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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION STATEMENT OF
CHANGES IN BENEFICIAL OWNERSHIP |
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OMB Number: 3235-0287 | |||
Expires: January 31, 2005 | |||
[ ] | Check
box if no longer subject to Section 16. Form 4 or Form 5 obligations may
continue. See instructions 1(b). |
Estimated
average burden hours per response. . . 0.5 |
1.
Name and Address of Reporting Person* Fowler, Mark |
2.
Issuer Name and Ticker or Trading Symbol Talk America Holdings, Inc. (TALK) |
6. Relationship of Reporting Person(s) to Issuer _X_ Director ___ 10% Owner ___ Officer (give title below) ___ Other (specify below) |
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c/o Talk America Holdings, Inc. 12020 Sunrise Valley Drive |
3.
I.R.S. Identification Number of Reporting Person, if an entity (voluntary) |
4.
Statement for Month/Day/Year 03/05/2003 |
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Reston, VA 20191 |
5.
If Amendment, Date of Original (Month/Day/Year) |
7.
Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person |
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(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 Transactions (Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | Amount | (A) or (D) |
Price | ||||||
Common Stock | 03/05/2003 | S | 3,333 | D | 6.52 | 65,341 | D | |||
Common Stock | 10,000(1) | I | By wife |
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 Instructions 4(b)(v). |
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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 control
number. |
(Over) SEC 1474 (9-02) |
FORM 4 (continued) |
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) |
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Code | V | (A) | (D) | Date Exercisable |
Expiration Date |
Title | Amount or Number of Shares |
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Explanation of Responses: (1)The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. |
** | Intentional
misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
/s/ Mark Fowler
**Signature of Reporting Person |
03/07/2003
Date |
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. |
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