Record Numbers, Record Wealth: 128 new billionaires made their debut  this year, while 117 dropped out of the ranks. The net result is a  record 1,226 billionaires, including the creators of Spanx, Under Armour  and 5-Hour Energy.
A quarter century ago Forbes published  our first annual list of the World’s Billionaires—and we found 140. This  year the list broke records for the most number of billionaires (1,226)  and combined net worth, at $4.6 trillion, up from $4.5 trillion. Behind  those numbers is a more complicated story of rapid change among the  world’s wealthiest. Innovation, strong consumer brands and a rebounding  U.S. stock market helped produce 128 newcomers and brought 17 former  members back into the ranks, while falling stock markets, particularly  in China and Russia, were the main culprit for knocking 117 billionaires  off the list. Another 12 members from the 2011 list passed away,  including buyout titan Teddy Forstmann and Apple’s Steve Jobs, whose  wife Laurene Powell Jobs takes his spot. Overall, 460 billionaires got  richer, 441 got poorer and another 180 held steady. 
There are  now billionaires from 58 countries. The U.S. is still home to more  billionaires than any other country, with 425, a gain of 12. Mainland  China and Russia were both clobbered. They have 95 and 96, respectively,  down from 115 and 101 last year. The BRIC nations, which were such a  force of wealth creation a year ago, have 26 fewer ten-figure fortunes,  with only Brazil adding to its bounty. 
[Also from Forbes.com: 
Full Gallery: The World’s Billionaires]
Carlos  Slim Helú of Mexico tops the ranks for the third year in a row, but the  gap between him and Bill Gates is tightening again. His fortune, at $69  billion, is down $5 billion from a year ago. He was one of 7 in the top  20 whose fortunes slipped, including Warren Buffett and Larry Ellison. 
Meanwhile  Gates, whose foundation helped wipe out polio in India, was $5 billion  richer at $61 billion as Microsoft shares hit a ten-year high. Amancio  Ortega, the man behind fast fashion chain Zara, moved into the top 5 for  the first time, despite having stepped down as chairman the previous  year. India’s Lakshmi Mittal, who runs the world’s largest steel  company, ArcelorMittal, was the year’s biggest loser. His fortune  plummeted by $10.4 billion, knocking him out of the top 10 for the first  time since 2004. He is ranked No. 21. In a sign that great fortunes can  come from almost anywhere, only 3 of the top 10 richest hail from the  U.S., one fewer than last year. 
There are lots of ingenious ways  to make fortunes, not the least of which is using a popular brand to  cater to a world full of consumers. Facebook’s Mark Zuckerberg is worth  $17.5 billion, up $4 billion from a year ago; he may be worth far more  once Facebook goes public this spring. Notable newcomers with stellar  brands include Kevin Plank, founder of trendy sportswear maker Under  Armour, and Sara Blakely, with her Spanx line of newfangled girdles.  Blakely, 41, is the world’s youngest self-made woman billionaire.  Another notable woman in the ranks is Miuccia Prada, who returns to the  list after a six-year absence. Two American immigrants to make their  debut are the Jacksonville Jaguars’ Shahid Khan, who came from Pakistan  when he was 16 and is the first minority immigrant owner of an NFL team,  and 5-Hour Energy’s Manoj Bhargava, who emigrated as a boy from India. 
A note on methodology: More  than 50 reporters in 16 countries worked on compiling the list this  year, valuing individuals' public holdings, private companies, real  estate, yachts, art and cash. Net worths were locked in using stock  prices and exchange rates from Feb. 14.
The World’s Top 10 Billionaires 
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1. Name: Carlos Slim Helú and family
Net Worth: $69 billion (DOWN)
Source: Telecom
Citizenship: Mexico 
 
Carlos Slim Helú retains the title of world's richest man for the third  year in a row despite a fortune that's $5 billion smaller than a year  ago—primarily because of a lower share price for telecom giant America  Movil, which accounts for more than half his net worth. In April the  company was fined $1 billion by Mexican regulators for monopolistic  practices but is appealing the decision. Slim is spending more time  working with his Carlos Slim Foundation and the Telmex Foundation than  he has in the past. His goal: philanthropic work that develops human  capacity.
 
 
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 2. Name: Bill Gates
Net Worth: $61 billion (UP)
Source: Microsoft
Citizenship: USA
 
First part of mission accomplished: The most generous person on the  planet (he’s given away $28 billion already) has helped eradicate polio  in India. In January the country announced its first polio-free year.  Gates will continue to chip in $200 million a year to rid the world of a  disease that is still endemic in Pakistan, Afghanistan and Nigeria. He  also has a new endeavor in the works: fixing agriculture. His foundation  has committed more than $2 billion to small farmers. Less than  one-fourth of his net worth is still held in Microsoft, whose shares are  trading higher than they’ve been in 10 years and helped boost his  fortune, which is up $5 billion. The rest is in private equity, bonds  and stocks such as Ecolab and Mexican broadcaster Televisa. 
 
