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^*

Drapkin Matthew A

(Last)

(First)

(Middle)

C/O GLU MOBILE INC.

2207 BRIDGEPOINTE PARKWAY, SUITE 300

(Street)

SAN MATEO

94404

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
GLU MOBILE INC [ GLUU ]

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

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2010

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	08/27/2010		P		200,000⁽¹⁾	A	$1	200,000	D
Common Stock	08/27/2010		P		3,000,000⁽²⁾	A	$1	5,638,198⁽³⁾	I	See Footnote⁽³⁾

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)
Warrant	$1.5⁽⁴⁾	08/27/2010		P		100,000⁽⁴⁾⁽⁵⁾		08/27/2010	08/27/2015	Common Stock	100,000⁽⁴⁾⁽⁵⁾	$0.00	100,000⁽⁴⁾⁽⁵⁾	D
Warrant	$1.5⁽⁴⁾	08/27/2010		P		1,500,000⁽⁴⁾⁽⁶⁾		08/27/2010	08/27/2015	Common Stock	1,500,000⁽⁴⁾⁽⁶⁾	$0.00	1,500,000⁽⁴⁾⁽⁶⁾	I⁽⁶⁾	See Footnote⁽⁶⁾

Explanation of Responses:

1. Represents shares purchased by Mr. Drapkin as one of the investors in a private placement transaction (the "Private Placement") in which Glu Mobile Inc. ("Glu") sold an aggregate of 13,495,000 shares of common stock at a price of $1.00 per share and warrants initially exercisable for up to an aggregate of 6,747,500 shares of common stock at an exercise price of $1.50 per share.

2. Represents 2,670,000 shares purchased by Becker Drapkin Partners, (QP), L.P. and 330,000 shares purchased by Becker Drapkin Partners, L.P. in the Private Placement, which shares Mr. Drapkin may be deemed to beneficially own as he is a co-managing member of BC Advisors, LLC which is the general partner of Becker Drapkin Management, L.P. (of which Mr. Drapkin is a limited partner), and Becker Drapkin Management, L.P. is the general partner of, and investment manager for, each of Becker Drapkin Partners, (QP), L.P. and Becker Drapkin Partners, L.P. Mr. Drapkin disclaims beneficial ownership in such shares of common stock, except to the extent of his pecuniary interest therein.

3. Represents 5,017,997 shares directly held by Becker Drapkin Partners, (QP), L.P. and 620,201 shares directly held by Becker Drapkin Partners, L.P. Mr. Drapkin disclaims beneficial ownership in such shares of common stock, except to the extent of his pecuniary interest therein.

4. The warrants provide for weighted-average anti-dilution protection in the event that Glu issues or is deemed to have issued additional shares of common stock at a price per share below the then-current exercise price of the warrants. The exercise price of the warrants and the number of shares of common stock issuable upon exercise of the warrants are also subject to proportional adjustment for stock splits, reverse stock splits, stock dividends or other reclassifications or combinations of Glu's common stock.

5. Represents a warrant initially exercisable for up to 100,000 shares of common stock that Mr. Drapkin received in the Private Placement

6. Represents a warrant initially exercisable for up to 1,335,000 shares received by Becker Drapkin Partners, (QP), L.P. and a warrant initially exercisable for up to 165,000 shares received by Becker Drapkin Partners, L.P. in the Private Placement. Mr. Drapkin disclaims beneficial ownership in the shares of common stock underlying such warrants, except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Matthew A. Drapkin by Kevin S. Chou, Attorney-in-Fact	08/31/2010
	** 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).
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