NETWORK-1 TECHNOLOGIES, INC. — Director's Dealing 2008

Aug 8, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETWORK 1 SECURITY SOLUTIONS INC (NSSI)
CIK: 0001065078
Period of Report: 2008-01-31

Reporting Person: Hound Partners, LLC (10% Owner)
Reporting Person: Hound Performance, LLC (10% Owner)
Reporting Person: AUERBACH JONATHAN A G (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-02-01	Common Stock $.01 par value per share	P	29916	$1.34	Acquired	1114766	Indirect
2008-04-01	Common Stock $.01 par value per share	S	24602	$1.16	Disposed	1057215	Indirect
2008-04-01	Common Stock $.01 par value per share	P	24602	$1.16	Acquired	1139368	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-01-31	Common Stock Warrant (Right to Buy)	$2	S	7367	Disposed	2012-04-16	Common Stock (7367)	Indirect
2008-01-31	Common Stock Warrant (Right to Buy)	$2	P	7367	Acquired	2012-04-16	Common Stock (7367)	Indirect
2008-04-01	Common Stock Warrant (Right to Buy)	$2	S	12133	Disposed	2012-04-16	Common Stock (12133)	Indirect
2008-04-01	Common Stock Warrant (Right to Buy)	$2	P	12133	Acquired	2012-04-16	Common Stock (12133)	Indirect
2008-06-02	Common Stock Warrant (Right to Buy)	$2	S	36509	Disposed	2012-04-16	Common Stock (36509)	Indirect
2008-06-02	Common Stock Warrant (Right to Buy)	$2	P	36509	Acquired	2012-04-16	Common Stock (36509)	Indirect

Footnotes

F1: The securities may be deemed to be beneficially owned by (a) Hound Performance, LLC, the general partner of Hound Partners
Offshore Fund, LP; (b) Hound Partners, LLC, the investment manager of Hound Partners Offshore Fund, LP and (c) Jonathan
Auerbach, the managing member of Hound Performance, LLC and Hound Partners, LLC. Each Reporting Person disclaims beneficial
ownership in the securities reported on this Form 4 except to the extent of his or its pecuniary interest, if any, therein,
and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities
for purposes of Section 16 or for any other purpose.

F2: Re-balancing transactions among related entities over which the Reporting Person may be deemed to have beneficial ownership.

F3: The securities may be deemed to be beneficially owned by (a) Hound Performance, LLC, the general partner of Hound Partners,
LP; (b) Hound Partners, LLC, the investment manager of Hound Partners, LP and (c) Jonathan Auerbach, the managing member of
Hound Performance, LLC and Hound Partners, LLC. Each Reporting Person disclaims beneficial ownership in the securities
reported on this Form 4 except to the extent of his or its pecuniary interest, if any, therein, and this report shall not be
deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16
or for any other purpose.

F4: These are the same Common Stock Warrants referenced in the Form 3 filed on April 26, 2007. The period of exercisability for
such Common Stock Warrants was misstated in the Form 3 filed on April 26, 2007 due to a clerical error that is corrected
hereby.