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^*

CANNELL J CARLO

(Last)

(First)

(Middle)

240 E. DELONEY AVENUE

P.O. BOX 3459

(Street)

JACKSON

83001

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Global Telecom & Technology, Inc. [ GTLT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/16/2006

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	10/16/2006		P		1,482,016	A	$5.15	5,667,097⁽¹⁾⁽²⁾⁽³⁾	I⁽¹⁾⁽²⁾⁽³⁾	By partnerships and corporations⁽¹⁾⁽²⁾⁽³⁾
Common Stock	10/18/2006		P		1,500	A	$3.53	5,668,597⁽¹⁾⁽⁴⁾	I⁽¹⁾⁽⁴⁾	By partnerships and corporations⁽¹⁾⁽⁴⁾
Common Stock	10/30/2006		J⁽⁵⁾		1,475,000	D	$4.05	4,193,597⁽¹⁾⁽⁵⁾	I⁽¹⁾⁽⁵⁾	By partnerships and corporations⁽¹⁾⁽⁵⁾
Common Stock	10/30/2006		J⁽⁵⁾		1,475,000	A	$4.05	5,668,597⁽¹⁾⁽⁵⁾	I⁽¹⁾⁽⁵⁾	By partnerships and corporations⁽¹⁾⁽⁵⁾

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)
Class W Common Stock Warrants (right to buy)	$5	10/19/2006		P		30,000		10/16/2006	⁽⁶⁾	Common Stock	30,000	$0.37	2,019,000⁽¹⁾⁽⁷⁾	I⁽¹⁾⁽⁷⁾	By partnerships and corporations⁽¹⁾⁽⁷⁾
Class W Common Stock Warrants (right to buy)	$5	10/24/2006		P		25,000		10/16/2006	⁽⁶⁾	Common Stock	25,000	$0.5	2,044,000⁽¹⁾⁽⁸⁾	I⁽¹⁾⁽⁸⁾	By partnerships and corporations⁽¹⁾⁽⁸⁾
Class W Common Stock Warrants (right to buy)	$5	10/24/2006		P		80,000		10/16/2006	⁽⁶⁾	Common Stock	80,000	$0.55	2,124,000⁽¹⁾⁽⁸⁾	I⁽¹⁾⁽⁸⁾	By partnerships and corporations⁽¹⁾⁽⁸⁾
Class Z Common Stock Warrants (right to buy)	$5	10/24/2006		P		100,000		10/16/2006	⁽⁶⁾	Common Stock	100,000	$0.65	2,224,000⁽¹⁾⁽⁸⁾	I⁽¹⁾⁽⁸⁾	By partnerships and corporations⁽¹⁾⁽⁸⁾

Explanation of Responses:

1. THIS FORM 4 (THE "CURRENT FORM 4") SETS FORTH THAT ONLY J. CARLO CANNELL IS THE REPORTING PERSON FOR THE SECURITIES REPORTED HEREIN AS OF EACH DATE REPORTED HEREIN. CONCURRENTLY WITH THE FILING OF THIS CURRENT FORM 4 WITH THE SECURITIES AND EXCHANGE COMMISSION ("SEC"), MR. CANNELL HAS CAUSED AN AMENDED FORM 3 TO BE FILED ON BEHALF OF CANNELL CAPITAL, LLC WHICH AMENDS AND RESTATES THE FORM 3 FILED WITH THE SEC ON NOVEMBER 9, 2006 WITH RESPECT TO GLOBAL TELECOM & TECHNOLOGY, INC. AND REPORTS THAT ONLY MR. CANNELL IS THE REPORTING PERSON FOR THE SECURITIES REPORTED THEREIN AND IN ALL RELATED FORM 4s.

2. As of October 16, 2006, The Cuttyhunk Fund Limited ("Cuttyhunk"), Anegada Master Fund Limited ("Anegada"), TE Cannell Portfolio, Ltd. ("TEC"), Tonga Partners, L.P. ("Tonga"), Tristan Partners, L.P. ("Tristan") and Kauai Partners, L.P. ("Kauai" and collectively with Cuttyhunk, Anegada, TEC, Tonga and Tristan, the "Funds") held in the aggregate 5,667,097 shares of common stock, par value $0.0001 per share (the "Shares"), of Global Telecom & Technology, Inc. (the "Company"), and warrants to purchase up to 1,989,000 Shares. The reported amounts include Shares and warrants underlying 76,900 units consisting of two Shares, one Class W warrant and one Class Z warrant of the Company (the "Units"). J. Carlo Cannell possesses sole power to vote and direct the disposition of all securities of the Company held by the Funds. Thus, for the purposes of Reg. Section 240.13d-3, as of October 16, 2006, Mr. Cannell is deemed to beneficially own 7,656,097 Shares.

3. Mr. Cannell's interest in the securities reported herein is limited to the extent of his pecuniary interest in each of the Funds, if any.

4. As of October 18, 2006, the Funds held in the aggregate 5,668,597 Shares and warrants to purchase up to 1,989,000 Shares. The reported amounts include Shares and warrants underlying 76,900 Units. J. Carlo Cannell possesses sole power to vote and direct the disposition of all securities of the Company held by the Funds. Thus, for the purposes of Reg. Section 240.13d-3, as of October 18, 2006, Mr. Cannell is deemed to beneficially own 7,657,597 Shares. Mr. Cannell's interest in the securities reported herein is limited to the extent of his pecuniary interest in each of the Funds, if any.

5. As of October 30, 2006, the Funds held in the aggregate 5,668,597 Shares and warrants to purchase up to 2,224,000 Shares. The reported amounts include Shares and warrants underlying 76,900 Units. The reported transactions represent transfers of Shares from Anegada and Tonga to TEC. J. Carlo Cannell possesses sole power to vote and direct the disposition of all securities of the Company held by the Funds. Thus, for the purposes of Reg. Section 240.13d-3, as of October 30, 2006, Mr. Cannell is deemed to beneficially own 7,892,597 Shares. The aggregate number of Shares and warrants to purchase shares held by the Funds did not change as a result of the transfer of Shares from Anegada and Tonga to TEC. Mr. Cannell's interest in the securities reported herein is limited to the extent of his pecuniary interest in each of the Funds, if any.

6. Class W warrants expire at 5:00 p.m., New York City time on April 10, 2010, but may be called for redemption prior to such date. Class Z warrants expire at 5:00 p.m., New York City time on April 10, 2012, but may be called for redemption prior to such date.

7. As of October 19, 2006, the Funds held in the aggregate 5,668,597 Shares and warrants to purchase up to 2,019,000 Shares. The reported amounts include Shares and warrants underlying 76,900 Units. J. Carlo Cannell possesses sole power to vote and direct the disposition of all securities of the Company held by the Funds. Thus, for the purposes of Reg. Section 240.13d-3, as of October 19, 2006, Mr. Cannell is deemed to beneficially own 7,687,597 Shares. Mr. Cannell's interest in the securities reported herein is limited to the extent of his pecuniary interest in each of the Funds, if any.

8. As of October 24, 2006, the Funds held in the aggregate 5,668,597 Shares and warrants to purchase up to 2,224,000 Shares. The reported amounts include Shares and warrants underlying 76,900 Units. J. Carlo Cannell possesses sole power to vote and direct the disposition of all securities of the Company held by the Funds. Thus, for the purposes of Reg. Section 240.13d-3, as of October 24, 2006, Mr. Cannell is deemed to beneficially own 7,892,597 Shares. Mr. Cannell's interest in the securities reported herein is limited to the extent of his pecuniary interest in each of the Funds, if any.

	/s/ J. Carlo Cannell	10/09/2007
	** 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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