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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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 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).
	Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person* Blatteis Angela (Last) (First) (Middle) 10877 WILSHIRE BLVD 18TH FLOOR (Street) LOS ANGELES CA 90024 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol HyperSpace Communications, Inc. [ HCO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 02/24/2006
	4. If Amendment, Date of 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

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

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
Warrant to Purchase Common Stock	$3	02/24/2006		J(2)			1,990(1)	07/25/2005	07/25/2015	Common Stock	1,990(1)	(2)	0(1)(4)	I	See Footnote(1)
Warrant to Purchase Common Stock	$5.5	02/24/2006		J(2)		663(1)		02/24/2006	02/24/2016	Common Stock	663(1)	(2)	27,510(1)(4)	I	See Footnote(1)
Warrant to Purchase Common Stock	$3	02/24/2006		J(2)		1,990(1)		02/24/2006	02/24/2016	Common Stock	1,990(1)	(2)	1,990(1)(4)	I	See Footnote(1)
Warrant to Purchase Common Stock	$3	02/24/2006		S(3)			1,990(1)	02/24/2006	02/24/2016	Common Stock	1,990(1)	(3)	0(1)(4)	I	See Footnote(1)

Explanation of Responses:

1. Represents Ms. Blatteis' pecuniary interests in Warrants owned of record by GTG PC Investments, LLC, a Delaware limited liability company ("GTG PC Investments"). Ms. Blatteis disclaims beneficial ownership of Warrants held by GTG PC Investments, except to the extent of her pecuniary interest therein as described in this Form 4.

2. 195,891 Warrants to acquire Common Stock with an exercise price of $3.00 per share were surrendered by GTG PC Investments to HyperSpace Communications, Inc. (the "Issuer") in a recapitalization exchange for the issuance by the Issuer to GTG PC Investments of (i)195,891 Warrants to acquire Common Stock with an exercise price of $3.00 per share and not having a cashless exercise option (unlike the surrendered Warrants) and (ii) 65,297 Warrants to acquire Common Stock with an exercise price of $5.50 per share.

3. Immediately after the recapitalization exchange with the Issuer referred to in footnote 2, the 195,891 Warrants to acquire Common Stock with an exercise price of $3.00 per share and not having a cashless exercise option were sold to various third-party investors for an aggregate purchase price of $5.00.

4. At the conclusion of the transactions described above, Ms. Blatteis has no Warrants to acquire Common Stock with an exercise price of $3.00 per share and a pecuniary interest in 27,510 Warrants to acquire Common Stock with an exercise price of $5.50 per share.

	/s/ Brian Hansen, attorney-in-fact for Angela Blatteis	02/28/2006
	** 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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