UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Global TeleSystems Group, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
37936U104
(CUSIP Number)
December 31, 1999
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ]Rule 13d-1(b)
[ ]Rule 13d-1(c)
[x]Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
<PAGE>
CUSIP No. 37936U104 Schedule 13G Page 2 of 5 Pages
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
Alan B. Slifka
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
(a) [ ] (b) [x]
3
SEC USE ONLY:
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER 4,179,091*
6 SHARED VOTING POWER 996,712
7 SOLE DISPOSITIVE POWER 3,839,743
8 SHARED DISPOSITIVE POWER 966,712
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
5,174,230
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS): [ ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
2.9%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
IN
*This response includes 339,348 shares subject to a voting agreement.
This number of shares subject to such voting agreement is an estimate
based on information available to the Filing Person. The actual number
may be lower than this estimate.
<PAGE>
Item 1.
(a) Name of Issuer
Global TeleSystems Group, Inc.
(b) Address of Issuer's Principal Executive Offices
4121 Wilson Boulevard, 8th floor
Arlington, VA 22203
Item 2.
(a) Name of Person Filing
Alan B. Slifka
(b) Address of Principal Business Office or, if none,
Residence
477 Madison Avenue, New York, New York 10022
(c) Citizenship
The Filing Person's citizenship or place of
organization is set forth on the cover page
and incorporated herein by reference.
(d) Title of Class of Securities
Common Stock
(e) CUSIP Number
37936U104
Item 3. If this statement is filed pursuant to sections
240.13d-1(b) or 240.13d-2(b) or (c), check whether the
person filing is a:
Not applicable
Item 4. Ownership.
Provide the following information regarding the
aggregate number and percentage of the class of
securities of the issuer identified in Item 1.
(a) Amount beneficially owned
The Filing Person beneficially owns the
number of shares reflected on the cover page
which is incorporated herein by reference.
The Filing Person disclaims beneficial
ownership over 817,596 shares over which the
Filing Person has sole voting and dispositive
power; 996,712 shares over which the Filing
Person has shared voting and dispositive
power, and 339,348 shares over which the
filing person has sole voting power and no
dispositive power.
(b) Percent of class
The Filing Person's beneficial ownership on a
percentage basis is reflected on the cover
page and is incorporated by reference herein.
<PAGE>
(c) Number of shares as to which such person has:
The shares for which the Filing Person has
voting and dispositive powers is set forth on
the cover page and is incorporated herein by
reference.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact
that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five
percent of the class or securities, check the
following[ ].
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the
Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the
Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Not applicable.
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
ALAN B. SLIFKA
By: /s/ James H. Schropp
___________________________________
Name: James H. Schropp
Title: Attorney-in-Fact, duly
authorized under Power of
Attorney dated February 9,
1999, Filed January 6,
2000, Abraxas Petroleum
Corporation, Form 13G
Dated: February __, 2000
