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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 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* Shapiro Howard (Last) (First) (Middle) 199 LOGTOWN ROAD (Street) PORT JERVIS NY 12771 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol PHANTOM FIBER CORP [ PHFB ]	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) 05/18/2007
	4. If Amendment, Date of Original Filed (Month/Day/Year) 06/27/2007	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $.001 par value	05/18/2007		P		25,000	A	$0.36	1,030,000	D
Common Stock, $.001 par value	05/21/2007		P		10,000	A	$0.36	1,040,000	D
Common Stock, $.001 par value	05/24/2007		P		8,000	A	$0.36	1,048,000	D
Common Stock, $.001 par value	05/31/2007		P		10,565	A	$0.36	1,058,565	D
Common Stock, $.001 par value	06/01/2007		P		21,435	A	$0.36	1,080,000	D
Common Stock	06/04/2007		P		10,000	A	$0.36	1,090,000	D
Common Stock	06/05/2007		P		17,000	A	$0.36	1,107,000	D
Common Stock, $.001 par value	06/06/2007		P		23,000	A	$0.36	1,130,000	D
Common Stock, $.001 par value	06/07/2007		P		12,000	A	$0.36	1,142,000	D
Common Stock	06/11/2007		P		33,000	A	$0.36	1,175,000	D
Common Stock, $.001 par value	06/11/2007		P		5,000	A	$0.36	1,180,000	I	By Self as Trustee of Financial Trading Consultants Pension Plan
Common Stock, $.001 par value	06/19/2007		P		15,000	A	$0.36	1,195,000	D
Common Stock, $.001 par value	06/19/2007		P		10,000	A	$0.36	1,205,000	I	By Self as Trustee of Financial Trading Consultants Pension Plan

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Stock Warrants	$0.5	05/29/2007		P		100,000		05/29/2007	05/29/2010	Common Stock	100,000	( 1 )	550,000	I	By Self as Trustee of Financial Trading Consultants Pension Plan
Common Stock Warrants	$0.5	06/15/2007		P		100,000		06/15/2007	06/15/2010	Common Stock	100,000	( 1 )	650,000	I	By Self as Trustee of Financial Trading Consultants Pension Plan
Common Stock Warrants	$0.5	05/29/2007		P		33,333		05/29/2007	05/29/2010	Common Stock	33,333	( 1 )	683,333	I	By Self as Trustee of Merger Master Pension Plan
Common Stock Warrants	$0.5	06/15/2007		P		33,334		06/15/2007	06/15/2010	Common Stock	33,334	( 1 )	716,667	I	By Self as Trustee of Merger Master Pension Plan
Common Stock Warrants	$0.5	05/29/2007		P		40,000		05/29/2007	05/29/2010	Common Stock	40,000	( 1 )	756,667	D
Common Stock Warrants	$0.5	06/15/2007		P		40,000		06/15/2007	06/15/2010	Common Stock	40,000	( 1 )	796,667	D
Common Stock Warrants	$0.5	05/29/2007		P		20,000		05/29/2007	05/29/2010	Common Stock	20,000	( 1 )	816,667	D
Common Stock Warrants	$0.5	06/15/2007		P		20,000		06/15/2007	06/15/2010	Common Stock	20,000	( 1 )	823,667	D
Convertible Notes	$0.5	05/29/2007		P		66,667		05/29/2007	05/29/2010	Common Stock	66,667	( 1 )	452,223	I	By Self as Trustee of Financial Trading Consultants Pension Plan
Convertible Notes	$0.5	06/15/2007		P		66,666		06/15/2007	06/15/2010	Common Stock	66,666	( 1 )	518,889	I	By Sekf as Trustee of Financial Trading Consultants Pension Plan
Convertible Notes	$0.5	05/29/2007		P		22,222		05/29/2007	05/29/2010	Common Stock	22,222	( 1 )	541,111	I	By Self as Trustee of Merger Master Pension Plan
Convertible Notes	$0.5	06/15/2007		P		22,223		06/15/2007	06/15/2010	Common Stock	22,223	( 1 )	563,334	I	By Self as Trustee of Merger Master Pension Plan
Convertible Notes	$0.5	05/29/2007		P		26,667		05/29/2007	05/29/2010	Common Stock	26,667	( 1 )	590,001	D
Convertible Notes	$0.5	06/15/2007		P		26,666		06/15/2007	06/15/2010	Common Stock	26,666	( 1 )	616,667	D
Convertible Notes	$0.5	05/29/2007		P		13,333		05/29/2007	05/29/2010	Common Stock	13,333	( 1 )	630,000	D
Convertible Notes	$0.5	06/15/2007		P		13,334		06/15/2007	06/15/2010	Common Stock	13,334	( 1 )	643,334	D

Explanation of Responses:

1. The Convertible Notes and Warrants were purchased as units such that for each $1.00 invested, the Reporting Person received (a) $1.00 in face amount of convertible note convertible into common stock at the rate of $.50 per share, and (b) warrants to purchase 3 shares of common stock at an exercise price of $.50 per share.

	Howard Shapiro	06/24/2007
	** 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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