Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

Benjamin Valerie C

2. Date of Event Requiring Statement (MM/DD/YYYY) 4/30/2014

3. Issuer Name and Ticker or Trading Symbol

EarthLink Holdings Corp. [ELNK]

(Last) (First) (Middle)

1375 PEACHTREE STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
SVP Human Resources /

(Street)

ATLANTA, GA 30309

(City) (State) (Zip)

5. 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 Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units ⁽¹⁾	10/16/2014 ⁽¹⁾	10/22/2023	Common Stock	2533	⁽¹⁾	D
Restricted Stock Units ⁽²⁾	2/20/2015 ⁽²⁾	2/20/2023	Common Stock	4508	⁽²⁾	D
Restricted Stock Units ⁽³⁾	7/23/2014 ⁽³⁾	7/23/2023	Common Stock	7000	⁽³⁾	D
Restricted Stock Units ⁽⁴⁾	2/20/2015 ⁽⁴⁾	2/20/2024	Common Stock	41480	⁽⁴⁾	D

Explanation of Responses:
( 1)	The Restricted Stock Units were acquired under the Company's 2011 Equity and Cash Incentive Plan. 50% of the Restricted Stock Units vest on October 16, 2014 and 50% of the Restricted Stock Units vest on October 16, 2015. Vested Restricted Stock Units will be converted and distributed to the Reporting Person, without payment, in shares of Common Stock on a unit-for-share basis.
( 2)	The Restricted Stock Units were acquired under the Company's 2011 Equity and Cash Incentive Plan. 959 of the Restricted Stock Units vest on February 20, 2015 and 3,549 of the Restricted Stock Units vest on February 20, 2016. Vested Restricted Stock Units will be converted and distributed to the Reporting Person, without payment, in shares of Common Stock on a unit-for-share basis.
( 3)	The Restricted Stock Units were acquired under the Company's 2011 Equity and Cash Incentive Plan. 50% of the Restricted Stock Units are performance-based and 50% are time-based. The time-based Restricted Stock Units vest ratably on each of July 23, 2014, July 23, 2015 and July 23, 2016. The performance-based Restricted Stock Units vest on July 23, 2016. Vested Restricted Stock Units will be converted and distributed to the Reporting Person, without payment, in shares of Common Stock on a unit-for-share basis.
( 4)	The Restricted Stock Units were acquired under the Company's 2011 Equity and Cash Incentive Plan. 50% of the Restricted Stock Units are performance-based and 50% are time-based. The time-based Restricted Stock Units vest ratably on each of February 20, 2015, February 20, 2016 and February 20, 2017. The performance-based Restricted Stock Units will be earned depending on the level of successful completion during 2014 of certain Company performance objectives, with full vesting of Restricted Stock Units earned on February 20, 2017. Vested Restricted Stock Units will be converted and distributed to the Reporting Person, without payment, in shares of Common Stock on a unit-for-share basis.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Benjamin Valerie C 1375 PEACHTREE STREET ATLANTA, GA 30309			SVP Human Resources

Signatures
/s/ Valerie C. Benjamin		5/2/2014
^** Signature of Reporting Person		Date

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 5(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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.