SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Vesey Paul A

(Last)

(First)

(Middle)

1451 BUENA VISTA AVE

(Street)

WARREN

44482-4289

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/03/2006

3. Issuer Name and Ticker or Trading Symbol
NET PERCEPTIONS INC [ NETP ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President of Concord Steel

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common stock, par value $0.0001 per share	11,765⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Award⁽²⁾	⁽²⁾	⁽²⁾	Common Stock	147,059	⁽²⁾	D

Explanation of Responses:

1. Granted pursuant to the 1999 Equity Incentive Plan of Net Perceptions, Inc., and fully vested. The shares may not be sold prior to October 3, 2007, without the consent of the Issuer's Board of Directors.

2. Granted under the Issuer's 1999 Equity Incentive Plan. The shares will fully vest upon filing of the Issuer's Annual Report on Form 10-K for the year ending December 31, 2007, provided that there has occurred any of the following: (i) the Issuer has achieved revenues of at least $90,000,000 for such year, (ii) the Issuer has achieved gross profit of at least $18,600,000 for such year, or (iii) the Issuer has achieved EBITDA of at least $14,800,000 for such year. The Reporting Person may not sell, pledge, hypothecate or otherwise transfer the Restricted Stock within a one year period after vesting without the consent of the Board of Directors of the Issuer.

	/s/ Paul A. Vesey	10/12/2006
	** 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 5 (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 Number.