SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Shapiro Howard

(Last) (First) (Middle)
199 LOGTOWN ROAD

(Street)
PORT JERVIS NY 12771

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PHANTOM FIBER CORP [ PHFB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/25/2007
4. 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 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, $.001 par value 07/25/2007 P 0 A $0 650,000(1) D
Common Stock, $.001 par value 07/25/2007 P 0 A $0 595,000(1) I By Self as Trustee of Financial Trading Consultants Pension Plan
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Warrants $0.5 07/25/2007 P 0 (1) (1) Common Stock 410,000 $0 410,000(1) I By Self as Trustee of Financial Trading Consultants Pension Plan
Common Stock Warrants $0.5 07/25/2007 P 0 (1) (1) Common Stock 136,667 $0 136,667(1) I By Self as Trustee of Merger Master Pension Plan
Common Stock Warrants $0.5 07/25/2007 P 150,000 07/25/2007 07/25/2010 Common Stock 150,000 (2) 590,000 D
Convertible Notes $0.5 07/25/2007 P 0 (1) (1) Common Stock 310,000 $0 310,000(1) I By Self as Trustee of Financial Trading Consultants Pension Plan
Convertible Notes $0.5 07/25/2007 P 0 (1) (1) Common Stock 103,334 $0 103,334(1) I By Self as Trustee of Merger Master Pension Plan
Convertible Notes $0.5 07/25/2007 P 100,000 07/25/2007 07/25/2010 Common Stock 100,000 (2) 430,000 D
Explanation of Responses:
1. There is no change to report since last filing.
2. The Convertible Notes and Warrants were purchased as units such that for each $1.00 invested, the Reporting Person received (a)$1.00 in face amount of convertible note convertible into common stock at the rate of $.50 per share, and (b) warrants to purchase 3 shares of common stock at an exercise price of $.50 per share.
Howard Shapiro 07/25/2007
** 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 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).
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.