SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Metter Michael Lee

(Last)

(First)

(Middle)

10 WEST 33RD STREET

SUITE 518

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/28/2009

3. Issuer Name and Ticker or Trading Symbol
SPONGETECH DELIVERY SYSTEMS INC [ SPNG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,165,000	D
Common Stock	103,470	I	By spouse⁽¹⁾
Common Stock	3,500,000	I	By spouse⁽²⁾
Common Stock	50,000	I	By corporation⁽³⁾
Common Stock	66,154,875	I	By corporation⁽⁴⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Stock⁽⁵⁾	⁽⁵⁾	⁽⁵⁾	Common Stock	9,000,000	$0⁽⁵⁾	D
Class B Stock⁽⁵⁾	⁽⁵⁾	⁽⁵⁾	Common Stock	5,000,000	$0⁽⁵⁾	I	By corporation⁽⁴⁾

Explanation of Responses:

1. Represents shares owned by Mr. Metter's wife. Mr. Metter disclaims beneficial ownership of these shares.

2. Represents shares owned by DL Investments, Inc., a corporation which is wholly owned by Mr. Metter's wife. Mr. Metter disclaims beneficial ownership of these shares.

3. Represents shares owned Tiburon Capital Corp., a corporation which is wholly owned by Mr. Metter.

4. Represents shares owned by RM Enterprises International Inc., an affiliate of the Issuer. Mr. Metter holds an indirect ownership interest in, and formerly served as an officer and director of, RM Enterprises International, Inc.

5. Each share of Class B Stock is convertible at the option of the holder into one fully paid and nonassessable share of Common Stock and has no expiration date. Holders of Class B Stock are entitled to vote on all matters submitted to shareholders of the Issuer and are entitled to one hundred votes for each share of Class B Stock owned.

	/s/ Michael L. Metter	10/22/2009
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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