Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
TOY THOMAS J
  2. Issuer Name and Ticker or Trading Symbol
UTSTARCOM INC [UTSI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
PACRIM VENTURE PARTNERS,, 535 MIDDLEFIELD ROAD, SUITE 280
3. Date of Earliest Transaction (Month/Day/Year)
06/24/2011
(Street)

MENLO PARK, CA 94025
4. If Amendment, Date 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
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Common Stock 06/24/2011   J(1)   310,145 D $ 0 0 D  

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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $ 2.17 06/24/2011   J(1)     288,479   (2) 09/30/2020 Common Stock 288,479 $ 0 0 D  
Stock Option (right to buy) $ 2.09 06/24/2011   J(1)     158,373   (3) 09/30/2016 Common Stock 158,373 $ 0 0 D  
Stock Option (right to buy) $ 3.37 06/24/2011   J(1)     146,884   (4) 09/30/2015 Common Stock 146,884 $ 0 0 D  
Stock Option (right to buy) $ 2.9 06/24/2011   J(1)     45,517   (5) 11/30/2014 Common Stock 45,517 $ 0 0 D  
Stock Option (right to buy) $ 7.67 06/24/2011   J(1)     19,905   (6) 04/27/2016 Common Stock 19,905 $ 0 0 D  
Stock Option (right to buy) $ 7.98 06/24/2011   J(1)     25,000   (7) 10/28/2015 Common Stock 25,000 $ 0 0 D  
Stock Option (right to buy) $ 6.84 06/24/2011   J(1)     20,000   (8) 05/11/2015 Common Stock 20,000 $ 0 0 D  
Stock Option (right to buy) $ 16.34 06/24/2011   J(1)     25,000   (9) 08/27/2014 Common Stock 25,000 $ 0 0 D  
Stock Option (right to buy) $ 45.21 06/24/2011   J(1)     12,500   (10) 08/22/2013 Common Stock 12,500 $ 0 0 D  
Stock Option (right to buy) $ 14.31 06/24/2011   J(1)     13,035   (11) 08/23/2012 Common Stock 13,035 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
TOY THOMAS J
PACRIM VENTURE PARTNERS,
535 MIDDLEFIELD ROAD, SUITE 280
MENLO PARK, CA 94025
  X      

Signatures

 /s/ Linda Lee, as Attorney-in-Fact on behalf of Thomas J. Toy   07/08/2011
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) In connection with the reorganization of the corporate structure of the group of companies controlled by UTStarcom, Inc. to change its place of incorporation from Delaware to the Cayman Islands, each outstanding share of UTStarcom, Inc. common stock was converted into the right to receive the same number of ordinary shares in the capital of UTStarcom Holdings Corp., a Cayman Islands company. In addition, all outstanding equity awards of UTStarcom, Inc. were assumed by UTStarcom Holdings Corp. to provide for the issuance of UTStarcom Holdings Corp. ordinary shares rather than UTStarcom, Inc. common stock upon the exercise or conversion of such awards.
(2) 1/12th monthly with the first vesting date occurring on October 31, 2010.
(3) 1/12th monthly with the first vesting date occurring on October 31, 2009. Fully vested.
(4) 1/12th monthly with the first vesting date occurring on October 30, 2008. Fully vested.
(5) 1/12th monthly with the first vesting date occuring on December 30, 2007. Fully vested.
(6) 1/12 per month each month after April 27, 2006. Fully vested.
(7) 1/6 exercisable on October 28, 2005, additional 1/12 on the 23rd day of each month thereafter. Fully vested.
(8) 100% of the option shall be exercisable on May 11, 2006.
(9) 1/12 per month each month after August 27, 2004. Fully vested.
(10) 1/12 per month each month after August 22, 2003. Fully vested.
(11) 1/12 per month each month after August 23, 2002. Fully vested.

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