Form 4
 

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 4

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

o 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*		 2. Issuer Name and Ticker or Trading
Symbol		 3. I.R.S. Identification Number of Reporting
Person, if an entity (Voluntary)
  Mangano, Ross J.
(Last) (First) (Middle)		   USRT (OTC)
  
     
  112 West Jefferson Boulevard, Suite 613
(Street)		 4. Statement for Month/Day/Year 5. If Amendment, Date of Original (Month/Day/Year)
    1/17/2003
  
     
    6. Relationship of Reporting Person(s)
to Issuer (Check All Applicable)		 7. Individual or Joint/Group Filing
(Check Applicable Line)
  South Bend, Indiana 46601
(City)        (State)        (Zip)		   x  Director x  10% Owner   x Form Filed by One Reporting Person
    o  Officer (give title below)   o Form Filed by More than One Reporting Person
    o  Other (specify below)  
     
     
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).
Potential persons who are to respond to the collection of Information contained in this form are not
Required to respond unless the form displays a currently valid OMB control number.

 

                                               
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 Sec-
urities Beneficially
Owned Following
Reported Trans-
action(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                   75,000     D  
  Common Stock                   949,401     I   (1)
  Common Stock                   62,500     I   (2)
  Common Stock                   62,500     I   (3)
  Common Stock                   62,500     I   (4)
  Common Stock                   62,500     I   (5)
                         
                         
                         
                         

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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)
                      Code V   (A) (D)
  Warrants              
  Warrants              
  Warrants              
  Warrants              
  Warrants              
  Warrants              
  Warrants              
  Warrants              
  Warrants              
  Warrants              
  Convertible Note   $1.13   1/17/03   S(10)   317,290
  Convertible Note   $1.13   1/17/03   S(10)   317,290
  Convertible Note   $1.13   1/17/03   S(10)   317,290

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Table II — Derivative Securities Acquired, Disposed of, or Beneficially Owned — Continued
(e.g., puts, calls, warrants, options, convertible securities)
6. Date Exercisable and
Expiration Date
(Month/Day/Year)		 7. Title and Amount
of Underlying Securities
(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 of
Derivative Security:
Direct (D) or
Indirect (I)
(Instr. 4)		 11. Nature of
Indirect
Beneficial
Ownership
(Instr. 4)
  Date
Exercisable		 Expiration
Date		   Title Amount or
Number of
Shares		                        
  Immed. 10/02/03   Com. 60,000           133,621     D  
  Immed. 2/21/05   Com. 73,621           133,621     D  
  Immed. 8/28/03   Com. 17,543           558,707     I   (1)
  Immed. 10/02/03   Com. 233,333           558,707     I   (1)
  Immed. 2/21/05   Com. 307,831           558,707     I   (1)
  Immed. 10/02/03   Com. 29,166           64,955     I   (2)
  Immed. 2/21/05   Com. 35,788           64,955     I   (2)
  Immed. 10/02/03   Com. 29,166           64,955     I   (3)
  Immed. 2/21/05   Com. 35,788           64,955     I   (3)
  Immed. 10/02/03   Com. 29,166           64,955     I   (4)
  Immed. 2/21/05   Com. 35,788           64,955     I   (4)
  Immed. 10/02/03   Com. 29,166           64,955     I   (5)
  Immed. 2/21/05   Com. 35,788           64,955     I   (5)
  Immed. 08/15/05   Com. 123,077           551,615     I   (6)
  Immed. 09/25/05   Com. 124,615           551,615     I   (6)
  Immed. 2/21/05   Com. 303,923           551,615     I   (6)
  Immed. 7/15/12   Com. 103,500           103,500     I   (7)
  Immed. 7/15/12   Com. 103,500           103,500     I   (8)
  Immed. 7/15/12   Com. 103,500           103,500     I   (9)
  Immed. 7/1/09   Com. 317,290   (10)       0     I   (7)
  Immed. 7/1/09   Com. 317,290   (10)       0     I   (8)
  Immed. 7/1/09   Com. 317,290   (10)       0     I   (9)

Explanation of Responses:

(1) Shares of common stock and warrants to purchase common stock are owned by Jo & Co., which Mr. Mangano may be deemed to be beneficial owner of in his capacity as its partner. Mr. Mangano disclaims any beneficial ownership of these shares or warrants, except to the extent that he may have a pecuniary interest.

