Edgar Filing: Wyman Kevin

Ownership Submission

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, 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 ^*

Â Southpaw Asset Management LP

2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2009

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

(Last)

(First)

(Middle)

FOUR GREENWICH OFFICE PARK

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

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

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

GREENWICH,Â CTÂ 06831

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)
Common Stock ⁽¹⁾	992,795 ⁽¹⁾	I	See Footnote ⁽¹⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A-1 Warrants ⁽³⁾	Â ⁽²⁾	Â ⁽³⁾	Common Stock	206,830 ⁽¹⁾	$ 12.22	I	See Footnote ⁽¹⁾
Class A-2 Warrants ⁽³⁾	Â ⁽²⁾	Â ⁽³⁾	Common Stock	206,830 ⁽¹⁾	$ 16.53	I	See Footnote ⁽¹⁾
Class A-3 Warrants ⁽³⁾	Â ⁽²⁾	Â ⁽³⁾	Common Stock	206,830 ⁽¹⁾	$ 20.5	I	See Footnote ⁽¹⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Southpaw Asset Management LP FOUR GREENWICH OFFICE PARK GREENWICH,Â CTÂ 06831	Â	Â X	Â	Â
Southpaw Credit Opportunity Master Fund, L.P. FOUR GREENWICH OFFICE PARK GREENWICH,Â CTÂ 06831	Â	Â X	Â	Â
Southpaw Holdings LLC FOUR GREENWICH OFFICE PARK GREENWICH,Â CTÂ 06831	Â	Â X	Â	Â
Golden Howard FOUR GREENWICH OFFICE PARK GREENWICH,Â CTÂ 06831	Â	Â X	Â	Â
Wyman Kevin FOUR GREENWICH OFFICE PARK GREENWICH,Â CTÂ 06831	Â	Â X	Â	Â

Signatures

/s/ Kevin Wyman		07/13/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	See Exhibit 99.
(2)	See Exhibit 99.
(3)	See Exhibit 99.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.