UTSTARCOM HOLDINGS CORP. — Director's Dealing 2007

Dec 4, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UTSTARCOM INC (UTSI)
CIK: 0001030471
Period of Report: 2007-11-30

Reporting Person: LU HONG LIANG (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-11-30	Common Stock	M	117000	—	Acquired	2518425	Direct
2007-11-30	Common Stock	A	40000	—	Acquired	2558425	Direct
2007-11-30	Common stock	F	54346	$2.9	Disposed	2504079	Direct
2007-11-30	Common stock	A	133543	—	Acquired	2637622	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-11-30	Share Purchase Rights (right to buy)	$0	M	117000	Disposed		Common Stock (117000)	Direct
2007-11-30	Restricted Stock Units	$	A	267086	Acquired		Common Stock (267086)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common stock	229000	Indirect
Common stock	115927	Indirect
Common stock	14073	Indirect
Common stock	5332	Indirect
Common stock	5332	Indirect

Footnotes

F1: On February 1, 2007, UTSI's Compensation Committee of the Board determined that, based on the reporting person's level of satisfaction of certain performance criteria for UTSI's fiscal year ending December 31, 2006, the reporting person will be eligible to receive 117,000 shares of UTSI's Common Stock at a later date to be determined by the Compensation Committee, subject to compliance with applicable law. On November 26, 2007, the Compensation Committee approved the issuance of the shares effective November 30, 2007.

F2: Each restricted stock unit represents a contingent right to receive one share of UTStarcom common stock.

F3: Total number of shares earned shall be based on management performance objectives for fiscal year 2007 as approved by the Compensation Committee in April 2007 on the date that the Compensation Committee determines, in its sole discretion, that such MBOs have been achieved, with the Compensation Committee's determination to be made as soon as administratively practicable following the 2007 fiscal year end, subject to the grantee remaining a "service provider" (as defined in the 2006 Equity Incentive Plan) through such date. Following the determination of the number of shares earned, the shares shall vest 50% on February 29, 2008 and 50% on February 27, 2009.

F4: Shares registered in the name of The Lu Family Limited Partnership of which the reporting person is a general partner

F5: Shares registered in the name of the Lu Charitable Remainder Trust of which the reporting person is the trustee

F6: Shares registered in the name of The Lu Family Trust of which the reporting person is a trustee and of which the reporting person and his spouse are beneficiaries. The reporting person disclaims beneficial ownership except to the extent of his and his spouse's pecuniary interest therein.