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3. Name: Warren Buffett
Net Worth: $44 billion (DOWN)
Source: Berkshire Hathaway
Citizenship: USA
 
Who will replace the Oracle of Omaha at the helm of Berkshire Hathaway?  Buffett announced in February he’d finally made the decision, but he  wouldn’t give a name. In December he chose his farmer son, Howard, as  the future nonexecutive chairman and “guardian of the firm’s values.”  New Senate legislation requiring the rich to pay at least a 30% tax rate  has been dubbed the “Buffett Rule” in homage to the billionaire’s  frequent public statements that the wealthiest should pay more than the  average Joe. His net worth is down $6 billion year on year because of a  7% slump in Berkshire’s stock. In his latest annual letter he confessed  to some mistakes, including being “dead wrong” about a housing  comeback.   
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4. Name: Bernard Arnault
Net Worth: $41 billion (EQUAL)
Source: LVMH
Citizenship: France
 
The world’s ultimate arbiter of good taste and Europe’s richest person  once again, Arnault orchestrated another stellar year at his  luxury-goods empire, LVMH. Sales were up 16%, as Europe, Asia and the  United States all did well. Louis Vuitton, in particular, thrived.  Arnault called 2011 “another great vintage.” LVMH extended ties to two  major brands: first, the Bulgari family transferred its majority stake  in its eponymous brand to LVMH in exchange for shares and seats on  LVMH's board; second, LVMH acquired a 20% stake in Hermes. The group  also formed a JV with one of the world’s leading tanneries of crocodile  leather, Heng Long.  Arnault hasn’t done as well with his more  pedestrian investment in supermarket chain Carrefour, which is worth $1  billion less than it was a year ago. Among his personal high-end  collection: He owns yacht builder Royal Van Lent, Indigo Island in the  Bahamas (rent: $300,000 a week) and ski chalet Cheval Blanc in  Courchevel. 
 
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 5. Name: Amancio Ortega
Net Worth: $37.5 billion (UP)
Source: Zara
Citizenship: Spain
 
Ortega stepped down as chairman of his global fashion firm, Inditex, in  July 2011, but the company hasn’t missed a beat. Shares are up one  fourth in the past year, helping boost his fortune by $6.5 billion and  pushing him into the global top 5 ranks for the first time. Ortega paid  $536 million to billionaire Esther Koplowitz in December for Torre  Picasso, a 43-story skyscraper in Madrid. He also owns Epic Residences  & Hotel, a luxury 54-story waterfront condo and hotel development in  Miami. Other personal holdings include a stake in a soccer league and a  horse-jumping circuit. A railway worker's son, he started as a gofer in  a shirt store. With then-wife Rosalia Mera, also a billionaire, he  started making dressing gowns and lingerie in his living room. His  daughter Marta, who works for Inditex, married Spanish equestrian star  Sergio Alvarez Moya in February.
 
 
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 6. Name: Larry Ellison
Net Worth: $36 billion (DOWN)
Source: Oracle
Citizenship: USA
 
 
Oracle’s stock has been oscillating for months. It’s rebounded since its  August low but is still off 15% year on year due to a slowdown in the  software and hardware giant’s sales, enough to knock $3.5 billion off  Ellison’s fortune. Seeking to profit from cloud computing, Oracle  acquired Taleo in February for $1.9 billion and RightNow in October for  $1.5 billion. Ellison has been tagged as one of the clutch of  billionaires interested in buying the Los Angeles Dodgers baseball team.  His big sport is yachting: he won the America's Cup in 2010 and is  bringing the 34th edition of the America’s Cup Finals to the San  Francisco Bay in 2013. This will be the first time the event has been  held in the United States in 18 years.
 
7. Name: Eike Batista
Net Worth: $30 billion (EQUAL)
Source: Mining, oil
Citizenship: Brazil
  
 Brazil’s richest man is riding high on oil fever. His oil and gas  driller, OGX Petroleo e Gas, produced its first oil in a test well  offshore in late January; his 61% stake in the company is worth $19.8  billion-two-thirds of his net worth. The bombastic entrepreneur is also  betting on his former passion, gold: In February 2011 he spent $1.5  billion to take private Canadian-listed Ventana Gold, which owns what he  says is an incredibly promising mine in Colombia. 
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8. Name: Stefan Persson
Net Worth: $26 billion (UP)
Source: H&M
Citizenship: Sweden
 
 His cheap-chic apparel chain H&M added Versace and Marni to its  stable of designers last year and opened its first stores in Croatia,  Singapore and Romania. It now has 2,500 shops in 43 countries. Persson,  who is chairman, bought 5 million additional shares of the company and  then gifted 4 million, worth $150 million, to a new employeeincentive  program. 
 
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 9. Name: Li Ka-shing
Net Worth: $25.5 billion (DOWN)
Source: diversified
Citizenship: Hong Kong
 
 Despite a small drop in fortune, Li Ka-shing moves back into the top 10  for the first time since 2007 and reclaims the title of Asia’s richest  for the first time since 2004. One of the great empire builders, Li’s  businesses employ 270,000 people around the world in 53 countries; he  built one out of every 7 residences in Hong Kong, his Hutchison Port  Holdings handles about 13% of the world’s container traffic, and his  recently acquired Northumbrian Water supplies clean drinking water to  4.5 million people in England and sewerage services to another 2.7  million. Li also has personal investments in tech startups like Facebook  and Spotify. Says the octogenarian: “A person investing in technology  will feel younger.” One of Asia’s most generous, his foundation has  donated more than $1.6 billion to date, largely to education and medical  research.  
 
10. Name: Karl Albrecht
Net Worth: $25.4 billion (DOWN)
Source: Aldi
Citizenship: Germany
 
His $39 billion (estimated sales) discount supermarket giant, Aldi Sud,  has some 4,500 stores, including 1,200 across 32 U.S. states. It opened  its first New York City locations in 2011, one in Queens and another in  the Bronx. To keep costs low, Aldi stores do not accept credit cards. He  and his late brother Theo built their mother's corner grocery store  into Aldi after World War II. They split ownership in 1961; Karl took  the more profitable stores in southern Germany, plus the rights to the  brand in the U.K., Australia and the U.S. Theo got northern Germany and  the rest of Europe. 
Click here to see the rest of the World’s Billionaires.