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

Jan 3, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETWORK 1 SECURITY SOLUTIONS INC (NSSI.OB)
CIK: 0001065078
Period of Report: 2008-01-02

Reporting Person: GRAIFMAN ROBERT (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-01-02	Common Stock Purchase Option	$1.45	A	25000	Acquired	2013-01-02	Common Stock (25000)	Direct
2008-01-02	Common Stock Purchase Option	$1.45	A	25000	Acquired	2013-01-02	Common Stock (25000)	Direct

Footnotes

F1: On January 2, 2008, Mr. Graifman was issued five year options to purchase 25,000 shares at an exercise price per share of
$1.45, which options immediately vest.

F2: On January 2, 2008, Mr. Graifman was issued a five year option to purchase 25,000 shares at an exercise price per share of
$1.45, which options vest on a monthly basis over a one year period subject to Mr. Graifman continuing to serve as a member
of the Board of
Directors.