SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  SCHEDULE 13G
                                 (Rule 13d-102)


                 INFORMATION TO BE INCLUDED IN STATEMENTS FILED
             PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS
                                 THERETO FILED

                           PURSUANT TO RULE 13d-2(b)

                               (Amendment No. 2)
                       Network 1 Security Solutions Inc.
--------------------------------------------------------------------------------
                                (Name of Issuer)


                     Common Stock, $.01 Par Value Per Share
--------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                   64121N109
--------------------------------------------------------------------------------
                                 (CUSIP Number)


                               December 31, 2010
--------------------------------------------------------------------------------
            (Date of Event Which Requires Filing of this Statement)


     Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:

          [ ] Rule 13d-1(b)

          [x] Rule 13d-1(c)

          [_] Rule 13d-1(d)

      The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).


CUSIP No.   64121N109
            ---------------------
1.  NAME OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

    Hound Partners, LLC

2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                     (a) [_]
                                                                        (b) [x]

3.  SEC USE ONLY

4.  CITIZENSHIP OR PLACE OF ORGANIZATION

     Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.  SOLE VOTING POWER

    0

6.  SHARED VOTING POWER

    2,766,717

7.  SOLE DISPOSITIVE POWER

    0

8.  SHARED DISPOSITIVE POWER

    2,766,717

9.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    2,766,717

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

                                                                             [_]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

    10.79%

12. TYPE OF REPORTING PERSON

    OO



CUSIP No.   64121N109
            ---------------------
1.  NAME OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

    Hound Performance, LLC

2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                    (a) [_]
                                                                        (b) [x]

3.  SEC USE ONLY

4.  CITIZENSHIP OR PLACE OF ORGANIZATION

    Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.  SOLE VOTING POWER

    0

6.  SHARED VOTING POWER

    2,497,924

7.  SOLE DISPOSITIVE POWER

    0

8.  SHARED DISPOSITIVE POWER

    2,497,924

9.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    2,497,924

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

                                                                             [_]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

    9.78%

12. TYPE OF REPORTING PERSON

    OO



CUSIP No.   64121N109
            ---------------------
1.  NAME OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

    Jonathan Auerbach

2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                    (a) [_]
                                                                        (b) [x]
3.  SEC USE ONLY

4.  CITIZENSHIP OR PLACE OF ORGANIZATION

    United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.  SOLE VOTING POWER

    0

6.  SHARED VOTING POWER

    2,766,717

7.  SOLE DISPOSITIVE POWER

    0

8.  SHARED DISPOSITIVE POWER

    2,766,717

9.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    2,766,717

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

                                                                             [_]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

    10.79%

12. TYPE OF REPORTING PERSON

    IN



CUSIP No.   64121N109
            ---------------------
1.  NAME OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

    Hound Partners, LP

2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                    (a) [_]
                                                                        (b) [x]

3.  SEC USE ONLY

4.  CITIZENSHIP OR PLACE OF ORGANIZATION

    Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.  SOLE VOTING POWER

    0

6.  SHARED VOTING POWER

    0

7.  SOLE DISPOSITIVE POWER

    0

8.  SHARED DISPOSITIVE POWER

    0

9.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    0

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

                                                                             [_]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

    0%

12. TYPE OF REPORTING PERSON

    PN



CUSIP No.   64121N109
            ---------------------
1.  NAME OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

    Hound Partners Offshore Fund, LP

2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                    (a) [_]
                                                                        (b) [x]

3.  SEC USE ONLY

4.  CITIZENSHIP OR PLACE OF ORGANIZATION

    Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.  SOLE VOTING POWER

    0

6.  SHARED VOTING POWER

    2,497,924

7.  SOLE DISPOSITIVE POWER

    0

8.  SHARED DISPOSITIVE POWER

    2,497,924

9.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    2,497,924

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

                                                                            [_]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

    9.78%

12. TYPE OF REPORTING PERSON

    PN



 CUSIP No.   64121N109
            ---------------------
Item 1(a). Name of Issuer:

            Network 1 Security Solutions Inc.
            -------------------------------------------------------------------

Item 1(b). Address of Issuer's Principal Executive Offices:

            445 Park Avenue
            Suite 1028
            New York, New York 10022
            -------------------------------------------------------------------

Item 2(a) - (c). Name Principal Business Address, and Citizenship of Person
                  Filing:

