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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^*

Jacobs Stephen E

(Last)

(First)

(Middle)

14700 MARTIN DRIVE

(Street)

EDEN PRAIRIE

55344

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/27/2006

3. Issuer Name and Ticker or Trading Symbol
WIRELESS RONIN TECHNOLOGIES INC [ RNIN ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Exec VP and Secretary

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	5,555	D

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)
Warrant to Purchase Common Stock	10/31/2003	10/31/2008	Common Stock	2,778	9	D
Warrant to Purchase Common Stock	03/10/2004	03/10/2009	Common Stock	5,555	9	D
Warrant to Purchase Common Stock	10/12/2004	10/12/2009	Common Stock	11,112	2.25	D
Warrant to Purchase Common Stock	12/14/2004	12/14/2009	Common Stock	8,333	9	D
Warrant to Purchase Common Stock	02/01/2004	02/01/2009	Common Stock	3,333	6.75	D
Warrant to Purchase Common Stock	05/01/2004	05/01/2009	Common Stock	3,333	6.75	D
Warrant to Purchase Common Stock	08/01/2004	08/01/2009	Common Stock	3,333	6.75	D
Warrant to Purchase Common Stock	11/01/2004	11/01/2009	Common Stock	3,333	6.75	D
Warrant to Purchase Common Stock	04/29/2004	04/29/2009	Common Stock	13,889	6.75	D
Warrant to Purchase Common Stock	02/01/2005	02/01/2010	Common Stock	3,333	6.75	D
Warrant to Purchase Common Stock	04/29/2005	04/29/2010	Common Stock	13,889	6.75	D
Warrant to Purcahse Common Stock	05/01/2005	05/01/2010	Common Stock	3,333	6.75	D
Warrant to Purchase Common Stock	06/16/2005	06/16/2010	Common Stock	6,801	9	D
Warrant to Purchase Common Stock	08/04/2005	08/04/2010	Common Stock	3,333	6.75	D
Warrant to Purchase Common Stock	09/02/2005	09/02/2010	Common Stock	7,434	9	D
Warrant to Purchase Common Stock	09/02/2005	09/02/2010	Common Stock	13,333	6.75	D
Warrant to Purchase Common Stock	02/16/2006	02/16/2011	Common Stock	3,404	9	D
Convertible Note⁽¹⁾	10/31/2003	11/30/2006	Common Stock	31,250	3.2	D

Explanation of Responses:

1. On or about November 30, 2006, the principal amount of the convertible note will be automatically converted into shares of the Company's common stock at a conversion price per share equal to $3.20 per share in accordance with the terms of the convertible note.

	/s/ Jeffrey C. Mack, Attorney-in-Fact	11/27/2006
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY

      KNOW ALL BY THESE PRESENTS, that the undersigned
 hereby constitutes and appoints Jeffrey C. Mack and
 John A. Witham, or either of them, the undersigned's
 true and lawful attorneys-in-fact to:

(1)	execute for and on behalf of the
 undersigned, in the undersigned's capacity
 as an officer and/or director and/or 10% beneficial
 owner of Wireless Ronin Technologies, Inc.
 (the "Company"), Forms 3, 4 and 5 in accordance
 with Section 16(a) of the Securities
 Exchange Act of 1934, as amended, and the
 rules thereunder;

(2)	do and perform any and all acts for and on
 behalf of the undersigned which may be
 necessary or desirable to complete and
 execute any such Form 3, 4 or 5 and timely
 file such form with the United States
 Securities and Exchange Commission and any
 stock exchange or similar authority; and

(3)	take any other action of any type whatsoever in
 connection with the forgoing which, in the opinion of
 such attorneys-in-fact, may be of benefit to, in the
 best interest of, or legally required by, the
 undersigned, it being understood that the documents
 executed by such attorneys-in-fact on behalf of the
 undersigned pursuant to this Power of Attorney shall
 be in such form and shall contain such terms and
 conditions as such attorneys-in-fact may approve in
 such attorneys-in-fact's discretion.

      The undersigned acknowledges that the foregoing
 attorneys-in-fact, in serving in such capacity at the
 request of the undersigned, are not assuming, nor is
 the Company assuming, any of the undersigned's
 responsibilities to comply with Section 16 of the
 Securities Exchange Act of 1934, as amended.

      This Power of Attorney shall remain in full force
 and effect until the undersigned is no longer
 required to file Forms 3, 4 and 5 with
 respect to the undersigned's holdings of and
 transactions in securities issued by the Company,
 unless earlier revoked by the undersigned in a signed
 writing delivered to the foregoing attorneys-in-fact.

      IN WITNESS WHEREOF, the undersigned has caused
 this Power of Attorney to be executed this 2nd day
 of November, 2006.

      			/s/ Stephen E. Jacobs