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* STOLLMAN ANDREW (Last) (First) (Middle) ONE BLUE HILL PLAZA (Street) PEARL RIVER NY 10965 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol NEW MOTION, INC. [ NWMO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) President
	3. Date of Earliest Transaction (Month/Day/Year) 02/04/2008
	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	02/04/2008		J		443,085	A	(1)	443,085	D

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
Stock Option (Right to Buy)	$10.86	02/04/2008		A		273,809		(2)	06/03/2014	Common Stock	273,809	(3)	273,809	D
Stock Option (Right to Buy)	$8.43	02/04/2008		A		70,987		(2)	11/30/2011	Common Stock	70,987	(4)	70,987	D
Stock Option (Right to Buy)	$3.42	02/04/2008		A		30,423		(2)	04/09/2011	Common Stock	30,423	(5)	30,423	D
Stock Option (Right to Buy)	$3.7	02/04/2008		A		30,423		(2)	04/09/2011	Common Stock	30,423	(6)	30,423	D
Stock Option (Right to Buy)	$4.44	02/04/2008		A		30,423		(2)	04/09/2011	Common Stock	30,423	(7)	30,423	D
Stock Option (Right to Buy)	$9.98	02/04/2008		A		67,607		(2)	03/08/2010	Common Stock	67,607	(8)	67,607	D
Stock Option (Right to Buy)	$10.92	02/04/2008		A		300,000		(9)	02/04/2018	Common Stock	300,000	$0	300,000	D

Explanation of Responses:

1. Received in exchange for 655,382 shares of Traffix, Inc. common stock in connection with the merger of Traffix, Inc. into NM Merger Sub, Inc., a wholly owned subsidiary of New Motion, Inc. (the "Merger"). On the effective date of the Merger, the closing price of New Motion, Inc.'s common stock was $8.33 per share.

2. These options are immediately exercisable.

3. Received in the Merger in exchange for an option to acquire 405,000 shares of Traffix, Inc. common stock for $7.34 per share.

4. Received in the Merger in exchange for an option to acquire 105,000 shares of Traffix, Inc. common stock for $5.70 per share.

5. Received in the Merger in exchange for an option to acquire 45,000 shares of Traffix, Inc. common stock for $2.31 per share.

6. Received in the Merger in exchange for an option to acquire 45,000 shares of Traffix, Inc. common stock for $2.50 per share.

7. Received in the Merger in exchange for an option to acquire 45,000 shares of Traffix, Inc. common stock for $3.00 per share.

8. Received in the Merger in exchange for an option to acquire 100,000 shares of Traffix, Inc. common stock for $6.75 per share.

9. The option shall vest with respect to 100,000 shares of common stock on 02/04/09; thereafter, the option shall vest with respect to 8,341 shares of common stock on 03/31/09; thereafter, the option shall next vest, with respect to the remaining 191,659 shares of common stock underlying the option in 23 equal installments of 8,333 shares each on the last day of each calendar month during the 23 consecutive months commencing after 03/31/09.

	/s/ Andrew Stollman	08/07/2008
	** 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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