SEC FORM 4

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).

1. Name and Address of Reporting Person^*

NEWBURG MARK

(Last)

(First)

(Middle)

1120 N. TOWN CENTER DRIVE

SUITE 260

(Street)

LAS VEGAS

89144

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
VENDINGDATA CORP [ VNX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, CEO, and Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2007

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/15/2007		X		233,333	A	$1.49	233,333	D
Common Stock	06/15/2007		X		134,000	A	$1.85	367,333	D
Common Stock	06/15/2007		S		32,600	D	$3.5	334,733	D
Common Stock	06/15/2007		S		46,300	D	$3.51	288,433	D
Common Stock	06/15/2007		S		10,100	D	$3.52	278,333	D
Common Stock	06/15/2007		S		3,000	D	$3.53	275,333	D
Common Stock	06/15/2007		S		3,500	D	$3.54	271,833	D
Common Stock	06/15/2007		S		17,400	D	$3.55	254,433	D
Common Stock	06/15/2007		S		500	D	$3.56	253,933	D
Common Stock	06/15/2007		S		2,800	D	$3.57	251,133	D
Common Stock	06/15/2007		S		300	D	$3.58	250,833	D
Common Stock	06/15/2007		S		2,700	D	$3.59	248,133	D
Common Stock	06/15/2007		S		49,200	D	$3.6	198,933	D
Common Stock	06/15/2007		S		18,900	D	$3.61	180,033	D
Common Stock	06/15/2007		S		13,600	D	$3.62	166,433	D
Common Stock	06/15/2007		S		13,400	D	$3.63	153,033	D
Common Stock	06/15/2007		S		28,400	D	$3.64	124,633	D
Common Stock	06/15/2007		S		50,600	D	$3.65	75,033	D
Common Stock	06/15/2007		S		23,800	D	$3.66	50,233	D
Common Stock	06/15/2007		S		7,200	D	$3.67	43,033	D
Common Stock	06/15/2007		S		12,800	D	$3.68	30,233	D
Common Stock	06/15/2007		S		7,030	D	$3.69	23,203	D
Common Stock	06/15/2007		S		6,470	D	$3.7	16,733	D
Common Stock	06/15/2007		S		5,400	D	$3.71	11,333	D
Common Stock	06/15/2007		S		4,700	D	$3.72	6,633	D
Common Stock	06/15/2007		S		1,800	D	$3.73	4,833	D
Common Stock	06/15/2007		S		4,833	D	$3.75	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 (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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option/Right to Buy⁽¹⁾	$1.49	06/15/2007		X			233,333	⁽¹⁾	01/31/2015	Common Stock	300,000	$0.00	66,667	D
Option/Right to Buy⁽²⁾	$1.85	06/15/2007		X			134,000	⁽²⁾	⁽²⁾	Common Stock	200,000	$0.00	66,000	D
Option/Right to Buy⁽³⁾	$1.34							⁽³⁾	⁽³⁾	Common Stock	750,000		750,000	D
Option/Right to Buy⁽⁴⁾	$2.48							⁽⁴⁾	04/07/2012	Common Stock	200,000		200,000	D
Option/Right to Buy⁽⁵⁾	$2.4							⁽⁵⁾	03/07/2013	Common Stock	200,000		200,000	D

Explanation of Responses:

1. As previously reported, in January 2005 VendingData Corporation (the "Company") granted an option to Mr. Newburg to purchase up to 300,000 shares of the Company's $0.001 par value common stock ("Common Stock") pursuant to the Company's 1999 Stock Option Plan (the "Plan"). The option shares are exercisable over a three-year period as they vest, with one-third vesting on the first anniversary date and the balance thereof to vest monthly thereafter over the subsequent 24-month period.

2. As previously reported, in April 2005 the Company granted to Mr. Newburg an option pursuant to the Plan to purchase up to 200,000 shares of Common Stock. The options are exercisable as follows: 67,000 shares vest on April 28, 2006 and expire on April 28, 2008; 67,000 shares vest on April 28, 2007 and expire on April 28, 2009; and the remaining 66,000 shares vest on April 28, 2008 and expire on April 28, 2010.

3. As previously reported, in September 2005 the Company granted to Mr. Newburg an option pursuant to the Plan to purchase up to 750,000 shares of Common Stock, which option shares shall vest and be exercisable upon a change in control.

4. As previously reported, in April 2006 the Company granted to Mr. Newburg an option pursuant to the Plan to purchase up to 200,000 shares of Common Stock. The options vest over three years as follows: 66,700 shares vest on April 7, 2007; 66,700 shares vest on April 7, 2008; and the remaining 66,600 shares vest on April 7, 2009.

5. As previously reported, on April 9, 2007 the Company issued to Mr. Newburg an option pursuant to the Plan to purchase up to 200,000 shares of Common Stock. The options vest over three years as follows: 66,666 shares vest on March 7, 2008; 66,667 shares vest on March 7, 2009; and 66,667 shares vest on March 7, 2010.

Remarks:

	/s/ Mark R. Newburg	06/18/2007
	** 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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