CANTALOUPE, INC. — Director's Dealing 2012

May 24, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: USA TECHNOLOGIES INC (USAT)
CIK: 0000896429
Period of Report: 2012-05-23

Reporting Person: LURIO DOUGLAS M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-23	Common Stock	P	25000	$1.35	Acquired	73904	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$7.50		Common Stock (3000)	3000	Direct

Footnotes

F1: The 3,000 options vested on 4/1/08, and are exercisable at any time within five years following the date of vesting.