NETWORK-1 TECHNOLOGIES, INC. — Director's Dealing 2010

Dec 14, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETWORK 1 SECURITY SOLUTIONS INC (NSSI-OTC)
CIK: 0001065078
Period of Report: 2010-12-10

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-10	Common Stock, $.01 par value per share	M	1084782	$0.23	Acquired	1353585	Direct
2010-12-14	Common Stock, $.01 par value per share	S	1000	$1.62	Disposed	1352575	Direct
2010-12-14	Common Stock, $.01 par value per share	S	51000	$1.58	Disposed	1301585	Direct
2010-12-14	Common Stock, $.01 par value per share	S	28500	$1.56	Disposed	1273085	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-10	Option to purchase common stock	$0.23	M	1084782	Acquired	2011-12-22	Common Stock (1084782)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $.01 par value per share	2042800	Indirect

Footnotes

F1: Represents the exercise by Corey M. Horowitz of incentive stock options issued under the Issuer's 1996 Stock Option Plan, as amended.

F2: The shares are owned directly by CMH Capital Management Corp. and indirectly by Corey M. Horowitz. CMH Capital Management Corp. is an entity in which Corey Horowitz is the sole officer, director and shareholder.

F3: Represents the sale of a portion of the shares underlying the option exercised by Corey M. Horowitz on December 10, 2010.