            Hound Partners, LLC
            101 Park Avenue, 48th Floor
            New York, NY 10178

            Hound Performance, LLC
            101 Park Avenue, 48th Floor
            New York, NY 10178

            Jonathan Auerbach
            101 Park Avenue, 48th Floor
            New York, NY 10178

            Hound Partners, LP
            101 Park Avenue, 48th Floor
            New York, NY 10178

            Hound Partners Offshore Fund, LP
            c/o Citco Fund Services (Curacao) N.V.
            Kaya Flamboyan 9
            P.O. Box 4774
            Willemstad, Curacao
            Netherlands Antilles
            -------------------------------------------------------------------

Item 2(d). Title of Class of Securities:

            Common Stock, $.01 par value per share
            -------------------------------------------------------------------

Item 2(e).  CUSIP Number:


            64121N109
            -------------------------------------------------------------------

Item 3.   If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or
          (c), Check Whether the Person Filing is a:

      (a)   [_]   Broker or dealer registered under Section 15 of the Exchange
                  Act.

      (b)   [_]   Bank as defined in Section 3(a)(6) of the Exchange Act.

      (c)   [_]   Insurance company as defined in Section 3(a)(19) of the
                  Exchange Act.

      (d)   [_]   Investment company registered under Section 8 of the
                  Investment Company Act.

      (e)   [_]   An investment adviser in accordance with Rule
                  13d-1(b)(1)(ii)(E);

      (f)   [_]   An employee benefit plan or endowment fund in accordance with
                  Rule 13d-1(b)(1)(ii)(F);

      (g)   [_]   A parent holding company or control person in accordance with
                  Rule 13d-1(b)(1)(ii)(G);

      (h)   [_]   A savings association as defined in Section 3(b) of the
                  Federal Deposit Insurance Act;

      (i)   [_]   A church plan that is excluded from the definition of an
                  investment company under Section 3(c)(14) of the Investment
                  Company Act;

      (j)   [_]   Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Item 4. Ownership.

     Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.


     (a)  Amount beneficially owned:

          Hound Partners, LLC                                   2,766,717 shares
          Hound Performance, LLC                                2,497,924 shares
          Jonathan Auerbach                                     2,766,717 shares
          Hound Partners, LP                                    0 shares
          Hound Partners Offshore Fund, LP                      2,497,924 shares

          ----------------------------------------------------------------------

     (b)  Percent of class:

          Hound Partners, LLC                                           10.79%
          Hound Performance, LLC                                        9.78%
          Jonathan Auerbach                                             10.79%
          Hound Partners, LP                                            0%
          Hound Partners Offshore Fund, LP                              9.78%

          ----------------------------------------------------------------------

     (c) Number of shares as to which such person has:

          (i) Sole power to vote or to direct the vote

          Hound Partners, LLC                                           0 shares
          Hound Performance, LLC                                        0 shares
          Jonathan Auerbach                                             0 shares
          Hound Partners, LP                                            0 shares
          Hound Partners Offshore Fund, LP                              0 shares
          ---------------------------------------------------------------------,

          (ii) Shared power to vote or to direct the vote

          Hound Partners, LLC                                   2,766,717 shares
          Hound Performance, LLC                                2,497,924 shares
          Jonathan Auerbach                                     2,766,717 shares
          Hound Partners, LP                                    0 shares
          Hound Partners Offshore Fund, LP                      2,497,924 shares

          ---------------------------------------------------------------------,

          (iii) Sole power to dispose or to direct the disposition of

          Hound Partners, LLC                                          0 shares
          Hound Performance, LLC                                       0 shares
          Jonathan Auerbach                                            0 shares
          Hound Partners, LP                                           0 shares
          Hound Partners Offshore Fund, LP                             0 shares

          ---------------------------------------------------------------------,

          (iv) Shared power to dispose or to direct the disposition of

          Hound Partners, LLC                                   2,766,717 shares
          Hound Performance, LLC                                2,497,924 shares
          Jonathan Auerbach                                     2,766,717 shares
          Hound Partners, LP                                    0 shares
          Hound Partners Offshore Fund, LP                      2,497,924 shares

          ---------------------------------------------------------------------,


Item 5. Ownership of Five Percent or Less of a Class.

      If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities check the following [X].

