ASURE SOFTWARE INC — Director's Dealing 2012

Aug 9, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASURE SOFTWARE INC (ASUR)
CIK: 0000884144
Period of Report: 2012-08-09

Reporting Person: Waterfield John Randall (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-09	Asure Software Inc ($0.01 par value)	P	41700	$5.75	Disposed	46350	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Asure Software Inc. Common Stock (right to buy)	$2.333	2016-09-30	Asure Software Inc. (par value $0.01) (5625)	5625	Direct

Footnotes

F1: Such options shall vest over a 2 year period such that 1/4 of the options shall vest 6 months following the date of issuance and an additional 1/4 of the options shall vest every 6 months thereafter.

F2: This purchase was completed via a private transaction with a sophisticated seller and was transacted pursuant to a "big boy" letter.