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^*

JAMES E CRABBE REVOCABLE TRUST

(Last)

(First)

(Middle)

6830 SPENCER STREET

(Street)

LAS VEGAS

89119

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
VENDINGDATA CORP [ VNDC ]

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)
10/09/2003

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⁽¹⁾	10/09/2003		J		128,000	D	⁽¹⁾	0	I	See Footnote ⁽¹⁾
Common Stock								4,903,516	I	See Footnote ⁽²⁾

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)
9.5% Convertible Note ⁽³⁾	$13							09/01/1999	⁽³⁾	Common Stock	57,693		57,693	I	See Footnote ⁽³⁾
9.5% Convertible Note ⁽⁴⁾	$13							09/23/1999	⁽⁴⁾	Common Stock	30,770		30,770	I	See Footnote ⁽⁴⁾
Option/Right to Buy ⁽⁵⁾	$13							01/15/2001	⁽⁵⁾	Common Stock	200		200	D
Option/Right to Buy ⁽⁶⁾	$13							07/02/2001	⁽⁶⁾	Common Stock	200		200	D
Option/Right to Buy ⁽⁷⁾	$1.75							07/02/2001	⁽⁷⁾	Common Stock	200		200	D
9.5% Convertible Note ⁽⁸⁾	$1.75							01/01/2004	⁽⁸⁾	Common Stock	2,257,141		2,257,141	I	See Footnote ⁽⁸⁾
Option/Right to Buy ⁽⁹⁾	$2.5							03/10/2004	09/09/2008	Common Stock	50,000		50,000	D

Explanation of Responses:

1. On October 9, 2003, on the Over-the-Counter Bulletin Board Market (OTCBB), Yvonne Huson, for whom Mr. Crabbe holds voting power, sold 128,000 shares of common stock ("Common Stock") of VendingData Corporation (the "Company") held in her name, individually, at a per share price of $3.75, for an aggregate price of $480,000.

2. Nature of beneficial ownership: James E. Crabbe, Individually = 4,574,066 shares; Holder of voting power for: Richard S. Huson GST Exempt Trust U/T/A dated 9/4/98 = 19,424 shares; Richard S. Huson Marital Trust U/T/A dated 9/4/98 = 309,068 shares; Yvonne M. Huson, Individually = 958 shares; TOTAL = 4,903,516 shares.

3. As previously reported, on February 19, 1999, the James E. Crabbe Revocable Trust (the "Trust") entered into a Subscription Agreement (the "February Subscription") pursuant to which the Company issued a 9.5% Convertible Note (the "February Note"). The Trust has the ability to convert the February Note at its option until the February Note is paid in full.

4. As previously reported, on March 23, 1999, the Trust entered into a Subscription Agreement (the "March Subscription") pursuant to which the Company issued a 9.5% Convertible Note (the "March Note"). The Trust has the ability to convert the March Note at its option until the March Note is paid in full.

5. As previously reported, on July 14, 2000, the Company granted Mr. Crabbe an option pursuant to its 1999 Directors' Stock Option Plan (the "Plan") to purchase shares of the Company's Common Stock. The option is fully vested and exercisable and expires on the later of July 14, 2010 or three months after Mr. Crabbe ceases to serve as a director of the Company.

6. As previously reported, on January 1, 2001, the Company granted Mr. Crabbe an option pursuant to the Plan to purchase shares of Common Stock. The option is fully vested and exercisable and expires on the later of January 1, 2011 or three months after Mr. Crabbe ceases to serve as a director of the Company.

7. As previously reported, on January 1, 2002, and pursuant to the Plan, the Company granted to Mr. Crabbe an option to purchase shares of Common Stock. The option expires on the later of January 1, 2012 or three months after Mr. Crabbe ceases to serve as a director of the Company.

8. As previously reported, on December 31, 2002, the Trust entered into a Subscription Agreement (the "December Subscription") pursuant to which the Company issued a 9.5% Convertible Note (the "December Note"). The December Note was in the amount of $3,949,996.05 and cancelled and replaced various short-term, non-convertible notes that the Company had previously issued to the Trust. The Trust has the ability to convert the December Note at its option until the December Note is paid in full.

9. As previously reported, on September 9, 2003, and pursuant to the Plan, the Company granted to Mr. Crabbe an option to purchase 50,000 shares of Common Stock at an exercise price of $2.50 per share. Pursuant to the Plan, the Company granted the option to Mr. Crabbe in consideration of his services as a member of the Company's Board of Directors.

Remarks:

	Stacie L. Brown, Attorney-in-Fact for James E. Crabbe	10/15/2003
	** Signature of Reporting Person	Date
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