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 *

Venkatasamy KrishnaKumar 		2. Issuer Name and Ticker or Trading Symbol

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

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

C/O VOXWARE, INC., 300 AMERICAN METRO BLVD., SUITE 155 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/26/2010
(Street)

HAMILTON, NJ 08619
(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)   $5.69   2/26/2010     D         35000      (1) 6/30/2016   Common Stock   35000     (2) 59167   (3) D    
Stock Option (right to buy)   $3.27   2/26/2010     D         667      (4) 12/28/2016   Common Stock   667     (5) 58500   (3) D    
Stock Option (right to buy)   $4.80   2/26/2010     D         6000      (6) 12/28/2016   Common Stock   6000     (7) 52500   (3) D    
Stock Option (right to buy)   $6.95   2/26/2010     D         16500      (8) 10/4/2017   Common Stock   16500     (9) 36000   (3) D    
Stock Option (right to buy)   $5.15   2/26/2010     D         11000      (10) 1/13/2018   Common Stock   11000     (11) 25000   (3) D    
Stock Option (right to buy)   $1.50   2/26/2010     A      30434         (1) 2/26/2017   Common Stock   30434     (2) 55434   (3) D    
Stock Option (right to buy)   $1.50   2/26/2010     A      580         (4) 2/26/2017   Common Stock   580     (5) 56014   (3) D    
Stock Option (right to buy)   $1.50   2/26/2010     A      5217         (6) 2/26/2017   Common Stock   5217     (7) 61231   (3) D    
Stock Option (right to buy)   $1.50   2/26/2010     A      14347         (8) 2/26/2017   Common Stock   14347     (9) 75578   (3) D    
Stock Option (right to buy)   $1.50   2/26/2010     A      9565         (10) 2/26/2017   Common Stock   9565     (11) 85143   (3) D    

Explanation of Responses:
( 1)  This option is fully vested as of June 30, 2006.
( 2)  On February 26, 2010, the Reporting Person disposed of an option to purchase 35,000 shares of common stock, pursuant to the Issuer's option exchange program, in exchange for an option to purchase 30,434 shares of common stock at an exercise price of $1.50.
( 3)  Includes multiple option grants and vesting schedules.
( 4)  This option is fully vested as of December 28, 2006.
( 5)  On February 26, 2010, the Reporting Person disposed of an option to purchase 667 shares of common stock, pursuant to the Issuer's option exchange program, in exchange for an option to purchase 580 shares of common stock at an exercise price of $1.50.
( 6)  This option fully vested as of December 28, 2006.
( 7)  On February 26, 2010, the Reporting Person disposed of an option to purchase 6,000 shares of common stock, pursuant to the Issuer's option exchange program, in exchange for an option to purchase 5,217 shares of common stock at an exercise price of $1.50.
( 8)  This option is exercisable as to 1/36th of the original number of shares at the end of each month of employment with the Company, commencing October 4, 2007 until the third anniversary of the grant date.
( 9)  On February 26, 2010, the Reporting Person disposed of an option to purchase 16,500 shares of common stock, pursuant to the Issuer's option exchange program, in exchange for an option to purchase 14,347 shares of common stock at an exercise price of $1.50.
( 10)  This option is exercisable as to 1/48th of the original number of shares at the end of each month of employment with the Company, commencing January 13, 2008 until the third anniversary of the grant date.
( 11)  On February 26, 2010, the Reporting Person disposed of an option to purchase 11,000 shares of common stock, pursuant to the Issuer's option exchange program, in exchange for an option to purchase 9,565 shares of common stock at an exercise price of $1.50.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Venkatasamy KrishnaKumar
C/O VOXWARE, INC.
300 AMERICAN METRO BLVD., SUITE 155
HAMILTON, NJ 08619

VICE PRESIDENT

Signatures
/s/ Krishnakumar Vankatasamy 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.
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