SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person*
CITIGROUP INC

(Last) (First) (Middle)
399 PARK AVENUE
3RD FLOOR

(Street)
NEW YORK NY 10043

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/30/2008
3. Issuer Name and Ticker or Trading Symbol
Granahan McCourt Acquisition CORP [ GHN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.0001 per share 1,275,000 ( 1 ) I By Subsidiary ( 1 )
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant 10/18/2007 10/18/2010 Common Stock, par value $0.0001 per share 1,275,000 ( 2 ) 6 I By Subsidiary ( 2 )
1. Name and Address of Reporting Person*
CITIGROUP INC

(Last) (First) (Middle)
399 PARK AVENUE
3RD FLOOR

(Street)
NEW YORK NY 10043

(City) (State) (Zip)
1. Name and Address of Reporting Person*
CITIGROUP GLOBAL MARKETS HOLDINGS INC

(Last) (First) (Middle)
388 GREENWICH STREET

(Street)
NEW YORK NY 10013

(City) (State) (Zip)
1. Name and Address of Reporting Person*
CITIGROUP FINANCIAL PRODUCTS INC

(Last) (First) (Middle)
388 GREENWICH STREET

(Street)
NEW YORK NY 10013

(City) (State) (Zip)
1. Name and Address of Reporting Person*
CITIGROUP GLOBAL MARKETS INC

(Last) (First) (Middle)
388 GREENWICH STREET

(Street)
NEW YORK NY 10013

(City) (State) (Zip)
Explanation of Responses:
1. The shares of Common Stock ("Common") reported in Table I represents 1,250,000 Common beneficially owned by Citigroup Global Markets Inc. ("CGMI"). Citigroup Financial Products Inc. ("CFP") is the sole stockholder of CGMI. Citigroup Global Markets Holdings Inc. ("CGMHI") is the sole stockholder of CFP. Citigroup Inc. ("Citigroup") is the sole stockholder of CGMHI.
2. The Warrant shares ("Warrants") reported in Table II represent 1,250,000 warrants beneficially owned by CGMI. CFP is the sole stockholder of CGMI. CGMHI is the sole stockholder of CFP. Citigroup is the sole stockholder of CGMHI.
Remarks:
Pursuant to the restructuring announced on June 12, 2008 of Old Lane Partners, LLC ("Old Lane"), a Citigroup subsidiary, the securities reported in Table I and Table II in this Form 3 include Common and Warrants previously held by Old Lane which were transferred to CGMI on June 26, 2008.
Citigroup Inc., By: /s/ Riqueza V. Feaster, Assistant Secretary 07/07/2008
Citigroup Finanicial Products Inc., By: /s/ Riqueza V. Feaster, Assistant Secretary 07/07/2008
Citigroup Global Markets Holdings Inc., By: /s/ Riqueza V. Feaster, Assistant Secretary 07/07/2008
Citigroup Global Markets Inc., By: /s/ Riqueza V. Feaster, Assistant Secretary 07/07/2008
** 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 5 (b)(v).
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