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 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 * Begley William E   2. Issuer Name and Ticker or Trading Symbol MAGELLAN PETROLEUM CORP /DE/ [MPET] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) 7 CUSTOM HOUSE STREET 3. Date of Earliest Transaction (Month/Day/Year) 02/10/2010 (Street) PORTLAND, ME 04101 4. If Amendment, Date Original Filed(Month/Day/Year) 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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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 (Month/Day/Year)

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

Non-qualified stock option (right to buy) (1)

$ 1.63

02/10/2010

A

533,333

(2)

02/10/2020

Common Stock

533,333

$ 0

533,333

D

Non-qualified stock option (right to buy) (1)

$ 1.63

02/10/2010

A

177,778

(3)

02/10/2020

Common Stock

177,778

$ 0

711,111

D

Non-qualified stock option (right to buy) (1)

(4)

02/10/2010

A

88,889

(4)

02/10/2020

Common Stock

88,889

$ 0

800,000

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Begley William E 7 CUSTOM HOUSE STREET PORTLAND, ME 04101			Chief Financial Officer

Signatures

/s/ William E. Begley, Jr. by Edward B. Whittemore, attorney-in-fact		02/12/2010
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	On February 10, 2010, the reporting person was awarded three non-qualified stock options pursuant to the Company's 1998 Stock Incentive Plan in three Tranches (A, B and C), which options cover an aggregate of 800,000 shares of the Company's Common Stock.
(2)	The Tranche A time-based options awarded on February 10, 2010 cover 533,333 shares of Common Stock, have an exercise price of $1.63 per share and vest as follows: 177,778 shares vest in full on February 10, 2011, 177,778 shares vest in full on February 10, 2012, and 177,777 shares vest in full on February 10, 2013.
(3)	The Tranche B performance-based options awarded on February 10, 2010 cover 177,778 shares of Common Stock, have an exercise price of $1.63 per share and vest in full upon completion of the sale of Company securities in one or more equity capital raising transactions (including convertible debt) that result in aggregate net proceeds to the Company of not less than one hundred million dollars ($100,000,000).
(4)	The Tranche C performance-based options awarded on February 10, 2010 cover 88,889 shares of Common Stock and shall vest in full upon the Board's determination of the attainment of a performance condition in Section 2(e) of the Tranche C Option Award Agreement. The Tranche C options will have an exercise price per share equal to the "fair market value" of a share of Common Stock on the date of the Board's determination that the performance vesting condition has been satisfied.

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