Sec Form 4 Filing - CANTOR FITZGERALD SECURITIES @ GFI Group Inc. - 2015-07-22

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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1. Name and Address of Reporting Person CANTOR FITZGERALD SECURITIES 2. Issuer Name and Ticker or Trading Symbol GFI Group Inc. [ GFIG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 110 EAST 59TH STREET 3. Date of Earliest Transaction (MM/DD/YY) 07/22/2015 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 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 Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, par value $0.01 per share 07/22/2015 P 1,300 A $ 5.83 27,945 ( 1 ) ( 2 ) D Common Stock, par value $0.01 per share 07/23/2015 P 39,700 A $ 5.83 67,645 ( 1 ) ( 2 ) D Common Stock, par value $0.01 per share 07/24/2015 P 38,000 A $ 5.8193 105,645 ( 1 ) ( 2 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CANTOR FITZGERALD SECURITIES 110 EAST 59TH STREET NEW YORK, NY10022 X X Signatures /s/ Howard W. Lutnick, President and Chief Executive Officer 07/24/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Does not include 45,000 shares held directly by Cantor Fitzgerald & Co., an affiliate of Cantor Fitzgerald Securities. Such shares may be indirectly beneficially owned by the following affiliated persons of Cantor Fitzgerald & Co. and Cantor Fitzgerald Securities: Cantor Fitzgerald, L.P., CF Group Management, Inc. and Howard W. Lutnick. Such persons disclaim beneficial ownership in the shares except to the extent of such persons' respective pecuniary interest in the shares. ( 2 )Does not include 114,378,936 shared held directly by BGC Partners, L.P., an affiliate of Cantor Fitzgerald Securities. Such shares may be indirectly beneficially owned by the following affiliated persons of BGC Partners, L.P.: BGC Holdings, LLC, BGC Holdings, L.P., BGC GP, LLC, BGC Partners, Inc., Cantor Fitzgerald, L.P., CF Group Management, Inc. and Howard W. Lutnick. Such persons disclaim beneficial ownership in the shares except to the extent of such persons' respective pecuniary interest in the shares.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(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).

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