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^*

STANFORD INTERNATIONAL BANK LTD

(Last)

(First)

(Middle)

C/O STANFORD FINANCIAL GRP RECEIVERSHIP

1029 HIGHWAY 6N, SUITE 650

(Street)

HOUSTON

77079-1006

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ELANDIA INTERNATIONAL INC. [ ELAN.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)
03/30/2011

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)
Common Stock	03/30/2011		Z		12,364,377	A	$0⁽¹⁾	12,364,377	D
Common Stock	03/30/2011		C		1,801,704	A	$0⁽²⁾	14,166,117	D
Common Stock	03/30/2011		D		1,801,704	D	$0⁽³⁾	12,364,377	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)
Series B Convertible Preferred Stock	$0⁽²⁾	03/30/2011		Z		4,118,263		⁽⁴⁾	⁽⁴⁾	Common Stock	1,801,704	$0⁽¹⁾	4,118,263	D
Series B Convertible Preferred Stock	$0⁽²⁾	03/30/2011		C			4,118,263	⁽⁴⁾	⁽⁴⁾	Common Stock	1,801,704	$0⁽²⁾	0	D

Explanation of Responses:

1. On March 30, 2011, eLandia International, Inc., a Delaware corporation ("eLandia"), Ralph S. Janvey as Receiver for the assets of SIBL, and Pete R. Pizarro as Trustee, entered into an agreement to terminate the Voting Trust Agreement, dated February 6, 2009, as amended, thereby releasing 12,364,377 shares of eLandia Common Stock and 4,118,263 shares of Series B Convertible Preferred Stock.

2. Pursuant to the terms of that certain Additional Modification Agreement (the "Additional Modification Agreement") dated as of February 6, 2009, by and between eLandia and SIBL, effective March 30, 2011, 4,118,263 shares of Series B Convertible Preferred Stock with a stated value of $6.75 per share held by SIBL were converted into 1,801,704 shares of eLandia Common Stock without the payment of any additional consideration by SIBL.

3. Pursuant to the terms of the Additional Modification Agreement, SIBL agreed to surrender to eLandia for cancellation 1,801,704 shares of eLandia Common Stock, without the payment of any additional consideration.

4. Shares of eLandia's Series B Convertible Preferred Stock are convertible into shares of eLandia's Common Stock at the ratio of 3.5 shares of Common Stock for each eight shares of Series B Convertible Preferred Stock. Each share is convertible as long as such share is outstanding and has no expiration date.

Remarks:

On February 17, 2009, the United States District Court for the Northern District of Texas entered an order appointing Ralph S. Janvey as Receiver of all the assets of Stanford International Bank, Ltd. ("SIBL"), R. Allen Stanford and certain other affiliated parties.

	/s/ Ralph S. Janvey, Receiver	04/01/2011
	** Signature of Reporting Person	Date
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