X0303 4 2009-05-05 0000874501 AMBAC FINANCIAL GROUP INC ABK 0001042563 THEOBALD THOMAS C AMBAC FINANCIAL GROUP, INC. ONE STATE STREET PLAZA NEW YORK NY 10004 1 0 0 0 Common Stock 73750 D Common Stock 1500 I As trustee for Daniel F. Theobald Common Stock 1500 I By Spouse as custodian for Fiona M. Theobald Phantom Stock Units 2009-05-05 4 A 0 72464 1.38 A Common Stock 72464 72464 D These shares are held in a trust for the benefit of the Thomas Theobald's daughter. Thomas Theobald's spouse is the trustee. Thomas Theobald disclaims beneficial ownership of these securities, and the filing of this report is not an admission that Thomas Theobald is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. These shares are held in a trust for the benefit of the Thomas Theobald's son. Thomas Theobald is the trustee. Thomas Theobald disclaims beneficial ownership of these securities, and the filing of this report is not an admission that Thomas Theobald is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. Each Phantom Stock Unit converts to common stock on a one to one basis. These Phantom Stock Units ("PSUs") were acquired under the Issuer's 1997 Non-Employee Directors Plan, as amended. The number of PSUs was determined based on the closing price of the Issuer's common stock on May 5, 2009. These PSUs will vest on May 5, 2010 and are to be settled 100% in cash. Patricia LoCascio, Attorney in Fact for Thomas C. Theobald 2009-05-07