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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

HOCKEMEIER J CURT

(Last)

(First)

(Middle)

C/O ARBINET-THEXCHANGE, INC.

120 ALBANY STREET, TOWER II, SUITE 450

(Street)

NEW BRUNSWICK

08901

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/15/2004

3. Issuer Name and Ticker or Trading Symbol
ARBINET THEXCHANGE INC [ ARBX ]

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

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

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	396,153⁽¹⁾	D
Common Stock	93,750⁽¹⁾⁽²⁾	D
Common Stock	21,875⁽¹⁾	I	By William J. Hockemeier Irrevocable Trust
Common Stock	21,875⁽¹⁾	I	By Beverly G. Hockemeier Irrevocable Trust
Common Stock	21,875⁽¹⁾	I	By Abby S. Hockemeier Irrevocable Trust

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)
Stock Option (right to buy)	⁽³⁾	08/02/2011	Common Stock	18,750⁽¹⁾	$0.16⁽¹⁾	D
Stock Option (right to buy)	⁽⁴⁾	05/30/2012	Common Stock	21,875⁽¹⁾	$0.16⁽¹⁾	D
Stock Option (right to buy)	⁽³⁾	06/13/2012	Common Stock	62⁽¹⁾	$0.16⁽¹⁾	D
Stock Option (right to buy)	⁽⁵⁾	08/18/2012	Common Stock	242,649⁽¹⁾	$0.16⁽¹⁾	D
Stock Option (right to buy)	⁽⁶⁾	02/27/2013	Common Stock	25,000⁽¹⁾	$0.16⁽¹⁾	D
Stock Option (right to buy)	⁽⁷⁾	01/07/2014	Common Stock	23,437⁽¹⁾	$8.32⁽¹⁾	D

Explanation of Responses:

1. Reflects a 1-for-16 reverse stock split, which became effective on November 30, 2004, pursuant to which (i) the number of shares of common stock was divided by 16 and (ii) the exercise price of the option was multiplied by 16.

2. Restricted common stock, a portion of which remains subject to repurchase by the Issuer.

3. This stock option is fully vested.

4. This stock option vests monthly over a 48-month period which began on May 31, 2002.

5. This stock option vests monthly over a 48-month period which began August 19, 2002.

6. This stock option vests monthly over a 48-month period which began March 1, 2003.

7. This stock option vests monthly over a 48-month period which began January 8, 2004.

	/s/ J. Curt Hockemeier	12/15/2004
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.