Washington, D.C. 20549

Primus Telecommunications Group, Incorporated

(Name of Issuer)

Common Stock $0.001 par value

(Title of Class of Securities)

741929301

(CUSIP Number)

December 31, 2010

(Date of Event Which Requires Filing of this Statement)

 

 

CUSIP No.		741929301

**SEE ITEM 4(b).

CUSIP No.		741929301

**SEE ITEM 4(b).

CUSIP No.		741929301

**SEE ITEM 4(b).

CUSIP No.		741929301

**SEE ITEM 4(b).

SCHEDULE 13G/A

This Amendment No. 1 (this “Amendment”) to the Schedule 13G originally filed with the Securities and Exchange Commission on September 21, 2010 (the “Schedule 13G”) relates to shares of Common Stock, $0.001 par value (the “Common Stock”), of Primus Telecommunications Group, Incorporated, a Delaware corporation (the “Issuer”), and is being filed on behalf of (i) Archer Capital Management, L.P. (“Archer”), a Delaware limited partnership, as the investment manager to certain private investment funds (the “Funds”), (ii) Canton Holdings, L.L.C. (“Canton”), a Delaware limited liability company, as the general partner of Archer, (iii) Joshua A. Lobel, an individual, as a principal of Canton, and (iv) Eric J. Edidin, an individual, as a principal of Canton (the persons mentioned in (i) (ii), (iii) and (iv) above are referred to as the “Reporting Persons”). All shares of Common Stock reported in this Schedule 13G are held by the Funds.

This Amendment amends and restates the Schedule 13G to update the shares of Common Stock held by the Reporting Persons.

Item 1(a)		Name of Issuer.

		Primus Telecommunications Group, Incorporated

Item 1(b)		Address of Issuer’s Principal Executive Offices.

		7901 Jones Branch Drive, Suite 900 McLean, Virginia 22102

Item 2(a)		Name of Person Filing.

		(i) Archer Capital Management, L.P. (“Archer”), (ii) Canton Holdings, L.L.C. (“Canton”), (iii) Joshua A. Lobel (“Mr. Lobel”) and (iv) Eric J. Edidin (“Mr. Edidin”).

Item 2(b)		Address of Principal Business Office, or, if none, Residence.

		570 Lexington Avenue, 40th Floor New York, New York 10022.

Item 2(c)		Citizenship or Place of Organization.

		Archer is a Delaware limited partnership. Canton is a Delaware limited liability company. Mr. Lobel and Mr. Edidin are United States citizens.

Item 2(d)		Title of Class of Securities.

		Common Stock $0.001 par value (the “Common Stock”).

Item 2(e)		CUSIP Number.

		741929301

Item 3		If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)		o		Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)		o		Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)		o		Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)		o		Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e)		o		An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E).
(f)		o		An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
(g)		o		A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
(h)		o		A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i)		o		A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
(j)		o		Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4		Ownership.

	(a)		Canton, Archer, Mr. Lobel and Mr. Edidin may be deemed the beneficial owners of the 520,936 shares of Common Stock held by the Funds.
	(b)		Canton, Archer, Mr. Lobel and Mr. Edidin may be deemed the beneficial owners of 5.3% of the Issuer’s outstanding shares of Common Stock. This percentage was calculated by dividing (i) the number of shares of Common Stock reported in Item 4(a) held by the Reporting Persons by (ii) the 9,743,157 shares of Common Stock outstanding as of October 31, 2010, as reported in the 10-Q filed by the Issuer with the Securities and Exchange Commission on November 15, 2010.
	(c)		Canton, Archer, Mr. Lobel and Edidin have the power to vote and dispose of the 520,936 shares of Common Stock held by the Funds.

Item 5		Ownership of Five Percent or Less of a Class.

		Inapplicable.

Item 6		Ownership of More Than Five Percent on Behalf of Another Person.

		Inapplicable.

Item 7		Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.

		Inapplicable.

Item 8		Identification and Classification of Members of the Group.

		Inapplicable.

Item 9		Notice of Dissolution of Group.

		Inapplicable.

Item 10		Certification.

		By signing below each of the Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above were acquired and held in the ordinary course of business and were not acquired and were not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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.

Date: January 7, 2011