Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
MCFALL THOMAS A
  2. Issuer Name and Ticker or Trading Symbol
GULFSTREAM INTERNATIONAL GROUP INC [GIA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O GULFSTREAM INTERNATIONAL GROUP, INC., 3201 GRIFFIN ROAD, 4TH FLOOR
3. Date of Earliest Transaction (Month/Day/Year)
09/19/2008
(Street)

FORT LAUDERDALE, FL 33312
4. If Amendment, Date 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
(City)
(State)
(Zip)
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

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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)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant $ 3.2 09/19/2008   P   225,000 (1)   09/19/2008 09/19/2014 Common Stock 225,000 (1) (2) 225,000 (1) I See Footnote (3)
Convertible Debenture $ 3 09/19/2008   P   333,333 (4)   09/19/2008 11/19/2011 Common Stock 333,333 (4) (2) 333,333 (4) I See Footnote (3)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MCFALL THOMAS A
C/O GULFSTREAM INTERNATIONAL GROUP, INC.
3201 GRIFFIN ROAD, 4TH FLOOR
FORT LAUDERDALE, FL 33312
  X      

Signatures

 /s/ Robert M. Brown, Attorney-in-Fact   09/23/2008
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Upon conversion in full of the convertible debenture, the number of shares issueable under the warrant would decrease by 58,333.
(2) Gulfstream Funding, LLC purchased the convertible debenture and the warrant for $1,000,000.
(3) The convertible debenture and the warrant are owned by Gulfstream Funding, LLC, of which Ledgemaze Realty Trust (the "Trust") holds a 10% interest. Thomas McFall's wife and children are the beneficiary of the Trust. Mr. McFall disclaims beneficial ownership of the convertible debenture and the warrant held by Gulfstream Funding, LLC.
(4) The debenture is convertible into the number of shares obtained by dividing the aggregate principal amount of, and accrued interest on, the debenture by $3.00.

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