PINX:UTRA Universal Travel Group Insider Activity 3 Filing - 6/23/2012

Effective Date 6/23/2012

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FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Huijie Gao
2. Date of Event Requiring Statement (Month/Day/Year)
06/23/2012
3. Issuer Name and Ticker or Trading Symbol
UNIVERSAL TRAVEL GROUP [UTRA]
(Last)
(First)
(Middle)
UNIVERSAL TRAVEL GROUP, 9F, BUILDING A, RONGCHAO MARINA BAY CNTR, 2021 HAIXIU RD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP of Corporate Finance
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)

BAOAN DISTRICT, SHENZHEN, F4 518133
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Options(1)(2) 01/20/2010 01/19/2019 Common Stock 10,000(1)(2) $0 D  
Options(3) 03/12/2009(3) 01/19/2019 Common Stock 3,333 $0 D  
Options(4) 12/02/2010 12/01/2020 Common Stock 30,000 $0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Huijie Gao
UNIVERSAL TRAVEL GROUP, 9F, BUILDING A
RONGCHAO MARINA BAY CNTR, 2021 HAIXIU RD
BAOAN DISTRICT, SHENZHEN, F4 518133
  X     VP of Corporate Finance  

Signatures

/s/Huijie Gao 06/27/2012
** Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) This option ("the 2009 Option") was issued pursuant to the Company's 2009 Incentive Stock Plan and two Incentive Stock Option Agreements dated as of January 20, 2009. On a post reverse split basis, the number of shares purchasable under this option is adjusted to 10,000 shares and its exercise price is adjusted to $2.70. The Option shall become exercisable during the term of the Reporting Person's employment in six (6) equal annual installments of 5,000 (1,666 post reverse split) shares each (save for the last installment of 1,670 post reverse split shares), the first installment to be exercisable on the first anniversary of the date of the 2009 Option (the "Initial Vesting Date"), with additional installments becoming exercisable on each of the successive periods following the Initial Vesting Date.
(2) The terms of exercise of the 2009 Option are subject to the following acceleration provisions: in the event (i) the Company reports an after tax Net Income (as that term is defined in Securities Purchase Agreement dated August 29, 2008, entered into by and among the Company and certain investors) of $14,000,000 in its Annual Report on Form 10-K for its fiscal year 2008, then options to purchase an aggregate of 10,000 shares of common stock in the aggregate under the Plan shall vest and become immediately exercisable, (ii) the Company reports an after tax Net Income of $18,000,000 for its fiscal year 2009, then options to purchase another 10,000 shares of common stock shall vest and become immediately exercisable and (iii) the Company reports an after tax Net Income of $22,000,000 for its fiscal year 2010, then options to purchase another 10,000 shares of common stock shall vest and become immediately exercisable.
(3) On March 12, 2009, the Company achieved the target set forth in the acceleration provision (i) of the 2009 Option and thus the options to purchase 3,333 shares of common stock under the 2009 Option vested. On October 15, 2009, the Reporting Person cashlessly exercised options to purchase 3,333 shares of common stock. (The number of shares of common stock underlying the 2009 Stock Option and the exercise price changed because the Company effected a three-for-one reverse split of its common stock.)
(4) This option ("the 2010 Option") was issued pursuant to the Company's 2010 Incentive Stock Plan and the Nonstatutory Stock Option Agreement dated as of December 2, 2010. The 2010 Option shall become exercisable at the price of $6.06 per share during the term of the Reporting Person's employment in two (2) equal annual installments of 15,000 shares each, the first installment to be exercisable on the date of the 2010 Option, with the remaining installment becoming exercisable on the first anniversary following the date of the 2010 Option. The Option may be exercised on a cashless basis.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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PINX:UTRA Universal Travel Group Insider Activity 3 Filling

Universal Travel Group PINX:UTRA Stock - Get Insider Activity SEC Filing of Universal Travel Group PINX:UTRA stocks, including company profile, shares outstanding, strategy, business segments, operations, officers, consolidated financial statements, financial notes and ownership information.

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PINX:UTRA Universal Travel Group Insider Activity 3 Filing - 6/23/2012
Name |  Ticker |  Star Rating |  Market Cap |  Stock Type |  Sector |  Industry Star Rating |  Investment Style |  Total Assets |  Category |  Top Holdings |  Top Sectors |  Symbol |  Title Star Rating |  Category |  Total Assets |  Top Holdings |  Top Sectors |  Symbol |  Name Title |  Date |  Author |  Collection |  Interest |  Popularity Topic |  Sector |  Key Indicators |  User Interest |  Market Cap |  Industry Name |  Ticker |  Star Rating |  Market Cap |  Stock Type |  Sector |  Industry Star Rating |  Investment Style |  Total Assets |  Category |  Top Holdings |  Top Sectors |  Symbol / Ticker |  Title Star Rating |  Category |  Total Assets |  Symbol / Ticker |  Name Title |  Date |  Author |  Collection |  Popularity |  Interest Title |  Date |  Company |  Symbol |  Interest |  Popularity Title |  Date |  Company |  Symbol |  Interest |  Popularity

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