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^*

COHEN PAUL

(Last)

(First)

(Middle)

(Street)

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
INTELLI CHECK INC [ IDN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
04/29/2003

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. $.01 par value	04/29/2003		M		60,000	A	3	137,500	D
Common Stock. $.01 par value	04/29/2003		M		16,500	A	2.8	154,000⁽¹⁾	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)
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)
Option (Right to Buy)	3	04/29/2003		M			45,000	08/16/1999	08/16/2004	Common Stock	45,000	$3	0	D
Option (Right to Buy)	3	04/29/2003		M			15,000	06/25/1998	08/25/2003	Common Stock	15,000	$3	0	D
Option (Right to Buy)	2.8	04/29/2003		M			15,000	07/15/2002	07/15/2007	Common Stock	15,000	$2.8	0	D
Option (Right to Buy)	2.8	04/29/2003		M			1,500	07/15/2002	07/15/2007	Common Stock	1,500	$2.8	0	D
Option (Right to Buy)	2.8	07/15/2002		A		45,000		07/15/2002⁽²⁾	07/15/2007	Common Stock	45,000	$2.8	45,000	D
Option (Right to Buy)	2.8	07/15/2002		A		1,500		07/15/2002	07/15/2007	Common Stock	1,500	$2.8	1,500	D
Rights	8.5	12/01/2001		A		400		12/01/2001	12/31/2003	Common Stock	400	$8.5	400	D
Rights	8.5	10/05/2001		A		5,050		10/05/2001	12/31/2003	Common Stock	5,050⁽³⁾	$8.5	5,050	I	Spouse/Daughter
Rights	8.5	11/13/2001		A		6,038		11/13/2001	12/31/2003	Common Stock	6,038	$8.5	6,038	D
Rights	8.5	10/05/2001		A		4,762		10/05/2001	12/31/2003	Common Stock	4,762	$8.5	4,762	D
Option (Right to Buy)	3	06/25/1998		A		15,000		06/25/1998	08/25/2003	Common Stock	15,000	$3	15,000	D
Option (Right to Buy)	3	08/16/1999		A		45,000		08/16/1999	08/16/2004	Common Stock	45,000	$3	45,000	D
Option (Right to Buy)	12.125	03/13/2000		A		3,000		03/13/2000	03/13/2005	Common Stock	3,000	$12.125	3,000	D
Option (Right to Buy)	8.75	07/13/2000		A		1,500		07/13/2000	07/13/2005	Common Stock	1,500	$8.75	1,500	D
Option (Right to Buy)	10.15	07/11/2001		A		1,500		07/11/2001	07/11/2006	Common Stock	1,500	$10.15	1,500	D

Explanation of Responses:

1. Also held indirectly are 48000 shares by spouse and 2500 shares by daughter. Mr. Cohen disclaims beneficial ownership of these shares.

2. Currently exercisable to the extent of 15,000, with the additional 30,000 expiring as of February 3, 2003 due to Mr. Cohen's resignation from the Board of Directors.

3. These rights attach to the shares owned by Mr. Cohen's spouse and daughter. Mr. Cohen disclaims beneficial ownership of these rights and the shares underlying them.

	Paul Cohen	05/23/2003
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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