UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13G
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Under the Securities Exchange Act of 1934
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(Amendment No. __)*
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XFONE, INC.
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(Name of Issuer)
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Common Stock, $0.001 par value per share
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(Title of Class of Securities)
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98414Y109
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(CUSIP Number)
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September 20, 2011
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[X] Rule 13d–1(c)
[ ] Rule 13d–1(d)
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*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
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The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. 98414Y109
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13G
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Page 2 of 12 Pages
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1
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NAMES OF REPORTING PERSONS
Leslie J. Schreyer, as Trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler
52-6435625
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(a)
(see instructions) (b)
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Connecticut
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NUMBER OF
SHARES
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5
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SOLE VOTING POWER
1,500,000
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BENEFICIALLY
OWNED BY
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6
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SHARED VOTING POWER
-0-
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EACH
REPORTING
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7
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SOLE DISPOSITIVE POWER
1,500,000
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PERSON
WITH
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8
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SHARED DISPOSITIVE POWER
-0-
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,500,000
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.1%*
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
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CUSIP No. 98414Y109
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13G
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Page 3of 12 Pages
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1
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NAMES OF REPORTING PERSONS
Robert Averick
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(a)
(see instructions) (b)
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF
SHARES
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5
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SOLE VOTING POWER
-0-
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BENEFICIALLY
OWNED BY
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6
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SHARED VOTING POWER
99,117
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EACH
REPORTING
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7
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SOLE DISPOSITIVE POWER
-0-
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PERSON
WITH
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8
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SHARED DISPOSITIVE POWER
99,117
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
99,117
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.5%*
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP No. 98414Y109
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13G
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Page 4 of 12 Pages
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Item 1(a)
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Name of Issuer:
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Item 1(b)
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Address of Issuer’s Principal Executive Offices:
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Item 2(a)
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Names of Persons Filing:
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1.
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Leslie J. Schreyer, as Trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler (the “Trust”); and
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Item 2(b)
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Address of Principal Business Office or, if None, Residence:
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Item 2(c)
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Citizenship:
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1.
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The Trust is a trust governed by the laws of the State of Connecticut.
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Item 2(d)
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Title of Class of Securities:
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CUSIP No. 98414Y109
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13G
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Page 5 of 12 Pages
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Item 2(e)
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CUSIP Number:
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Item 3
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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Item 4
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Ownership:
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*
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Represents shares held in the Trust, for which Leslie J. Schreyer serves as sole Trustee. Leslie J. Schreyer has no pecuniary interest in the shares held by the Trust.
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CUSIP No. 98414Y109
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13G
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Page 6 of 12 Pages
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2.
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Robert Averick
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Item 5
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Ownership of Five Percent or Less of a Class.
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Item 6
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Ownership of More than Five Percent on Behalf of Another Person.
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Item 7
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
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CUSIP No. 98414Y109
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13G
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Page 7 of 12 Pages
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Item 8
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Identification and Classification of Members of the Group.
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Not applicable.
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Item 9
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Notice of Dissolution of Group.
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Item 10
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Certification.
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CUSIP No. 98414Y109
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13G
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Page 8 of 12 Pages
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Signature |
/s/ Frank S. Vellucci
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Frank S. Vellucci
Attorney-in-Fact for Leslie J. Schreyer, in his capacity as trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler
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/s/ Robert Averick | |
Robert Averick
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CUSIP No. 98414Y109
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13G
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Page 9 of 12 Pages
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Page No.
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A.
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Joint Filing Agreement, dated as of September 30, 2011, by and among Leslie J. Schreyer, in his capacity as trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler, and Robert Averick.
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10
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B.
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Power of Attorney, dated as of September 28, 2011, granted by Leslie J. Schreyer, in his capacity as trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler, in favor of Anthony M. Roncalli and Frank S. Vellucci.
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11
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CUSIP No. 98414Y109
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13G
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Page 10 of 12 Pages
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/s/ Frank S. Vellucci
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Frank S. Vellucci
Attorney-in-Fact for Leslie J. Schreyer, in his capacity as trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler
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/s/ Robert Averick | |
Robert Averick
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CUSIP No. 98414Y109
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13G
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Page 11 of 12 Pages
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CUSIP No. 98414Y109
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13G
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Page 12 of 12 Pages
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/s/ Leslie J. Schreyer
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Leslie J. Schreyer, in his capacity as trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler
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