Edgar Filing: KLOSTER THOMAS R

Ownership Submission

FORM 4

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

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

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

KLOSTER THOMAS R

2. Issuer Name and Ticker or Trading Symbol
PRIMUS TELECOMMUNICATIONS GROUP INC [PRTL]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chief Financial Officer

(Last)

(First)

(Middle)

7901 JONES BRANCH DRIVE, SUITE 900

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2009

(Street)

MCLEAN, VA 22102

4. If Amendment, Date 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

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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	07/01/2009	07/01/2009⁽¹⁾	D⁽¹⁾		9,950 ⁽²⁾	D	$ 0	0	D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction 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
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option (right to buy)

$ 6.3

07/01/2009

D⁽¹⁾

50,000

⁽³⁾

08/05/2013

Common Stock

50,000

⁽⁴⁾

Employee Stock Option (right to buy)

$ 6.12

07/01/2009

D⁽¹⁾

60,000

⁽⁵⁾

06/07/2014

Common Stock

60,000

⁽⁴⁾

Employee Stock Option (right to buy)

$ 3.17

07/01/2009

D⁽¹⁾

60,000

⁽⁶⁾

12/09/2014

Common Stock

60,000

⁽⁴⁾

Employee Stock Option (right to buy)

$ 0.77

07/01/2009

D⁽¹⁾

150,000

⁽⁷⁾

02/02/2016

Common Stock

150,000

⁽⁴⁾

Employee Stock Option (right to buy)

$ 0.36

07/01/2009

D⁽¹⁾

150,000

⁽⁸⁾

03/03/2018

Common Stock

150,000

⁽⁴⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
KLOSTER THOMAS R 7901 JONES BRANCH DRIVE SUITE 900 MCLEAN, VA 22102			Chief Financial Officer

Signatures

Thomas R. Kloster		07/01/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	On March 16, Primus Telecommunications Group, Inc. and three of its subsidiaries each filed a Chapter 11 case. The Plan of Reorganization was approved by the Bankruptcy Court on June 12, 2009 and became effective on July 1, 2009, whereupon all previously outstanding equities were automatically cancelled.
(2)	Mr. Kloster acquired common stock through open market purchase.
(3)	The option vested in three equal installments on August 5, 2004, August 5, 2005, and December 21, 2005.
(4)	No consideration.
(5)	1/3 of options vested on June 7, 2005 and 2/3 of options vested on December 21, 2005.
(6)	1/3 of options vested on December 9, 2005 and 2/3 of options vested on December 21, 2005.
(7)	The option vested in six equal semi-annual installment beginning on August 2, 2006.
(8)	The option vests in six equal semi-annual installment beginning on September 3, 2008.

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