NETWORK-1 TECHNOLOGIES, INC. — Director's Dealing 2004

Nov 30, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETWORK 1 SECURITY SOLUTIONS INC (NSSI.OB)
CIK: 0001065078
Period of Report: 2004-11-26

Reporting Person: HOROWITZ COREY M (Director, CEO and Chairman, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-11-26	Option to Purchase Common Stock	$0.6800	A	400000	Acquired	2009-11-26	Common Stock, $.01 par value per share (400000)	Direct
2004-11-26	Option to Purchase Common Stock	$0.2500	A	1100000	Acquired	2014-11-26	Common Stock, $.01 par value per share (1100000)	Direct

Footnotes

F1: 200,000 shares of common stock underlying the option vest on the date of grant and the balance of 200,000 shares of common stock underlying the option vest on 11/26/05.

F2: The options were issued pursuant to an Employment Agreement, dated November 26, 2004, between the Issuer and the Reporting Person.