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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Brown Christopher

(Last)

(First)

(Middle)

C/O OPTIUM CORPORATION

200 PRECISION ROAD

(Street)

HORSHAM

19044

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
OPTIUM CORP [ OPTM ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	General Counsel and VP

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2008

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	08/29/2008		M⁽¹⁾		3,407	A	$0	15,056	D
Common Stock	08/29/2008		F⁽²⁾		1,042	D	$8.99	14,014	D
Common Stock	08/29/2008		D		14,014	D	⁽⁵⁾	0	D

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)
Restricted Stock Units	$0	08/29/2008		M			3,407	⁽³⁾	⁽⁴⁾	Common Stock	3,407	$0	0	D
Stock Option (right to buy)	$14.04	08/29/2008		D			28,489	⁽⁶⁾	08/16/2016	Common Stock	28,489	⁽⁶⁾	0	D
Stock Option (right to buy)	$14.04	08/29/2008		D			79,845	⁽⁷⁾	08/16/2016	Common Stock	79,845	⁽⁷⁾	0	D
Stock Option (right to buy)	$20.85	08/29/2008		D			13,000	⁽⁸⁾	03/01/2012	Common Stock	13,000	⁽⁸⁾	0	D
Restricted Stock Units	$0	08/29/2008		D			2,000	⁽⁹⁾	⁽⁴⁾	Common Stock	2,000	$0	0	D
Restricted Stock Units	$0	08/29/2008		D			18,750	⁽¹⁰⁾	⁽⁴⁾	Common Stock	18,750	$0	0	D

Explanation of Responses:

1. Each unit converted upon vesting into one share of common stock.

2. These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock award.

3. These restricted stock units were granted to the reporting person under the Issuer's 2006 Stock Option Plan. These shares represent the shares which vested.

4. If the reporting person's employment with the Issuer or its subsidiaries is voluntarily or involuntarily terminated for any reason (including death) prior to vesting of restricted stock units granted herein, all unvested stock units shall immediately and automatically be forfeited and returned to the Company. The units automatically vest as long as employment continues, and there is no expiration date.

5. These shares were disposed of pursuant to a merger agreement between the Issuer and Finisar Corporation in exchange for 87,755 shares of Finisar common stock having a market value of $1.45 per share at the close of trading on the effective date of the merger.

6. This option was assumed by Finisar in the merger and replaced with an option to purchase 178,398 shares of Finisar common stock at an exercise price of $2.25 per share.

7. This option was assumed by Finisar in the merger and replaced with an option to purchase 499,989 shares of Finisar common stock at an exercise price of $2.25 per share.

8. This option, which vested at a rate of 25% on 3/01/2008 and 2.08% monthly thereafter with the final vesting occurring on 3/01/2011, was assumed by Finisar in the merger and replaced with an option to purchase 81,406 shares of Finisar common stock at an exercise price of $3.33 per share.

9. These restricted stock units, which vest six months from the grant date of 8/25/2008, were assumed by Finisar in the merger and replaced with restricted stock units which, upon vesting, convert into 12,524 shares of Finisar common stock in total.

10. These restricted stock units, which vest quarterly in equal installments over two years, were assumed by Finisar in the merger and replaced with restricted stock units which, upon vesting, are converted into 117,412 shares of Finisar common stock in total.

	/s/ Christopher Brown	09/03/2008
	** 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).
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.