SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

VAN SANTE YVES ROGER

(Last)

(First)

(Middle)

SCHIPHOL BOULEVARD 249

(Street)

SCHIPHOL

1118 BH

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/30/2014

3. Issuer Name and Ticker or Trading Symbol
ELEPHANT TALK COMMUNICATIONS CORP [ ETAK ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common stock	1,243,128	I	Through Rising Water Capital A.G.⁽¹⁾
Common stock	37,334	I	Through Q.A.T. Investments SA⁽²⁾
Common stock	8,473	I	Through CMV Invest CVA⁽³⁾
Common stock	381,195	I	Through CMV Invest II CVA⁽⁴⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Warrant	08/18/2008	08/18/2015	Common Stock	16,058	$1.05	I	Through Rising Water Capital A.G.⁽⁵⁾
Warrant	08/18/2008	08/18/2015	Common Stock	16,058	$1.26	I	Through Rising Water Capital A.G.⁽⁵⁾
Warrant	08/18/2008	08/18/2015	Common Stock	160,576	$1.26	I	Through Rising Water Capital A.G.⁽⁵⁾
Warrant	08/18/2008	08/18/2015	Common Stock	80,288	$1.47	I	Through Rising Water Capital A.G.⁽⁵⁾
Warrant	08/18/2008	08/18/2015	Common Stock	8,029	$1.47	I	Through Rising Water Capital A.G.⁽⁵⁾
Warrant	08/18/2008	08/18/2015	Common Stock	33,074	$1.05	I	Through Q.A.T. Investments SA⁽⁶⁾
Warrant	08/18/2008	08/18/2015	Common Stock	33,074	$1.26	I	Through Q.A.T. Investments SA⁽⁶⁾
Warrant	08/18/2008	08/18/2015	Common Stock	16,537	$1.47	I	Through Q.A.T. Investments SA⁽⁶⁾
Warrant	09/30/2008	09/30/2015	Common Stock	381,195	$1.26	I	Through CMV Invest II CVA⁽⁷⁾
Warrant	09/30/2008	09/30/2015	Common Stock	190,597	$1.47	I	Through CMV Invest II CVA⁽⁷⁾

Explanation of Responses:

1. These shares are held by Rising Water Capital, A.G. ("RWC"). The Reporting Person holds an approximate 9.26% ownership interest in QAT Investments SA ("QAT"), which holds an approximate 51.3% ownership interest in RWC. The number of shares shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through RWC. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such shares and thus disclaims beneficial ownership over such shares.

2. These shares are held by QAT. The Reporting Person holds an approximate 9.26% ownership interest in QAT and the number of shares shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through QAT. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such shares and thus disclaims beneficial ownership over such shares.

3. These shares are held by CMV Invest CVA ("CMV"). The Reporting Person holds an approximate 0.55% ownership interest in CMV and the number of shares shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through CMV. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such shares and thus disclaims beneficial ownership over such shares.

4. These shares are held by CMV Invest II CVA ("CMV II"). The Reporting Person holds an approximate 0.20% ownership interest in CMV II individually and holds a 50% ownership interest in Amelia & Associates ("Amelia") which holds an approximate 21.54% interest in CMV II. The number of shares shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through CMV II. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such shares and thus disclaims beneficial ownership over such shares.

5. These securities are held by RWC. The Reporting Person holds an approximate 9.26% ownership interest in QAT, which holds an approximate 51.3% ownership interest in RWC. The number of shares shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through RWC. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such shares and thus disclaims beneficial ownership over such shares.

6. The securities are held by QAT. The Reporting Person holds an approximate 9.26% ownership interest in QAT and the number of shares shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through QAT. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such shares and thus disclaims beneficial ownership over such shares.

7. These securities are held by CMV II. The Reporting Person holds an approximate 0.20% ownership interest in CMV II individually and holds a 50% ownership interest in Amelia, which holds an approximate 21.54% interest in CMV II. The number of securities shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through CMV II. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such securities and thus disclaims beneficial ownership over such securities.

	/s/ Yves van Sante, by Alex Vermeulen, Attorney-in-fact	06/09/2014
	** 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 5 (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.
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