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SEC FORM 3 SEC Form 3
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
or Section 30(h) of the Investment Company Act of 1940 		 
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1. Name and Address of Reporting Person*
EPSTEIN JEFFREY E
(Last) (First) (Middle)
C/O TWILIO INC.
375 BEALE STREET
(Street)
SAN FRANCISCO CA 94105
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/13/2017 		3. Issuer Name and Ticker or Trading Symbol
TWILIO INC [ TWLO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Class A Common Stock 13,486 I See Footnote(1)
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: 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
Explanation of Responses:
1. The shares are held by the Epstein Family Revocable Trust.
/s/ Mariam Sattar as attorney in fact for Reporting Person 07/17/2017
** 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 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.
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 Number.
LIMITED POWER OF ATTORNEY


       The undersigned hereby constitutes and appoints eachof Karyn Smith, Mariam Sattar and Alexis Rhorer, signing
singly, and with full power of substitution, the undersigned's
true and lawful attorney-in-fact to:

	(1)	execute for and on behalf of the undersigned,in the undersigned's capacity as an officer and/or director
of Twilio Inc. (the ?Company?), from time to time the following
U.S.?Securities and Exchange Commission (?SEC?) forms: (i) Form
ID, including any attached documents, to effect the assignment
of codes to the undersigned to be used in the transmission
of information to the SEC using the EDGAR System; (ii) Form
3, Initial Statement of Beneficial Ownership of Securities,
including any attached documents;  (iii) Form 4, Statement
of Changes in Beneficial Ownership of Securities, including
any attached documents; (iv) Form 5, Annual Statement of
Beneficial Ownership of Securities in accordance with Section
16(a) of the Securities Exchange Act of 1934, as amended,
and the rules thereunder, including any attached documents;
(v) Schedule 13D and (vi) amendments of each thereof, in
accordance with the Securities Exchange Act of 1934, as
amended, and the rules thereunder, including any attached
documents;

	(2)	do and perform any and all acts for and onbehalf of the undersigned which may be necessary or desirable
to complete and execute any such Form 3, 4 or 5, Schedule
13D or any amendment(s) thereto, and timely file such form(s)
with the SEC and any securities exchange, national association
or similar authority; and

	(3)	take any other action of any type whatsoeverin connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit to, in the best
interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact
on behalf of the undersigned pursuant to this Power of Attorney
shall be in such form and shall contain such terms and conditions
as such attorney-in-fact may approve in such attorney-in-fact's
discretion.

	The undersigned hereby grants to each such attorney-in-fact, acting singly, full power and authority to do and perform
any and every act and thing whatsoever requisite, necessary
or proper to be done in the exercise of any of the rights and
powers herein granted, as fully to all intents and purposes as
the undersigned might or could do if personally present, with
full power of substitution or revocation, hereby ratifying and
confirming all that such attorney-in-fact, or such attorney-in-
fact's substitute or substitutes, shall lawfully do or cause to
be done by virtue of this Power of Attorney and the rights and
powers herein granted.  The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the
request of the undersigned, are not assuming, nor is the Company
assuming, any of the undersigned's responsibilities to comply
with Section 16 or Regulation 13D-G of the Securities Exchange
Act of 1934, as amended.  The undersigned hereby agrees to
indemnify the attorneys-in-fact and the Company from and against
any demand, damage, loss, cost or expense arising from any false
or misleading information provided by the undersigned to the
attorneys-in-fact.

	This Power of Attorney shall remain in full force andeffect until the undersigned is no longer required to file such
forms with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless
earlier revoked by the undersigned in a signed writing delivered
to the foregoing attorneys-in-fact.  This Power of Attorney
supersedes any prior power of attorney in connection with the
undersigned?s capacity as an officer and/or director of the
Company.  This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases
to be an executive officer of, or legal counsel to the Company.

	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of June 9, 2017.

/s/ Jeffrey Epstein
Jeffrey Epstein