UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

SCHEDULE 13G/A

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SCHEDULE 13G/A

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SCHEDULE 13G/A

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Item 1(a)		Name of Issuer:
		Mastercard Incorporated (the “Issuer”).

Item 1(b)		Address of the Issuer’s Principal Executive Offices:
		2000 Purchase Street Purchase, New York 10577

Item 2(a)		Name of Person Filing:
		This statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
		i)        Atticus Capital LP (“Atticus Capital”);
		ii)       Atticus Management LLC (“Atticus Management”); and
		iii)       Timothy R. Barakett (“Mr. Barakett”).

Item 2(b)		Address of Principal Business Office or, if None, Residence:
		The address of the principal business office of the Reporting Persons is 152 West 57th Street, 45th Floor, New York, NY 10019.

Item 2(c)		Citizenship:
		1)        Atticus Capital is a Delaware limited partnership;
		2)        Atticus Management is a Delaware limited liability company; and
		3)        Mr. Barakett is a citizen of Canada.

Item 2(d)		Title of Class of Securities:
		Class A Common Stock, par value $0.0001 per share (the “Shares”).

Item 2(e)		CUSIP Number:
		57636Q104

Item 3.		If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
		This Item 3 is not applicable.

SCHEDULE 13G/A

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Item 4.		Ownership:

Item 4(a)		Amount Beneficially Owned:
		As of the Date of Event, each of the Reporting Persons may be deemed to be the beneficial owner of 7,181,494 Shares.

Item 4(b)		Percent of Class:

                              As of July 26, 2007, the number of Shares outstanding was 79,837,897 according to the Issuer’s Form 10-Q filed on August 1, 2007. Each of the Reporting Persons may be deemed to be the beneficial owner of approximately 9.0% of the total number of Shares outstanding.

Item 4(c)		Number of shares as to which such person has:
		Atticus Capital
		(i)		Sole power to vote or to direct the vote			7,181,494
		(ii)		Shared power to vote or to direct the vote			0
		(iii)		Sole power to dispose or to direct the disposition of			7,181,494
		(iv)		Shared power to dispose or to direct the disposition of			0
		Atticus Management
		(i)		Sole power to vote or to direct the vote			7,181,494
		(ii)		Shared power to vote or to direct the vote			0
		(iii)		Sole power to dispose or to direct the disposition of			7,181,494
		(iv)		Shared power to dispose or to direct the disposition of			0
		Mr. Barakett
		(i)		Sole power to vote or to direct the vote			7,181,494
		(ii)		Shared power to vote or to direct the vote			0
		(iii)		Sole power to dispose or to direct the disposition of			7,181,494
		(iv)		Shared power to dispose or to direct the disposition of			0

Item 5.		Ownership of Five Percent or Less of a Class:

		This Item 5 is not applicable.

Item 6.		Ownership of More than Five Percent on Behalf of Another Person:
		This Item 6 is not applicable.

SCHEDULE 13G/A

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Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent
Holding Company or Control Person:
		This Item 7 is not applicable.

Item 8.		Identification and Classification of Members of the Group.
		This Item 8 is not applicable.

Item 9.		Notice of Dissolution of Group:
		This Item 9 is not applicable.

Item 10.		Certification:

                              By signing below each of the Reporting Persons certifies that, to the best of such person’s 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.

SCHEDULE 13G/A

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Signatures

     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: August 20, 2007
ATTICUS CAPITAL LP
By:		Atticus Management LLC,
		its general partner
By:		/s/ Timothy R. Barakett*
		Timothy R. Barakett
		Managing Member
ATTICUS MANAGEMENT LLC
By:		/s/ Timothy R. Barakett*
		Timothy R. Barakett
		Managing Member
TIMOTHY BARAKETT
By:		/s/ Timothy R. Barakett*

SCHEDULE 13G/A

CUSIP NO. 57636Q104		PAGE 9 OF 10 PAGES

EXHIBIT INDEX

A.    Power of Attorney, dated June 7, 2007