Statement of Changes of Beneficial Ownership

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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	OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	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(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * PERRY JAMES N JR	2. Issuer Name and Ticker or Trading Symbol CBEYOND, INC. [ CBEY ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                      _____ 10% Owner _____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle) C/O CBEYOND, INC., 320 INTERSTATE NORTH PARKWAY, SUITE 300	3. Date of Earliest Transaction (MM/DD/YYYY) 5/5/2009
(Street) ATLANTA, GA 30339 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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	5/5/2009		J (1)		1000000	D	$0.00	1102193	I	See Footnote   (2)
Common Stock	5/5/2009		J (3)		879	A	$0.00	21615	D
Common Stock	5/5/2009		J (4)		879	A	$0.00	1953	I	Through Spring Lake Partners, L.P   (5)
Common Stock								6118	I	Through James N. Perry, Jr. Dynasty Trust   (6)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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

Explanation of Responses:
( 1)	Reflects a pro-rata distribution of shares of common stock of the issuer by Madison Dearborn Capital Partners III, L.P. ("MDCP III"), Madison Dearborn Special Equity III, LP ("MDSE") and Special Advisors Fund I, LLC ("SAF") to its general and limited partners and members, as applicable (the "Distribution").
( 2)	Of the 1,102,193 shares, includes: 1,074,327 shares owned of record by MDCP III; 26,102 shares owned of record by MDSE; and 1,764 shares owned of record by SAF. Madison Dearborn Partners III, L.P. ("MDP III") is the general partner of MDCP III and MDSE and the manager of SAF. John A. Canning, Paul J. Finnegan and Samuel M. Mencoff are the sole members of a limited partner committee of MDP III that have the power, acting by majority vote, to vote or dispose of the shares directly held by MDCP III, MDSE and SAF. Messrs. Canning, Finnegan and Mencoff and MDP III each hereby disclaims any beneficial ownership of any shares directly held by MDCP III, MDSE and SAF. Mr. Perry is a limited partner of MDP III. Mr. Perry disclaims beneficial ownership of the shares set forth herein, except to the extent of his pecuniary interest therein. The Filing of this report is not an admission that Mr. Perry is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
( 3)	Consists of shares of common stock of the issuer received by Mr. Perry pursuant to the Distribution. In previous reports, Mr. Perry reported beneficial ownership of these 879 shares previously held of record by MDCP III and MDSE.
( 4)	Consists of shares of common stock of the issuer received by Spring Lake Partners, L.P. ("Spring Lake") pursuant to the Distribution. In previous reports, Mr. Perry reported beneficial ownership of these 879 shares previously held of record by MDCP III and MDSE.
( 5)	Spring Lake is the record owner of 1,953 shares. Mr. Perry is the trustee of the general partner of Spring Lake. Mr. Perry disclaims beneficial ownership of the shares set forth herein, except to the extent of his pecuniary interest therein. The Filing of this report is not an admission that Mr. Perry is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
( 6)	The James N. Perry, Jr. Dynasty Trust (the "Trust") is the record owner of 6,118 shares. These shares are held in trust for the benefit of Mr. Perry's family. Mr. Perry's spouse is the co-trustee of the Trust. Mr. Perry disclaims beneficial ownership of the shares set forth herein. The Filing of this report is not an admission that Mr. Perry is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
PERRY JAMES N JR C/O CBEYOND, INC. 320 INTERSTATE NORTH PARKWAY, SUITE 300 ATLANTA, GA 30339	X

Signatures
/s/ James N. Perry, Jr.		5/6/2009
** Signature of Reporting Person		Date

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