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TSS, Inc. Director's Dealing 2010

Mar 2, 2010

33106_dirs_2010-03-02_6309b223-edc3-49cc-ac74-b435ebd201a6.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Fortress International Group, Inc. (FIGI)
CIK: 0001320760
Period of Report: 2010-02-28

Reporting Person: Gallagher Gerard J (Director, President & COO, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-02-28 Common Stock J 625000 $2.00 Acquired 1978830 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-02-28 Convertible Promissory Note $7.50 J Disposed 2012-03-01 Common Stock (533333) Direct
2010-02-28 Convertible Promissory Note $7.50 J Acquired 2014-04-01 Common Stock (366666) Direct

Footnotes

F1: The shares of common stock issued to the Reporting Person were issued at a price of $2.00 per share as payment for $1,250,000
of the principal balance due to the Reporting Person pursuant to that certain Convertible Promissory Note, dated January 19,
2007 (the "Note").

F2: The Company and the Reporting Person entered into that certain Amendment to Convertible Promissory Note, dated February 28,
2010 (the "Amendment"), pursuant to which certain terms of the Note, including the maturity date of the Note, were amended
and modified. In connection with the Amendment, the Reporting Person received 625,000 shares of the Company's common stock
as payment for $1,250,000 of the principal balance due to the Reporting Person pursuant to Note.

F3: The Note is convertible into shares of common stock of the Company at any time at the conversion price of $7.50 per share.