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*
Kraif Serge

(Last) (First) (Middle)
19 AVENUE KRIEG
1208 GENEVA

(Street)
SWITZERLAND

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CYGNE DESIGNS INC [ CYDS.OB ]
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)
11/23/2007
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 11/23/2007 J(1) 100 A $0.96 8,915,271(1) D
Common Stock 11/23/2007 J(1) 100 A $0.95 8,915,371 D
Common Stock 11/23/2007 J(1) 100 A $1.02 8,915,471 D
Common Stock 11/23/2007 J(1) 100 A $1.08 8,915,571 D
Common Stock 11/23/2007 J(1) 1,000 A $1.02 8,916,571 D
Common Stock 11/23/2007 J(1) 100 A $1 8,916,671 D
Common Stock 11/23/2007 J(1) 100 A $0.99 8,916,771 D
Common Stock 11/23/2007 J(1) 100 A $0.95 8,916,871 D
Common Stock 11/23/2007 J(1) 300 A $1.01 8,917,171 D
Common Stock 11/23/2007 J(1) 1,000 A $1.02 8,918,171 D
Common Stock 11/23/2007 J(1) 5,400 A $1.05 8,923,571 D
Common Stock 11/26/2007 J(1) 100 A $0.97 8,923,671 D
Common Stock 11/27/2007 J(1) 1,000 A $1 8,924,671 D
Common Stock 11/27/2007 J(1) 1,000 A $0.99 8,925,671 D
Common Stock 11/27/2007 J(1) 1,000 A $0.98 8,926,671 D
Common Stock 11/27/2007 J(1) 100 A $0.9 8,926,771 D
Common Stock 11/27/2007 J(1) 10,000 A $0.89 8,936,771 D
Common Stock 11/27/2007 J(1) 1,000 A $0.9 8,937,771 D
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
Warrant to Purchase Common Stock(2) $3 08/09/2007 P 4,400,000 02/15/2009 01/31/2012 Common Stock 4,400,000 (2) 4,400,000 D
Subordinated Convertible Promissory Note(3) $3.5 08/09/2007 P 4,285,715 (3) 01/31/2014 Common Stock 4,285,715 $3.5 4,285,715 D
Explanation of Responses:
1. Due to a clerical error, the Forms 3 and 4 filed by the Reporting Person on August 16 and 17, 2007 inadvertently disclosed that he had beneficially owned 115,000 shares of common stock of the Issuer prior to the securities acquired on August 9, 2007 when in fact he had beneficially owned 115,171 shares. The correct amount is reflected in the total amount of securities beneficially owned by him reported in this report. The Reporting Person unintentionally submitted the incorrect figure in his previous reports.
2. The Warrant was acquired on August 9, 2007 pursuant to a note conversion agreement with the Issuer effective January 31, 2007.
3. The Subordinated Convertible Promissory Note was acquired on August 9, 2007 pursuant to a note conversion agreement with the Issuer effective January 31, 2007. The note will bear interest at a rate of 4.70% per year, payable quarterly, and is convertible into Issuer's common stock at a conversion price of $3.50 per share. The note is convertible at any time, if not previously converted, and will mature on January 31, 2014 when the outstanding principal is due and payable. The note was described in the footnotes but was inadvertently omitted from Table II of the Form 4 filed by the Reporting Person on August 17, 2007.
Remarks:
/s/ Serge Kraif 11/27/2007
** 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).
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