OMB
APPROVAL
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UNITED
STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
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OMB
Number:
3235-0145
Expires:
February 28, 2009
Estimated
average burden hours per
response.........................................10.4
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Cogent
Communications Group, Inc.
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Common
Stock, Par Value $.001 Per
Share
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19239V302
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December
31, 2008
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CUSIP No. 19239V302
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13G
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Page 2 of 8
Pages
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1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Morton Holdings,
Inc.
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a) o
(b) o
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
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5
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SOLE
VOTING POWER
0
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BENEFICIALLY
OWNED BY
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6
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SHARED
VOTING POWER
0
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EACH
REPORTING
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7
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SOLE
DISPOSITIVE POWER
0
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PERSON
WITH
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8
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SHARED
DISPOSITIVE POWER
0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
o
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
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12
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TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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CUSIP No. 19239V302
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13G
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Page 3 of 8
Pages
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1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Philip B. Korsant
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2
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a) o
(b) o
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3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States of
America
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NUMBER OF
SHARES
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5
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SOLE
VOTING POWER
0
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BENEFICIALLY
OWNED BY
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6
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SHARED
VOTING POWER
0
|
EACH
REPORTING
|
7
|
SOLE
DISPOSITIVE POWER
0
|
PERSON
WITH
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8
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SHARED
DISPOSITIVE POWER
0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
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12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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(a)
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Amount beneficially
owned:
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See
Item 9 of the attached cover pages.
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(b)
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Percent
of class:
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See
Item 11 of the attached cover pages.
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(c)
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Number
of shares as to which such person
has:
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(i)
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Sole
power to vote or to direct the vote:
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See Item 5 of the attached cover pages. | ||
(ii)
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Shared
power to vote or to direct the vote:
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See
Item 6 of the attached cover pages.
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(iii)
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Sole
power to dispose or to direct the disposition:
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See
Item 7 of the attached cover pages.
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(iv)
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Shared
power to dispose or to direct the disposition:
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See
Item 8 of the attached cover
pages.
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding
Company
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MORTON
HOLDINGS, INC.
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By:
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/s/
DAVID GRAY
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Name:
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David
Gray
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Title:
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Vice
President
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/s/
PHILIP B.
KORSANT
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Philip
B. Korsant
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MORTON
HOLDINGS, INC.
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By:
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/s/
DAVID GRAY
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Name:
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David
Gray
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Title:
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Vice
President
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/s/
PHILIP B.
KORSANT
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Philip
B. Korsant
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