0001251145-04-000004 4 1 20040102 20040106 CF GROUP MANAGEMENT INC 0001251145 4 34 000-28191 04510991 135 EAST 57TH ST NEW YORK NY 10022 ESPEED INC 0001094831 7389 134063515 DE 1231 135 E. 57TH STREET 135 E. 57TH STREET NEW YORK NY 10022 2129385000 135 E. 57TH STREET 135 E. 57TH STREET NEW YORK NY 10022 4 1 primary_doc.xml PRIMARY DOCUMENT FORM 4 OMB APPROVAL [ ] Check this OMB Number: box if no longer UNITED STATES SECURITIES AND EXCHANGE COMMISSION 3235-0287 subject to Washington, D.C. 20549 Estimated Section 16. Form STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF average burden 4 or Form 5 SECURITIES hours per obligations may response... 0.5 continue. See Instruction 1(b). Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 1. Name and Address of Reporting 2. Issuer Name and Ticker 5. Relationship of Person * or Trading Symbol Reporting Person(s) to CF GROUP MANAGEMENT INC ESPEED INC [ ESPD ] Issuer (Check all applicable) _____ Director __X__ (Last) (First) (Middle) 3. Date of Earliest 10% Owner 135 EAST 57TH ST Transaction (MM/DD/YYYY) _____ Officer (give title 1/2/2004 below) _____ Other (specify below) (Street) 4. If Amendment, Date 6. Individual or NEW YORK, NY 10022 Original Filed Joint/Group Filing (Check (City) (State) (Zip) (MM/DD/YYYY) 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 2. Trans. Date 2A. 3. Trans. Code 4. Securities 5. Amount of 6. Ownership 7. Nature of (Instr. 3) Deemed (Instr. 8) Acquired (A) or Securities Form: Direct (D) Indirect Beneficial Execution Disposed of (D) Beneficially or Indirect (I) Ownership (Instr. 4) Date, if (Instr. 3, 4 and Owned Following (Instr. 4) any 5) Reported Transaction(s) (A) (Instr. 3 and 4) or Code V Amount (D) Price Class A Common See Stock, par value 1/2/2004 G (1) V 500000 D $0 24639270 I notes (2) (3) $0.01 per share Class A Common Stock, par value 387469 D $0.01 per share Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 1. Title of 2. 3. Trans. Date 3A. 4. Trans. Code 5. Number of 6. Date Exercisable 7. Title and Amount of 8. Price 9. Number of 10. 11. Nature Derivate Conversion Deemed (Instr. 8) Derivative and Expiration Date Securities Underlying of derivative Ownership of Indirect Security or Execution Securities Derivative Security Derivative Securities Form of Beneficial (Instr. 3) Exercise Date, if Acquired (A) or (Instr. 3 and 4) Security Beneficially Derivative Ownership Price of any Disposed of (D) (Instr. 5) Owned Security: (Instr. 4) Derivative (Instr. 3, 4 and Following Direct (D) Security 5) Reported or Transaction(s) Indirect Date Expiration Amount or (Instr. 4) (I) Exercisable Date Title Number of (Instr. 4) Code V (A) (D) Shares Class A Class B Common Common See Stock, par value (3) 1/2/2004 C (1) 1250000 (3) (3) Stock, par 1250000 $0 23889270 I note (4) $0.01 per share value $0.01 per share Explanation of Responses: (1) The 1,250,000 shares were converted from Class B Common Stock to Class A Common Stock and 500,000 shares of Class A Common Stock were gifted by Cantor Fitzgerald Securities. (2) Shares consist of (1) 21,247,800 shares of Class B Common Stock held by Cantor Fitzgerald Securities, (2) 750,000 shares of Class A Common Stock held by Cantor Fitzgerald Securities, and (3) 2,641,470 shares of Class B Common Stock held by Cantor Fitzgerald, L.P. CF Group Management, Inc. is the Managing General Partner of Cantor Fitzgerald, L.P. and Cantor Fitzgerald, L.P. is the managing partner of Cantor Fitzgerald Securities. (3) The shares of Class B Common Stock are convertible at any time on a one-for-one basis into shares of Class A Common Stock. (4) Shares consist of (1) 21,247,800 shares of Class B Common Stock held by Cantor Fitzgerald Securities and (2) 2,641,470 shares of Class B Common Stock held by Cantor Fitgerald, L.P. Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CF GROUP MANAGEMENT INC 135 EAST 57TH ST X NEW YORK, NY 10022 Signatures Howard W. Lutnick 1/6/2004 ** 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). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Persons who 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.