4 1 form4june9_01.txt STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

FORM 4 (CONTINUED) TABLE II - DERIVATIVE SECURITIES ACQUIRED, DISPOSED OF, OR BENEFICIALLY OWNED (E.G., PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES) ---------------- --------------- ---------------- -------------- --------------- 1. Title of 2. Conversion 3. Transaction 4. Trans- 5.Number of Derivative or Date action Code Derivative Security Exercise (Month/ (Instr. 8) Securities (Instr. 3) Price of Year) Acquired (A) Derivative or Disposed Security of (D)(Instr. 3, 4, and 5) ----- -------- ------ -------- Code V (A) (D) ---------------- --------------- ---------------- ----- --------- ----- -------- ---------------- --------------- ---------------- ----- --------- ----- -------- ---------------- --------------- ---------------- ----- --------- ----- -------- ---------------- --------------- ---------------- ----- --------- ----- -------- ---------------- --------------- ---------------- ----- --------- ----- -------- ---------------- --------------- ---------------- ----- --------- ----- -------- ---------------- --------------- ---------------- ----- --------- ----- --------

EXPLANATION OF RESPONSES: (1) These shares were sold by the wife of the Reporting Person. The Reporting Person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person was the beneficial owner of such shares for purposes of Section 16 or any other purpose. (2) These shares were held in trust for the benefit of the Reporting Person's children, of which the Reporting Person's wife is trustee, and were sold by the trust. The Reporting Person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person was the beneficial owner of such shares for purposes of Section 16 or for any other purpose. (3) The reporting person disclaims beneficial ownership of these shares which are held by his wife and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for purposes of Section 16 or any other purpose. (4) These shares are held by the Reporting Person and his spouse as joint tenants with the rights of survivorship. /s/ William L. Schrader 06/08/2001 ------------------------------------ ---------- **Signature of Reporting Person Date Date **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 provided is insufficient, SEE Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not Page 2 required to respond unless the form displays a currently valid OMB Number SEC 1474 (7-97)

PSINET INC 4