Sec Form 4/A Filing - Engmann Michael W. @ COMMUNICATION INTELLIGENCE CORP - 2010-08-10

FORM 4/A 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 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(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Engmann Michael W. 2. Issuer Name and Ticker or Trading Symbol COMMUNICATION INTELLIGENCE CORP [ CICI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 220 BUSH STREET, SUITE 950 3. Date of Earliest Transaction (MM/DD/YY) 08/10/2010 (Street) SAN FRANCISCO, CA94104 4. If Amendment, Date Original Filed (MM/DD/YY) 01/20/2011 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 08/25/2010 P 300 A $ 0.07 175,720 ( 1 ) ( 2 ) D Common Stock 12/13/2010 P 6,400 D $ 0.043 169,320 ( 2 ) D Common Stock 12/13/2010 P 8,400 D $ 0.047 160,920 ( 2 ) D Common Stock 12/20/2010 P 3,600 D $ 0.035 157,320 ( 2 ) D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 Series C Preferred Stock ( 2 ) $ 0.225 12/31/2010 P 100,000 ( 3 ) ( 3 ) Common Stock 4,444,444 ( 4 ) 100,000 D Common Stock Warrants (right to buy) ( 2 ) $ 0.225 12/31/2010 P 4,444,444 12/31/2010 12/31/2010 Common Stock 4,444,444 ( 4 ) 4,444,444 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Engmann Michael W. 220 BUSH STREET SUITE 950 SAN FRANCISCO, CA94104 X Kendu Partners 220 BUSH STREET SUITE 950 SAN FRANCISCO, CA94104 X MDNH PARTNERS LP 220 BUSH STREET SUITE 950 SAN FRANCISC0, CA94104 X Signatures /s/ Michael W. Engmann 01/24/2011 Signature of Reporting Person Date /s/ Michael W. Engmann, General Partner, Kendu Partners 01/24/2011 Signature of Reporting Person Date /s/ Phillip E. Handin, MDNH Partners, a California limited partnership, By: MDNH Trading Corp., Its: General Partner, By: Phillip E. Handin, Its: Secretary 01/24/2011 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This amendment is filed in order to make changes to footnote (2) in the originally filed document. For this reason only line items including footnote (2) have been repeated in this amendment. ( 2 )These reported securities are directly owned by MDNH Partners, a California limited partnership, which is a member of a "group" with Michael W. Engmann and Kendu Partners for purposes of Section 13(d) of the Exchange Act. This report is jointly filed by MDNH Partners, a California limited partnership, Michael W. Engmann and Kendu Partners. Michael W. Engmann is a shareholder of MDNH Trading Corp., the general partner of MDNH Partners, a California limited partnership. Mr. Engmann disclaims beneficial ownership of these reported securities except to the extent of his pecuniary interest therein. Kendu Partners disclaims beneficial ownership of these reported securities. ( 3 )Each share of Series C Preferred Stock is convertible at any time at a conversion price of $0.0225 per share, subject to adjustments for stock dividends, splits, combinations and similar events. ( 4 )Each investor in Series C Preferred Stock at $1.00 per share received, in addition, a warrant to purchase that number of shares of Common Stock into which such investor's Series C Preferred Stock is convertible.

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).

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