- Statement of Changes in Beneficial Ownership (4)

FORM 4 [ X ] 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 OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	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(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Trudeau Robert	2. Issuer Name and Ticker or Trading Symbol RiskMetrics Group Inc [ RISK ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                      _____ 10% Owner _____ Officer (give title below)      __ X __ Other (specify below) May be part of 13(d) group
(Last)          (First)          (Middle) C/O TECHNOLOGY CROSSOVER VENTURES, 528 RAMONA STREET	3. Date of Earliest Transaction (MM/DD/YYYY) 6/1/2010
(Street) PALO ALTO, CA 94301 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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
Common Stock	6/1/2010		D		8334	D	(1)	0	I	Robert W. Trudeau   (2)
Common Stock	6/1/2010		D		1666	D	(1)	0	I	TCV Management 2004, L.L.C.   (3)
Common Stock	6/1/2010		D		6305370	D	(1)	0	I	TCV V, L.P.   (4)
Common Stock	6/1/2010		D		119432	D	(1)	0	I	TCV Member Fund, L.P.   (5)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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

Explanation of Responses:
( 1)	Pursuant to the terms of the Plan and Agreement of Merger, dated as of February 28, 2010, as amended, by and among MSCI Inc. ("MSCI"), Crossway Inc. and RiskMetrics Group, Inc. (the "Company"), at the effective time of the merger, each outstanding share of the Company's common stock was converted into the right to receive a combination of $16.35 in cash and 0.1802 shares of common stock of MSCI.
( 2)	These shares of restricted stock were directly held by Robert W. Trudeau ("Trudeau"). Trudeau had the sole voting and dispositive power over the shares; however, TCV Management 2004, L.L.C. ("Management") owns 100% of the pecuniary interest therein. Trudeau disclaims beneficial ownership of such shares. Additionally, Jay C. Hoag, Richard H. Kimball, John L. Drew, Jon Q. Reynolds, Jr., and William J.G. Griffith IV (collectively, the "TCM Members") are members of Management, but disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
( 3)	These shares were directly held by Management. The TCM Members are members of Management, but disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
( 4)	These shares were directly held by TCV V, L.P. The TCM Members are Class A members of Technology Crossover Management V, L.L.C. ("TCM V"), which is a general partner of TCV V, L.P. The TCM Members and TCM V may be deemed to beneficially own shares held by TCV V, L.P., but the TCM Members and TCM V disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
( 5)	These shares were directly held by TCV Member Fund, L.P. The TCM Members are (i) Class A Members of TCM V, which is a general partner of TCV Member Fund, L.P., and (ii) limited partners of TCV Member Fund, L.P. The TCM Members and TCM V may be deemed to beneficially own shares held by TCV Member Fund, L.P., but the TCM Members and TCM V disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Trudeau Robert C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO, CA 94301	X			May be part of 13(d) group
HOAG JAY C C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO, CA 94301				May be part of 13(d) group
KIMBALL RICK C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO, CA 94301				May be part of 13(d) group
DREW JOHN C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO, CA 94301				May be part of 13(d) group
REYNOLDS JON Q JR C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO, CA 94301				May be part of 13(d) group
GRIFFITH WILLIAM C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO, CA 94301				May be part of 13(d) group

Signatures
Frederic D. Fenton Authorized signatory for Robert W. Trudeau		6/3/2010
** Signature of Reporting Person		Date
Frederic D. Fenton Authorized signatory for Jay C. Hoag		6/3/2010
** Signature of Reporting Person		Date
Frederic D. Fenton Authorized signatory for Richard H. Kimball		6/3/2010
** Signature of Reporting Person		Date
Frederic D. Fenton Authorized signatory for John L. Drew		6/3/2010
** Signature of Reporting Person		Date
Frederic D. Fenton Authorized signatory for Jon Q. Reynolds Jr.		6/3/2010
** Signature of Reporting Person		Date
Frederic D. Fenton Authorized signatory for William J.G. Griffith IV		6/3/2010
** Signature of Reporting Person		Date

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.
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