SEC Form 4

FORM 4

[ ] Check this box if no longer
subject to Section 16. Form 4 or Form
5 obligations may continue.
See Instruction 1(b).

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, Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Branch, Scott J.

(Last) (First) (Middle)

220 E. Central Parkway

Suite 2060

(Street)

Altamonte Springs, FL 32701

(City) (State) (Zip)

2. Issuer Name
and Ticker or Trading Symbol

International Assets Holding Corporation
IAAC

3. I.R.S. Identification
    Number of Reporting
    Person, if an entity
    (voluntary)

4. Statement for
(Month/Day/Year

02/28/2003

5. If Amendment,
Date of Original
(Month/Day/Year)

03/06/2003

6. Relationship of Reporting Person(s) to Issuer

(Check all applicable)

X Director X 10% Owner

X Officer (give title below) Other (specify below)

Description President

7. Individual or Joint/Group
Filing (Check Applicable Line)

Form filed by One Reporting Person

X 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. Owner-
    ship
    Form:
    Direct (D)
    or
    Indirect (I)

    (Instr. 4)

7. Nature of
     Indirect
     Beneficial
     Ownership

    (Instr. 4)

Code

Amount

A/D

Price

Common Stock

02/28/2003

367,647

$1.70

367,647

Common Stock

02/28/2003

367,647

$1.70

367,647

BY SPOUSE

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. Conver-
    sion or
    Exercise
    Price of
    Deri-
    vative
    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(DE) and
    Expiration Date(ED)
    (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. Owner-
ship
Form of
Deriv-
ative
Securities:
Direct (D)
or
Indirect (I)

(Instr.4) 11. Nature of
      Indirect
      Beneficial
      Ownership
      (Instr.4)

Code

V

A

D

DE

ED

Title

Amount or Number of Shares

Series A Preferred $1.70 02/28/2003
C

       367,647
02/28/2003

Common

367,647

$1.70

0

D

Series A. Preferred $1.70 02/28/2003
C

       367,647
02/28/2003

Common

367,647

$1.70

0

I
By Spouse

Explanation of Responses:

Series A Preferred was automatically convertible upon approval of shareholders at annual meeting.

By: Date:

/s/ Scott J. Branch 03/10/2003

Scott J. Branch

** Signature of Reporting Person
SEC 1474 (9-02)

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.
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.

Additional Information Reported For This Form

Name and Address of Reporting Person^*

Branch, Scott J.

(Last) (First) (Middle)

220 E. Central Parkway

Suite 2060

(Street)

Altamonte Springs, FL 32701

(City) (State) (Zip)

Issuer Name
and Ticker or Trading Symbol

International Assets Holding Corporation
IAAC

Statement for
(Month/Day/Year)

02/28/2003

Barbara L. Branch                        Date: 03/10/2003
39 Meeker Ave.
Allendale, NJ 07401

/s/Barbara L. Branch
   ___________________________________
   Signature of Joint Reporting Person
   Barbara L. Branch

-----END PRIVACY-ENHANCED MESSAGE-----

By:	Date:
/s/ Scott J. Branch	03/10/2003
Scott J. Branch
** Signature of Reporting Person	SEC 1474 (9-02)
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. 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.