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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* CALDWELL DONALD R (Last) (First) (Middle) C/O CROSS ATLANTIC TECHNOLOGY FUND II LP 100 MATSONFORD ROAD, SUITE 555 (Street) RADNOR PA 19087 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol VOXWARE INC [ VOXW ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 08/11/2005
	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $.001 par value per share	06/30/2005(1)		J(1)		3,869,660	A	$0(2)	3,869,660	I	See Footnote(3)
Common Stock, $.001 par value per share	08/11/2005		J(4)		317,338	A	$0(2)	4,186,998	I	See Footnote(3)
Common Stock, $.001 par value per share	08/11/2005		C(5)		108,283,731	A	$0(6)	112,470,725	I	See Footnote(3)
Common Stock, $.001 par value per share	08/11/2005		P		18,960,938	A	$0.032	131,431,667	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series D Convertible Preferred Stock	(5)	08/11/2005		C			108,283,731	(5)	(10)	Common Stock	108,283,731	$0(6)	0	I	See Footnote(3)
Warrant to purchase Common Stocvk	(7)	08/11/2005		C		38,640,873		(8)	(9)	Common Stock	38,640,873	$0(6)	38,640,873	I	See Footnote(3)

Explanation of Responses:

1. For the period July 1, 2003 through June 30, 2005, 3,869,660 shares of Common Stock were issued, representing dividend payments on Series D Convertible Preferred Stock.

2. No consideration was paid or received upon payment of such dividend.

3. Owned of record by Cross Atlantic Technology Fund II, L.P. The reporting person is the Chairman of the general partner of Cross Atlantic Technology Fund II, L.P. and disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

4. For the period July 1, 2005 through August 11, 2005, 317,338 shares of Common Stock were issued, representing dividend payments o Series D Preferred Stock.

5. On August 11, 2005, all outstanding shares of the Company's Series D Convetible Preferred Stock, $0.001 par value, was converted on a one-for-one basis into shares of the Company's Common Stock, $0.001 par value.

6. No additional consideration was paid or received upon such conversion.

7. On August 11, 2005, all outstanding warrants to purchase shares of the Company's Series D Convertible Preferred Stock, $.001 par value, were amended to purchase shares of the Company's Common Stock, $.001 par value. The exercise price is $.015 for 33,333,333 shares, and $.001 for 5,307,540 shares.

8. Warrants to purchase shares of the Company's Common Stock are exercisable as of August 11, 2005.

9. Warrants to purchase shares of the Company's Common Stock expire on December 30, 2013 for 33,333,333 shares and on April 1, 2014 for 5,307,540 shares.

10. No expiration date.

	/s/ Donald R. Caldwell	08/15/2005
	** Signature of Reporting Person	Date
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