NETWORK-1 TECHNOLOGIES, INC. — Director's Dealing 2005

Mar 17, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETWORK 1 SECURITY SOLUTIONS INC (NSSI.OB)
CIK: 0001065078
Period of Report: 2005-03-16

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-03-16	Option to Purchase Common Stock	$1.18	A	960197	Acquired	2012-03-16	Common Stock (960197)	Direct

Footnotes

F1: The options were issued pursuant to the anti-dilution provisions of an Employment Agreement, dated November 26, 2004, between
the Issuer and the Reporting Person, as a result of a private offering of the Registrant's securities completed on December
21, 2004 and January 13, 2005.