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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Just Jennifer

(Last) (First) (Middle)
141 W. JACKSON BLVD, #500

(Street)
CHICAGO IL 60604

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ROOMLINX INC [ RMLX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/02/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock(1)(2) 08/30/2010 X 170,500 A $2 1,305,081 I(5) See Footnote(5)
Common Stock(1)(2) 10/01/2010 X 75,000 A $2 1,380,081 I(5) See Footnote(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Warrant(1)(2) $2 08/02/2010 J 170,500 (3) 08/02/2013 Common Stock 170,500 (4) 0 I See Footnote(1)
Common Stock Warrant(1)(2) $2 08/30/2010 J 170,500 (3) 08/02/2013 Common Stock 170,500 (4) 0 I See Footnote(1)
Common Stock Warrant(1)(2) $2 10/01/2010 J 75,000 (3) 10/01/2013 Common Stock 75,000 (4) 0 I See Footnote(1)
Common Stock Warrant(1)(2) $2 10/01/2010 J 75,000 (3) 10/01/2013 Common Stock 75,000 (4) 0 I See Footnote(1)
Explanation of Responses:
1. Owned by Cenfin LLC, an affiliate of Jennifer Just.
2. On June 5, 2009, the Issuer entered into a Revolving Credit, Security and Warrant Purchase Agreement (the "Credit Agreement") with Cenfin LLC, an affiliate of Jennifer Just, pursuant to which Cenfin LLC agreed to make revolving loans to the Issuer from time to time in a maximum outstanding amount of $5,000,000 and pursuant to which, upon the making of each such revolving loan, the Issuer agreed to issue to Cenfin LLC (i) a Revolving Credit Note evidencing such revolving loan and (ii) a Warrant to purchase a number of shares of the Issuer's Common Stock equal to 50% of the principal amount funded in respect of such revolving loan divided by $2.00 per share. The transaction described on this line was a result of the issuance or exercise of such Warrants.
3. Immediately.
4. Not applicable.
5. Of the 1,380,081 shares of the Issuer's common stock owned directly and indirectly by Ms. Just, 361,500 are owned indirectly through Cenfin LLC, 976,140 are owned jointly with Matt Hulsizer and 42,441 are owned by the Just Descendant Trusts of which Jennifer Just is Trustee.
Remarks:
/s/ Jennifer Just 10/07/2010
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.