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

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of ~~earliest~~ earliest event reported): ~~November~~December 2521, 2009

iBASIS, INC.

(Exact Name of Registrant as Specified in Charter)

DELAWARE	000-27127	04-3332534
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
20 Second Avenue, Burlington, MA		01803
(Address of Principal Executive Offices)		(Zip Code)

20 Second Avenue, Burlington, MA		01803
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (781) 505-7500

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 15.02 ~~Termination~~Departure of aDirectors ~~Material~~or ~~Definitive~~Certain ~~Agreement~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~As disclosed in the Company’s Current Report on Form 8-K filed on July 30, 2009, iBasis, Inc.~~ (~~the “Company”) entered into~~ a ~~Rights Agreement (the “Rights Agreement”~~)~~, dated as of July~~ 30Effective December 21, 2009, ~~by and between~~ the ~~Company~~following ~~and Computershare~~individuals ~~Trust~~resigned ~~Company, N.A.,~~ as ~~rights~~directors ~~agent (the “Rights Agent”). Pursuant to the terms~~ of ~~the Settlement~~ ~~Agreement~~iBasis, ~~dated November~~ ~~23, 2009, among the Company, Koninklijke KPN N.V., KPN B.V. (“Purchaser”) and Celtic ICS~~ Inc. (the “~~Settlement Agreement~~Company”), as described in Item 1.01 in the Company’s Current Report on Form 8-K filed on November 23, 2009, on November 25, 2009, the Company and the Rights Agent entered into an amendment to the Rights Agreement that effectively terminated the Rights Agreement, and caused the rights issued thereunder to expire, effective as of the close of business on November 25, 2009.:

~~The description~~Ofer ofGneezy ~~the~~Gordon ~~amendment~~J. toVanderBrug, ~~the~~Ph.D ~~Rights~~Robert ~~Agreement~~H. isBrumley ~~qualified~~W. inFrank ~~its entirety by reference to the full text of the amendment~~King, ~~which~~Ph.D isCharles ~~attached hereto as Exhibit 10~~N.1. Corfield

~~Item~~Dr. King and 3Messrs.03 Corfield ~~Material~~and ~~Modification~~Brumley towere ~~Rights~~each members of ~~Security~~the ~~Holders~~Company’s audit committee and seller committee. Mr. Corfield was a member of the Company’s Compensation Committee.

~~See~~Also ~~the~~effective ~~description~~December 21, ~~set~~2009, ~~forth~~the ~~under~~following ~~“Item~~individuals ~~1.02~~resigned -as directors ~~Termination~~ of athe ~~Material Definitive Agreement,” which is incorporated by reference into this Item 3.03.~~Company:

Carolien W. Nijhuis

H. J. Costermans

Alex de Groot

(b) Effective December 21, 2009, the following individuals resigned from the office or offices of the Company set forth opposite his name:

Name		Title
Ofer Gneezy		President and Chief Executive Officer
Gordon J. VanderBrug, Ph.D		Executive Vice President

(c) Effective December 21, 2009, J.W.L van Vianen was appointed Chief Executive Officer of the Company. Mr. van Vianen, age 40, has been the Managing Director, Information & Communications Solutions, of Getronics since January 2009. Getronics is a provider of information and communication technology services and is a wholly owned subsidiary of Koninklijke KPN N.V. (“Royal KPN”). From November 2007 to January 2009, Mr. van Vianen was Managing Director of KPN ICT Services of Royal KPN. From July 2007 to December 2007, Mr. van Vianen was Chief Executive Officer of QYN/KPN Narrowcasting at Royal KPN. From August 2004 to July 2007, Mr. van Vianen was Managing Director, Business Unit and Senior Vice President of Connectivity/Network Services of Royal KPN. From January 2004 to August 2004, Mr. van Vianen was Vice President, Network Services and KPN Business Unit Connectivity of Royal KPN.

(d) Effective December 21, 2009, the following individuals were appointed as directors of the Company:

J.W.L van Vianen

Carolien W. Nijhuis

H. J. Costermans

Alex de Groot

As described in Item 5.02(a) above, Ms. Nijhuis and Messrs. Costermans and de Groot later resigned as directors of the Company, effective December 21, 2009.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

~~Pursuant~~(a) Effective ~~to the Settlement Agreement, on November~~December 2521, 2009, the Company’s ~~Board~~articles of ~~Directors~~ ~~amended~~incorporation ~~the Company’s Second Amended~~ and ~~Restated~~the ~~By-laws, as amended, to (1) remove Section 3.2 of such~~ bylaws, ~~which relates to~~of ~~certain~~the ~~special~~Company ~~director~~were ~~nomination~~each ~~provisions~~amended and ~~(2) amend Section 8~~restated.~~1(i)(B)~~ ~~of such bylaws to~~ ~~read,~~The inamended ~~its~~and ~~entirety,~~restated ~~“by~~articles ~~resolution~~ of ~~the~~incorporation ~~Board~~and ofbylaws ~~Directors” to~~are ~~effectively~~attached ~~provide that, during the Control Period,~~ as ~~defined~~Exhibits ~~therein,~~3.1 ~~bylaw amendments by the Company’s Board of Directors may be effected by resolution of the Board of Directors~~ and ~~will not require the separate approval of a majority of the non-KPN directors (the “Bylaw Amendments”)~~3.2 ~~The Bylaw Amendments will only become effective at or immediately prior to the date on which shares of the Company’s common stock are first accepted for payment~~hereto.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
10.1		Amendment to Rights Agreement, dated as of November 25, 2009, between the Company and Computer Share Trust Company N.A.

3.1 Restated Certificate of Incorporation of iBasis, Inc.

3.2 Third Amended and Restated Bylaws of iBasis, Inc.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	iBASIS, INC.


	By:	/s/ Mark S. Flynn
	Name:	Mark S. Flynn
	Title:	Chief Legal Officer and Corporate Secretary

Date: ~~November~~December 2723, 2009

EXHIBIT INDEX

Exhibit Number		Description
10.1		Amendment to Rights Agreement, dated as of November 25, 2009, between the Company and Computer Share Trust Company N.A.
3.1		Restated Certificate of Incorporation of iBasis, Inc.
3.2		Third Amended and Restated Bylaws of iBasis, Inc.

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