      Hound Partners, LP has ceased to be the beneficial owner of more than five
percent of the class of securities reported herein. Hound Partners, LLC, Hound
Performance, LLC, Jonathan Auerbach and Hound Partners Offshore Fund, LP
continue to hold more than five percent of the class of securities herein.

         -------------------------------------------------------------------

Item 6. Ownership of More Than Five Percent on Behalf of Another Person.

      If any other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, such
securities, a statement to that effect should be included in response to this
item and, if such interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.

         N/A
         -------------------------------------------------------------------

Item 7.    Identification and Classification of the Subsidiary Which Acquired
           the Security Being Reported on by the Parent Holding Company or
           Control Person.

      If a parent holding company or Control person has filed this schedule,
pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary. If a parent holding company or control person has filed this
schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating
the identification of the relevant subsidiary.

         N/A
         -------------------------------------------------------------------

Item 8.  Identification and Classification of Members of the Group.

      If a group has filed this schedule pursuant to ss.240.13d-1(b)(1)(ii)(J),
so indicate under Item 3(j) and attach an exhibit stating the identity and Item
3 classification of each member of the group. If a group has filed this schedule
pursuant to ss.240.13d-1(c) or ss.240.13d-1(d), attach an exhibit stating the
identity of each member of the group.

         N/A
         -------------------------------------------------------------------

Item 9.  Notice of Dissolution of Group.

      Notice of dissolution of a group may be furnished as an exhibit stating
the date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required, by members
of the group, in their individual capacity. See Item 5.

          N/A
          -------------------------------------------------------------------

Item 10. Certifications.

          By signing below I certify that, to the best of my knowledge and
          belief, the securities referred to above were not acquired and are not
          held for the purpose of or with the effect of changing or influencing
          the control of the issuer of the securities and were not acquired and
          are not held in connection with or as a participant in any transaction
          having such purpose or effect.







                                   SIGNATURE

      After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

                                                  January 18, 2011
                                        ----------------------------------------
                                                        (Date)


                                          HOUND PARTNERS, LLC (1)

                                          By:  /s/ Jonathan Auerbach
                                               ---------------------------
                                               Jonathan Auerbach, Managing
                                               Member

                                          HOUND PERFORMANCE, LLC (1)

                                          By:  /s/ Jonathan Auerbach
                                               ---------------------------
                                               Jonathan Auerbach, Managing
                                               Member

                                          /s/ Jonathan Auerbach (1)
                                          ------------------------------
                                             JONATHAN AUERBACH

                                          HOUND PARTNERS, LP

                                          By:  Hound Performance, LLC,
                                               its general partner

                                          By:  /s/ Jonathan Auerbach
                                               ---------------------------
                                               Jonathan Auerbach, Managing
                                               Member

                                          HOUND PARTNERS OFFSHORE FUND, LP

                                          By:  Hound Performance, LLC,
                                               its general partner

                                          By:  /s/ Jonathan Auerbach
                                               ---------------------------
                                               Jonathan Auerbach, Managing
                                               Member


(1) The Reporting Persons disclaim beneficial ownership except to the extent of
heir pecuniary interest therein.


                                                                EXHIBIT A

                                   AGREEMENT


      The undersigned agree that this Schedule 13G Amendment number 2 dated
January 18, 2011 relating to the Common Stock, $.01 par value per share of
Network 1 Security Solutions Inc. shall be filed on behalf of the undersigned.

                                          HOUND PARTNERS, LLC

                                          By:  /s/ Jonathan Auerbach
                                               ---------------------------
                                               Jonathan Auerbach, Managing
                                               Member

                                          HOUND PERFORMANCE, LLC

                                          By:  /s/ Jonathan Auerbach
                                               ---------------------------
                                               Jonathan Auerbach, Managing
                                               Member

                                          /s/ Jonathan Auerbach
                                          --------------------------------
                                          JONATHAN AUERBACH

                                          HOUND PARTNERS, LP

                                          By:  Hound Performance, LLC,
                                               its general partner

                                          By:  /s/ Jonathan Auerbach
                                               ---------------------------
                                               Jonathan Auerbach, Managing
                                               Member

                                          HOUND PARTNERS OFFSHORE FUND, LP

                                          By:  Hound Performance, LLC,
                                               its general partner

                                          By:  /s/ Jonathan Auerbach
                                               ---------------------------
                                               Jonathan Auerbach, Managing
                                               Member







SK 22404 0006 1162968