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 *   Lewis William Austin IV 2. Date of Event Requiring Statement (Month/Day/Year) 01/27/2009 3. Issuer Name and Ticker or Trading Symbol Aftersoft Group [ASFG] (Last) (First) (Middle) C/O LEWIS ASSET MANAGEMENT CORP., 45 ROCKEFELLER PLAZA, SUITE 2570 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) NEW YORK,, NY 10111 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) Common Stock 3,103,524 D   Common Stock 5,322,646 I See footnote (1) Common Stock 1,348,719 I See footnote (2)

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
Warrant	04/24/2008	04/24/2014	Common Stock	5,112,328	$ 1	I	See footnote (1)
Warrant	04/24/2008	04/24/2014	Common Stock	1,290,671	$ 1	I	See footnote (2)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Lewis William Austin IV C/O LEWIS ASSET MANAGEMENT CORP. 45 ROCKEFELLER PLAZA, SUITE 2570 NEW YORK,, NY 10111	  X	  X	Â	Â

Signatures

/s/ William Austin Lewis IV		04/08/2009
**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)	On the date hereof, Mr. Lewis has an indirect beneficial ownership interest in 5,322,646 shares of common stock and 5,112,328 shares issuable upon exercise of warrants (which are currently exercisable at $1.00 per share and expire April 24, 2014), which are directly beneficially owned by Lewis Opportunity Fund, LP, as a result of Mr. Lewis' position as portfolio manager and general partner of Lewis Asset Management Corp., the investment manager of Lewis Opportunity Fund, LP.
(2)	On the date hereof, Mr. Lewis has an indirect beneficial ownership interest in 1,348,719 shares of common stock and 1,290,671 shares issuable upon exercise of warrants (which are currently exercisable at $1.00 per share and expire April 24, 2014), which are directly beneficially owned by LAM Opportunity Fund, LTD, as a result of Mr. Lewis' position as portfolio manager and general partner of Lewis Asset Management Corp., the investment manager of LAM Opportunity Fund, LTD.

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