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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^*

FILIPOWICZ JOHN D

(Last)

(First)

(Middle)

C/O PRIMUS TELECOMMUNICATIONS GROUP, INC

7901 JONES BRANCH DRIVE, SUITE 900

(Street)

MCLEAN

22102

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/13/2011

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
CAO, VP, HR & Acting GC & Sec

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)
Common Stock⁽¹⁾	4,606	D
Common Stock⁽²⁾	6,000	D

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)
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	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

1. The common stock reported represents the grant of restricted stock units on 7/5/2011 that vest as to one-third of the shares on 12/31/2011, one-third of the shares on 12/31/2012, and one-third of the shares on 12/31/2013.

2. The common stock reported represents the grant of restricted stock units on 7/5/2011 that vest as to one-third of the shares if PTGI's stock price closes at or above $18 on or prior to 4/15/2014, one-third of the shares if PTGI's stock price closes at or above $24 on or prior to 4/15/2014, and one-third of the shares if PTGI's stock price closes at or above $30 on or prior to 4/15/2014.

Remarks:

Exhibit 24.1 Power of Attorney

	/s/ Linda Rockett, Attorney-in-Fact	10/19/2011
	** 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.

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                                                                    Exhibit 24.1
                                                                    ------------

                           LIMITED POWER OF ATTORNEY
                                       FOR
                              SECTION 16(a) FILINGS
                              ---------------------

        Know all by these presents, that the undersigned hereby constitutes and
appoints Kenneth Schwarz and Josh Harrison of Primus Telecommunications Group,
Incorporated (the "Company"), and Kemal Hawa, Pamela Greene and Linda Rockett,
each of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., signing singly, the
undersigned's true and lawful attorney-in-fact to:

        (1)     Execute for and on behalf of the undersigned, forms and
authentication documents for EDGAR Filing Access;

        (2)     Do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any such
forms and authentication documents;

        (3)     Execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer, director and/or stockholder of the
Company, Forms 3, 4, and 5 and amendments thereto in accordance with Section
16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
and the rules thereunder;

        (4)     Do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any such
Form 3, 4, or 5 and any amendments thereto and timely file such forms with the
Securities and Exchange Commission and any stock exchange or similar authority;
and

        (5)     Take any other action of any type whatsoever which, in the
opinion of such attorney-in-fact, may be legally necessary or desirable in
connection with the foregoing authority, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Limited 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 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 Limited 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 of the Exchange Act.

        This Limited Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3, 4, and 5 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 may be
filed with the Securities and Exchange Commission as a confirming statement of
the authority granted herein.

        IN WITNESS WHEREOF, the undersigned has caused this Limited Power of
Attorney to be executed as of this 7th day of October, 2011.

                                        /s/ John D. Filipowicz
                                        ---------------------------------------
                                        John D. Filipowicz