________________________________________
CUSIP No. 640505301
SCHEDULE 13G/A
1 NAME OF REPORTING PERSONS
Murray Capital Management, LP
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (see instructions)
(a) (b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION: California
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH:
5 SOLE VOTING POWER: 0
6 SHARED VOTING POWER: 54,719,345
7 SOLE DISPOSITIVE POWER: 0
8 SHARED DISPOSITIVE POWER: 54,719,345
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON: 4.97% (See Item 4 below)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW (9) 4.97% (See Item 4 below)
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): PN
Preliminary Note: This Amendment No. 1
to Schedule 13G amends and supplements the
Schedule 13G initially filed by the Reporting
Persons on April 16, 2012 (the Schedule 13G),
with respect to the Common Stock, par value
$0.001 per share (the Common Stock), of
NeoMedia Technologies, Inc. (the Issuer).
Except to the extent amended or supplemented
by the information contained in this Amendment
No. 1, the Schedule 13G, as amended as provided
herein, remains in full force and effect.
Capitalized terms used and not defined in this
Amendment No. 1 shall have the meanings set forth
in the Schedule 13G.
Item 4. Ownership.
Item 4 is hereby amended to add the following
Holdings as of 6/22/2012
Reporting Person: Murray Capital Management, LP
Amount Beneficially Owned: 54,719,345
Percent of Class : 4.97% (4)
Power to Vote:
Sole: 0
Shared: 54,719,345
Power to Dispose:
Sole: 0
Shared: 54,719,345
(4) Percentage of Class based on 1,100,236,551
outstanding shares as of May 7, 2012
as reported by NeoMedia Technologies, Inc.
Form 10Q/A filed on May 21, 2012.
Item 5. Ownership of Five Percent or Less of a Class.
Item 5 is hereby amended to add the following:
This Statement is being filed to report the fact that
as of the date hereof the reporting person has ceased to
be the beneficial owner of more than five percent of the
class of securities.
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and are not held
in connection with or as a participant in any transaction having that
purpose or effect.
________________________________________
CUSIP No. 640505301
SCHEDULE 13G/A
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this
statement is true, complete and correct.
June 29, 2012
Murray Capital Management, LP
By:/s/ Daniel. B Murray
Name: Daniel B. Murray
Title: General Partner
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