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 *
1818 FUND III LP
  2. Issuer Name and Ticker or Trading Symbol
Trinsic, Inc. [TRIN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O BROWN BROTHERS HARRIMAN & CO, 140 BROADWAY
3. Date of Earliest Transaction (Month/Day/Year)
09/29/2005
(Street)

NEW YORK, NY 10005
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
Convertible Preferred Stock (1) (2) 09/29/2005   J(3)   0 (4)   09/30/2005(5)   (7) Common Stock (6) (2) (4) 24,084.769 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
1818 FUND III LP
C/O BROWN BROTHERS HARRIMAN & CO
140 BROADWAY
NEW YORK, NY 10005
    X    

Signatures

 /s/ Lawrence C. Tucker, General Partner   10/03/2005
**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) Convertible Preferred Stock, Series H, par value $.01 per share (the "Series H Preferred").
(2) $1000 per share of Series H Preferred divided by the Conversion Price, set initially at $0.39 but adjusted to $0.20 as described below.
(3) Pursuant to the adjustment provisions of the Series H Preferred, the conversion price of the Series H Preferred was adjusted as of the close of business on September 29, 2005 to a predetermined amount of $0.20 as Trinsic, Inc. failed to enter into certain contractual arrangements by such date.
(4) As previously reported, 24084.769 shares of Series H Preferred initially convertible into 6,175,582 shares of Common Stock (after to giving effect to a one for ten reverse stock split announced on September 28, 2005) were received in July 2005 in exchange for (i) the cancellation of a promissory note in an aggregate principal amount of $20,000,000 plus a premium and accrued and unpaid interest thereon totaling in the aggregate $21,584,768.69 and (ii) a cash payment of $2,500,000.
(5) Subject to receipt of shareholder approval.
(6) The Series H Preferred is convertible into an additional 5,866,803 shares of Common Stock pursuant to the adjustment provisions of the Series H Preferred described above. The conversion price of the Series H Preferred is subject to further antidilution adjustment.
(7) Not applicable.
 
Remarks:
The 1818 Fund III, L.P. 
By: Brown Brothers Harriman & Co., its general partner

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