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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* ASPEN ADVISORS LLC (Last) (First) (Middle) 152 WEST 57TH STREET 46TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol FIRST AVENUE NETWORKS INC [ FRNS.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) 01/14/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year) 01/19/2005	6. 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. 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, par value $.001 per share	01/14/2005		J(1)		16,937,101	A	(2)	20,724,219(3)(4)	I	Through a partnership and managed accounts(3)(4)

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

1. Name and Address of Reporting Person* ASPEN ADVISORS LLC (Last) (First) (Middle) 152 WEST 57TH STREET 46TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* ASPEN PARTNERS SERIES A (Last) (First) (Middle) 152 W. 57TH STREET 46TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* ASPEN CAPITAL LLC (Last) (First) (Middle) 152 W. 57TH STREET 46TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HECHT NIKOS (Last) (First) (Middle) C/O ASPEN ADVISORS LLC 152 WEST 57TH STREET - 46TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Managing Member

Explanation of Responses:

1. On January 14, 2005, pursuant to an asset purchase agreement between Teligent Inc. ("Teligent") and the Issuer, Teligent acquired 25,194,647 shares of the Issuer's common stock as the consideration for the Issuer's purchase of substantially all the assets of Teligent. Aspen Partners, Series A, a series of Aspen Capital Partners LP, a Delaware limited partnership (the "Partnership") and private institutional accounts (the "Managed Accounts") managed by Aspen Advisors LLC, a Delaware limited liability company (the "Advisor") own a controlling interest in Teligent.

2. Teligent's acquisition of 25,194,647 shares of the Issuer's common stock was originally reported in a Form 4 dated January 19, 2005. On February 25, 2005, Teligent distributed the common stock received in such transaction to its stockholders, including the Partnership and the Managed Accounts. This Form 4/A is being filed to report such distributions.

3. Of the 20,724,219 shares reported in Table I, Aspen Partners owns 13,131,592 shares and the Managed Accounts own 7,592,627 shares. Aspen Capital LLC, a Delaware limited liability company (the "General Partner"), is the general partner of the Partnership. The Advisor also acts as the investment manager of the Partnership. The shares in Table I exclude 1,174,383 warrants held by the Partnership and 497,757 warrants held by the Managed Accounts. The Partnership and the General Partner disclaim any beneficial interest in the securities owned by the Managed Accounts, and the General Partner disclaims any beneficial interest in the securities owned by the Partnership in excess of a 1.99% pecuniary interest therein, calculated in accordance with Rules 16a-1(a)(2) and (a)(3) under the Exchange Act. See also Note (4).

4. The Advisor disclaims any beneficial interest in the securities owned by the Partnership and the Managed Accounts. Mr. Nikos Hecht is the managing member of the General Partner and of the Advisor. By virtue of such status, he may be deemed the beneficial owner of the securities held by the Partnership and the Managed Accounts under Regulation 13D-G under the Exchange Act. Mr. Hecht disclaims any beneficial interest in the securities owned by the Partnership other than a 1.19% pecuniary interest in such shares and warrants, calculated in accordance with Rules 16a-1(a)(2) and (a)(3). He disclaims any beneficial interest in the securities owned by the Managed Accounts. Except as expressly acknowledged herein, this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, any such securities for purposes of Section 16 of the Exchange Act or for any other purpose.

Remarks:

	Aspen Advisors LLC, by Nikos Hecht, Managing Member	03/08/2005
	Aspen Partners Series A, a series of Aspen Capital Partners, LP by Aspen Capital LLC, General Partner, by Nikos Hecht, Managing Member	03/08/2005
	Aspen Capital LLC by Nikos Hecht, Managing Member	03/08/2005
	Nikos Hecht, Managing Member	03/08/2005
	** Signature of Reporting Person	Date
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