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*
BROFMAN CHARLES S

(Last) (First) (Middle)
P.O. BOX 226

(Street)
WACCABUC NY 10597

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DEBT RESOLVE INC [ DRSV.PK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2009
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 08/07/2009(1) A 500,000 A $0.19 781,476 D
Common Stock 09/25/2009(2) P 4,569,706 A $0.15 5,369,706 I By Arisean Capital Ltd.
Common Stock 09/25/2009(3) G 3,050,000 D $0 2,319,706 I By Arisean Capital Ltd.
Common Stock 09/25/2009 G 2,000,000 A $0 2,000,000 I By Susan Brofman
Common Stock 09/25/2009(4) J 1,519,706 D $0 800,000 I By Arisean Capital Ltd.
Common Stock 09/25/2009(4) J 1,519,706 A $0 2,301,182 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
Explanation of Responses:
1. (1) These shares were granted at a Board meeting held on August 7, 2009 as compensation for Board service for 2008 and 2009.
2. (2) On September 25, 2009, Mr. Brofman entered into an agreement pursuant to which Arisean Capital Ltd., a corporation controlled by Mr. Brofman ("Arisean"), converted debt of the Issuer held by it in the amount of $576,000 of principal and $109,456 of accrued interest to common stock of the Issuer at a conversion rate of $0.15 per share, resulting in 4,569,706 shares of common stock being issued to Arisean.
3. (3) On September 25, 2009, simultaneously with the conversion described above, 3,050,000 shares of common stock held by Arisean were gifted to 14 parties.
4. (4) On September 25, 2009, simultaneously with conversion described above, 1,519,706 shares of common stock held by Arisean were distributed from Arisean to Mr. Brofman in his personal capacity.
/s/ Charles S. Brofman 10/02/2009
** 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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