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^*

Holmes W. Alexander

(Last)

(First)

(Middle)

2828 NORTH HARWOOD STREET

15TH FLOOR

(Street)

DALLAS

75201

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/12/2011

3. Issuer Name and Ticker or Trading Symbol
MONEYGRAM INTERNATIONAL INC [ MGI ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP Corp Strategy & IR

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	1,700	D

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)⁽¹⁾	⁽²⁾	08/11/2019	Common Stock	800,000	$2.3	D
Stock Option (right to buy)⁽³⁾	⁽⁴⁾	02/17/2020	Common Stock	200,000	$2.78	D
Stock Option (right to buy)⁽⁵⁾	⁽⁶⁾	07/11/2021	Common Stock	400,000	$3.5	D

Explanation of Responses:

1. Non-qualified stock option granted pursuant to MoneyGram International, Inc. 2005 Omnibus Incentive Plan, as amended, pursuant to a Non-Qualified Stock Option Agreement dated August 11, 2009.

2. Options for 50% of the shares are considered "Time Vested" and options for 50% of the shares are considered "Performance Vested." The Time Vested options vest in equal installments over five years on the anniversary of the grant date. The Performance Vested options vest as follows: options for 50% of the shares vest when the value of the common stock of the Corporation has reached $3.50 per share for a period of 20 consecutive trading days during the 5-year period following the grant date; and options for 50% of the shares vest when the value of the common stock of the Corporation has reached $5.25 per share for a period of 20 consecutive trading days during the 5-year period following the grant date.

3. Non-qualified stock option granted pursuant to MoneyGram International, Inc. 2005 Omnibus Incentive Plan, as amended, pursuant to a Non-Qualified Stock Option Agreement dated February 17, 2010.

4. Options for 50% of the shares are considered "Time Vested" and options for 50% of the shares are considered "Performance Vested." The Time Vested options vest in equal installments over five years on the anniversary of the grant date. The Performance Vested options vest as follows: options for 50% of the shares vest when the value of the common stock of the Corporation has reached $3.75 per share for a period of 20 consecutive trading days during the 5-year period following the grant date; and options for 50% of the shares vest when the value of the common stock of the Corporation has reached $5.25 per share for a period of 20 consecutive trading days during the 5-year period following the grant date.

5. Non-qualified stock option granted pursuant to MoneyGram International, Inc. 2005 Omnibus Incentive Plan, as amended, pursuant to a Non-Qualified Stock Option Agreement dated July 11, 2011.

6. Options for 50% of the shares are considered "Time Vested" and options for 50% of the shares are considered "Performance Vested." The Time Vested options vest in equal installments over five years on the anniversary of the grant date. The Performance Vested options vest as follows: options for 50% of the shares vest when the value of the common stock of the Corporation has reached $4.50 per share for a period of 20 consecutive trading days during the 5-year period following the grant date; and options for 50% of the shares vest when the value of the common stock of the Corporation has reached $5.25 per share for a period of 20 consecutive trading days during the 5-year period following the grant date.

Remarks:

	/s/ Corinna Ulrich, attorney-in-fact	07/21/2011
	** 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.