FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ALLEGRA JOSEPH A 		2. Issuer Name and Ticker or Trading Symbol

VOXWARE INC [ VOXW ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

EDISON VENTURE FUND, 1009 LENOX DRIVE #4 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/26/2010
(Street)

LAWRENCEVILLE,, NJ 08648
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Stock Option (right to buy)   $2.25   2/26/2010     D         6666      (1) 6/24/2013   Common Stock   6666     (2) 6334   (3) D    
Stock Option (right to buy)   $7.50   2/26/2010     D         3333      (4) 10/18/2015   Common Stock   3333     (5) 3001   (3) D    
Stock Option (right to buy)   $5.15   2/26/2010     D         1000      (6) 12/13/2017   Common Stock   1000     (7) 2001   (3) D    
Stock Option (right to buy)   $1.50   2/26/2010     A      5796         (1) 2/26/2017   Common Stock   5796     (2) 7797   (3) D    
Stock Option (right to buy)   $1.50   2/26/2010     A      2898         (4) 2/26/2017   Common Stock   2898     (5) 10695   (3) D    
Stock Option (right to buy)   $1.50   2/26/2010     A      869         (6) 2/26/2017   Common Stock   869     (7) 11564   (3) D    

Explanation of Responses:
( 1)  The option provided for vesting over four years beginning on June 24, 2003 at 25% on the first anniversary of the grant date, and 6.25% at the end of each quarter thereafter.
( 2)  On February 26, 2010, the Reporting Person disposed of an option to purchase 6,666 shares of common stock, pursuant to the Issuer's option exchange program, in exchange for an option to purchase 5,796 shares of common stock at an exercise price of $1.50.
( 3)  Includes multiple option grants and vesting schedules.
( 4)  The option provided for vesting in equal quarterly installments upon the Reporting Person's continuation in employment with the Issuer over the three-year period measured from the October 18, 2005 grant date.
( 5)  On February 26, 2010, the Reporting Person disposed of an option to purchase 3,333 shares of common stock, pursuant to the Issuer's option exchange program, in exchange for an option to purchase 2,898 shares of common stock at an exercise price of $1.50.
( 6)  The option provided for vesting in equal quarterly installments upon the Reporting Person's continuation in employment with the Issuer over the four-year period measured from the December 13, 2007 grant date.
( 7)  On February 26, 2010, the Reporting Person disposed of an option to purchase 1,000 shares of common stock, pursuant to the Issuer's option exchange program, in exchange for an option to purchase 869 shares of common stock at an exercise price of $1.50.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ALLEGRA JOSEPH A
EDISON VENTURE FUND
1009 LENOX DRIVE #4
LAWRENCEVILLE,, NJ 08648 		X



Signatures
/s/ Joseph A. Allegra 3/2/2010
** 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 control number.
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