Sec Form 3 Filing - Frohlich Stuart @ Vringo Inc - 2010-06-21

FORM 3 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 Frohlich Stuart 2. Issuer Name and Ticker or Trading Symbol Vringo Inc [ VRNGU] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Operating Officer (Last) (First) (Middle) C/O VRINGO, INC., 18 E. 16TH ST., 7TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 06/21/2010 (Street) NEW YORK, NY10003 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 NONE 0 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 Stock Options ( 1 ) $ 1.5 01/01/2007 01/01/2013 Common Stock 5,000 D Stock Options ( 2 ) $ 4.5 01/20/2008 01/20/2014 Common Stock 1,667 D Stock Options ( 3 ) $ 4.5 07/29/2008 07/29/2014 Common Stock 1,667 D Stock Options ( 4 ) $ 1.5 11/01/2008 06/25/2015 Common Stock 1,039 D Stock Options ( 4 ) $ 1.5 01/01/2009 06/25/2015 Common Stock 1,558 D Stock Options ( 4 ) $ 1.5 04/01/2009 06/25/2015 Common Stock 1,558 D Stock Options ( 5 ) $ 0.01 ( 5 ) ( 5 ) Common Stock 60,000 D Stock Options ( 6 ) $ 5.5 ( 6 ) ( 6 ) Common Stock 50,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Frohlich Stuart C/O VRINGO, INC. 18 E. 16TH ST., 7TH FLOOR NEW YORK, NY10003 Chief Operating Officer Signatures /s/ Stuart Frohlich 06/21/2010 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Stock Options were granted on January 1, 2007. One-fourth of the grant became exercisable one year after the date of the grant, with the remainder becoming exercisable in equal quarterly installments over the following three years. ( 2 )The Stock Options were granted on January 20, 2008. One-fourth of the grant became exercisable one year after the date of the grant, with the remainder becoming exercisable in equal quarterly installments over the following three years. ( 3 )The Stock Options were granted on July 29, 2008. One-fourth of the grant became exercisable one year after the date of the grant, with the remainder becoming exercisable in equal quarterly installments over the following three years. ( 4 )The Stock Options were granted on June 25, 2009. One-fourth of the grant became exercisable one year after the respective vesting commencement date, with the remainder becoming exercisable in equal quarterly installments over the following three years. ( 5 )The Stock Options were granted on March 17, 2010. One-third of the grant becomes exercisable one year after the consummation of the company's initial public offering, with the remainder becoming exercisable in equal annual installments over the following two years. The stock options will expire six years following the company's initial public offering. ( 6 )The Stock Options were granted on March 17, 2010. One-fourth of the grant becomes exercisable one year after the consummation of the company's initial public offering, with the remainder becoming exercisable in equal quarterly installments over the following three years. The stock options will expire six years following the company's initial public offering.

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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