SEC FORM 4

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

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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^*

WAGDA JOSPEH A

(Last)

(First)

(Middle)

547 BLACKHAWK CLUB DRIVE

(Street)

DANVILLE

94506

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BRIGHTSTAR INFORMATION TECHNOLOGY GROUP INC [ btsr.ob ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
04/14/2005

4. 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 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock (restricted)	04/14/2005		J/K⁽³⁾		629,768	A	$0.0051⁽²⁾	3,612,136	D
Common Stock (restricted)	04/14/2005		J/K⁽³⁾		1,273,768	A	$0.0051⁽²⁾	3,612,136	I	By Altamont Capital Management, Inc.

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrant	$0.5	04/14/2005		J/K⁽³⁾			38,007	07/26/2001	07/01/2008⁽¹⁾	Common Stock	38,007	$0	3,612,136	D
Warrant	$0.5	04/14/2005		J/K⁽³⁾			76,872	07/26/2001	07/01/2008⁽¹⁾	Common stock	76,872	$0	3,612,136	I	By Altamont Capital Management, Inc.
Series 1 Convertible Subordinated Note	$0.23	04/14/2005		S/K			248,324	07/26/2001	12/31/2005	Common stock	248,324	$57,115	3,612,136	D
Series 1 Convertible Subordinated Note	$0.23	04/14/2005		S/K			502,260	07/26/2001	12/31/2005	Common stock	502,260	$115,520	3,612,136	I	By Altamont Capital Management, Inc.

Explanation of Responses:

1. Warrant exercise dates varied from July 26, 2001 to July 7, 2003 and related expiration dates varied from 7/26/2006 to 7/01/2008.

2. Common stock was acquired as consideration for cancellation of warrants by the Company and assignment of the Series 1 Convertible Subordinated Notes to Stellar McKim LLC for 63.3% of their accrued principal and interest amount. The acquisition price reported above for the acquired common stock was the purchase price of the same restricted common stock paid by Stellar McKim LLC to the Company in a contemporaneous transaction.

3. Code J explanation: Common stock was received and warrants were surrendered and cancelled in connection with transaction described in note #2 above.

Remarks:

At close of business on 4/14/2005, reporting person ceased to be a 10% holder.

	Joseph A. Wagda	04/18/2005
	** 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 4 (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).
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