 01/03/2021 Common Stock 234 $ 178.41 D  
Non-Qualified Stock Option (right to buy) 12/01/2010 12/01/2020 Common Stock 208 $ 200.14 D  
Non-Qualified Stock Option (right to buy) 03/01/2011 03/01/2021 Common Stock 305 $ 204.63 D  
Non-Qualified Stock Option (right to buy) 02/01/2011 02/01/2021 Common Stock 294 $ 212.9 D  
Non-Qualified Stock Option (right to buy) 09/01/2011 09/01/2021 Common Stock 268 $ 233.27 D  
Non-Qualified Stock Option (right to buy) 05/02/2011 05/02/2021 Common Stock 264 $ 237.19 D  
Non-Qualified Stock Option (right to buy) 04/01/2011 04/01/2021 Common Stock 258 $ 242.09 D  
Non-Qualified Stock Option (right to buy) 08/01/2011 08/01/2021 Common Stock 237 $ 263.38 D  
Non-Qualified Stock Option (right to buy) 06/01/2011 06/01/2021 Common Stock 234 $ 267.26 D  
Non-Qualified Stock Option (right to buy) 07/01/2011 07/01/2021 Common Stock 233 $ 267.99 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Holmes William J
100 WINCHESTER CIRCLE
LOS GATOS, CA 95032
      Chief Business Dev Officer  

Signatures

William J. Holmes 06/12/2012
**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).

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

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.