(2) Shares of common stock and warrants to purchase common stock are owned by the Joseph D. Oliver Trust--GO Cunningham Fund, which Mr. Mangano may be deemed to be beneficial owner of in his capacity as its trustee. Mr. Mangano disclaims any beneficial ownership of these shares or warrants, except to the extent that he may have a pecuniary interest.

(3) Shares of common stock and warrants to purchase common stock are owned by the Joseph D. Oliver Trust--James Oliver II Fund, which Mr. Mangano may be deemed to be beneficial owner of in his capacity as its trustee. Mr. Mangano disclaims any beneficial ownership of these shares or warrants, except to the extent that he may have a pecuniary interest.

(4) Shares of common stock and warrants to purchase common stock are owned by the James D. Oliver, Jr. Trust, which Mr. Mangano may be deemed to be beneficial owner of in his capacity as its trustee. Mr. Mangano disclaims any beneficial ownership of these shares or warrants, except to the extent that he may have a pecuniary interest.

(5) Shares of common stock and warrants to purchase common stock are owned by the Susan C. Oliver Trust, which Mr. Mangano may be deemed to be beneficial owner of in his capacity as its trustee. Mr. Mangano disclaims any beneficial ownership of these shares or warrants, except to the extent that he may have a pecuniary interest.

(6) Warrants to purchase common stock are owned by Troon & Co., which Mr. Mangano may be deemed to be beneficial owner of in his capacity as partner and trustee. Mr. Mangano disclaims any beneficial ownership of these warrants, except to the extent that he may have a pecuniary interest.

(7) Warrants to purchase common stock and the convertible note are owned by the JOC Trust, which Mr. Mangano may be deemed to be beneficial owner of in his capacity as its trustee. Mr. Mangano disclaims any beneficial ownership of these warrants or the convertible note, except to the extent that he may have a pecuniary interest.

(8) Warrants to purchase common stock and the convertible note are owned by the ACM Trust, which Mr. Mangano may be deemed to be beneficial owner of in his capacity as its trustee. Mr. Mangano disclaims any beneficial ownership of these warrants or the convertible note, except to the extent that he may have a pecuniary interest.

(9) Warrants to purchase common stock and the convertible note are owned by the JCW Trust, which Mr. Mangano may be deemed to be beneficial owner of in his capacity as its trustee. Mr. Mangano disclaims any beneficial ownership of these warrants or the convertible note, except to the extent that he may have a pecuniary interest.

(10) These convertible notes (the "Notes") accrue interest at 7.5%, compounded quarterly, and payable at maturity. The principal of and accrued interest on the Notes is convertible into the Company's common stock at $1.13 per share. The Notes are redeemable by the Company or Cypress Communications, Inc., a Delaware corporation, at any time by payment of the outstanding principal balance and accrued interest. In the event that the Notes are redeemed, the holders of the Notes are entitled to exercise warrants to purchase the number of shares of common stock of the Company that the Notes were convertible into on the redemption date at $1.13 per shares. The Notes were sold by the JOC Trust, the ACM Trust and the JCM Trust for a total purchase price of $1,576,148.15 (the "Purchase Price"), which covers the Notes, the warrants exercisable upon conversion of the Notes, and an aggregate amount of 10.4 shares of the Company's Series A Preferred Stock, pursuant to that certain Securities Purchase Agre ement dated January 17, 2002.

/s/ ROSS J. MANGANO   1/17/03
**Signature of Reporting Person		  
Date

**   Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
 
Note:   File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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