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* SGS Holdings LLC (Last) (First) (Middle) 2000 AVENUE OF THE STARS 12TH FLOOR (Street) LOS ANGELES CA 90067 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/27/2012	3. Issuer Name and Ticker or Trading Symbol Stream Global Services, Inc. [ SGS ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 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, par value $0.001 per share	70,070,028(1)(2)	D(1)(2)

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On January 27, 2012, pursuant to the terms of that certain Contribution and Exchange Agreement (the "Contribution Agreement"), dated as of January 27, 2012, by and among SGS Holdings LLC ("Parent"), Ares Corporate Opportunities Fund II, L.P. ("Ares"), EGS Dutchco B.V. ("EGS") and NewBridge International Investment Ltd. ("NewBridge" and, together with Ares and EGS, the "Parent Members"), each of the Parent Members contributed all of its shares of common stock, par value $0.001 per share ("Shares"), of Stream Global Services, Inc. to Parent in exchange for units of membership interest of Parent. Specifically, Ares contributed 36,085,134 Shares, EGS contributed 13,460,624 Shares and NewBridge contributed 20,524,270 Shares to Parent pursuant to the Contribution Agreement.

2. As of January 27, 2012, each of the Parent Members beneficially owns a pro rata portion of the units of membership interest of Parent. Accordingly, each of the Parent Members may be deemed to have indirect beneficial ownership of a portion of the Shares. The Parent Members each disclaim beneficial ownership of these securities except to the extent of their respective pecuniary interests therein, and the inclusion of these Shares in this report shall not be deemed to be an admission of beneficial ownership of such Shares except to the extent of its pecuniary interest therein for purposes of Section 16 or any other purpose.

	/s/ Nathan Walton, President, for SGS HOLDINGS LLC	01/31/2012
	** 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).
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