SEC FORM 4

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^*

SHETH JAGDISH N

(Last)

(First)

(Middle)

(Street)

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PAC-WEST TELECOMM INC [ PACW ]

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

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2003

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock previously reported	12/09/2003⁽¹⁾	12/09/2003⁽¹⁾	P		0	A	$0	22,000	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee stock options	$2.14	12/09/2003		D			35,000	⁽²⁾	08/23/2009	Common stock	35,000	$0⁽³⁾	33,000	D
Employee stock options	$4.063	12/09/2003		D			10,500	⁽²⁾	12/01/2010	Common stock	10,500	$0⁽³⁾	22,500	D
Employee stock options	$0.79	12/09/2003		D			10,500	⁽²⁾	12/01/2011	Common stock	10,500	$0⁽³⁾	12,000	D
Employee stock options	$0.96	12/09/2003		D			12,000	⁽²⁾	06/09/2013	Common stock	12,000	$0⁽³⁾	0	D
Employee stock options	$2.14	12/09/2003		A		35,000		⁽²⁾	08/23/2009	Common stock	35,000	$0⁽³⁾	35,000	D
Employee stock options	$4.063	12/09/2003		A		10,500		⁽²⁾	12/01/2010	Common stock	10,500	$0⁽³⁾	45,500	D
Employee stock options	$0.79	12/09/2003		A		10,500		⁽²⁾	12/01/2011	Common stock	10,500	$0⁽³⁾	56,000	D
Employee stock options	$0.96	12/09/2003		A		12,000		⁽²⁾	06/09/2013	Common stock	12,000	$0⁽³⁾	68,000	D

Explanation of Responses:

1. SEC forms software requires a date format. This row has no transaction and is reporting stock previously issued. We have given the date of the transactions in table 2 to meet the software requirement for a date.

2. Amendment of outstanding options resulting in deemed cancellation and grant of replacement options. Amendment provided for (a) accelerated vesting such that each option shall be fully vested and exercisable upon termination of employment period under reporting person's service as a director and (b) to extend post termination exercise period such that it expires on the expiration date of each grant.

3. Column 8 is not a required reportable field. New SEC software requires a dollar amount; use zeros per SEC.

	Jagdish N. Sheth	12/09/2003
	** 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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