Sec Form 4 Filing - KLING ARNOLD P @ NEWTOWN LANE MARKETING INC - 2007-12-19

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person KLING ARNOLD P 2. Issuer Name and Ticker or Trading Symbol NEWTOWN LANE MARKETING INC [ NWLM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) President (Last) (First) (Middle) 712 FIFTH AVENUE 11TH FLOOR, 3. Date of Earliest Transaction (MM/DD/YY) 12/19/2007 (Street) NEW YORK, NY10019 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 12/19/2007 C 7,407,550 A 11,886,796 I By Moyo Partners, LLC ( 1 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 A Convertible Preferred Stock ( 5 ) 12/19/2007 C 7,407,550 ( 4 ) ( 2 ) ( 3 ) Common Stock 7,407,550 ( 4 ) ( 6 ) 0 I By Moyo Partners, LLC ( 1 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KLING ARNOLD P 712 FIFTH AVENUE 11TH FLOOR NEW YORK, NY10019 X X President Moyo Partners,LLC C/O ARNOLD P. KLING 712 FIFTH AVENUE 11TH FLOOR NEW YORK,, NY10019 X Signatures /s/ Arnold P. Kling 12/19/2007 Signature of Reporting Person Date /s/ Arnold P. Kling, as Managing Member of Moyo Partners, LLC 12/19/2007 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These securities are owned indirectly by Mr. Arnold P. Kling by virtue of his voting and disposition rights over all of the shares owned by Moyo Partners, LLC; ( 2 )Immediate; ( 3 )No expiration date; ( 4 )Represents the aggregate number of shares of common stock into which the Series A Convertible Preferred Stock is convertible; and ( 5 )One (1) share of Series A Convertible Preferred Stock is convertible into 74,075.5 shares of common stock. ( 6 )Not applicable.

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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