Rosetta Stone Inc (RST): Roumell Asset Management Decreases Its Stake

Page 4 of 8 – SEC Filing

CUSIP No. 777780107

13G

Page 4 of 7 Pages

Item 1(a).	Name of Issuer:
	Rosetta Stone Inc.
Item 1(b).	Address of Issuer’s Principal Executive Offices:
	1919 North Lynn St. 7Th Floor Arlington, Virginia  22209
Item 2(a).	Name of Persons Filing:
	1.  Roumell Asset Management, LLC 2.  James C. Roumell
Item 2(b).	Address of Principal Business Office or, if none, Residence:
	2 Wisconsin Circle, Suite 660, Chevy Chase, MD  20815
Item 2(c).	Citizenship:
	1.  RAM – Maryland 2.  Roumell – U.S.A.
Item 2(d).	Title of Class of Securities:
	Common Stock, par value $0.00005 per share
Item 2(e).	CUSIP Number:
	777780107

Item 3.

If this statement is filed pursuant to Rule 13(d)-1(b), or 13(d)-2(b), or (c), check whether the person filing is a:

(a)	oBroker or dealer registered under Section 15 of the Exchange Act.

(b)	oBank as defined in Section 3(a)(6) of the Exchange Act.

(c)	oInsurance company as defined in Section 3(a)(19) of the Exchange Act.

(d)	oInvestment company registered under Section 8 of the Investment Company Act of 1940.

(e)	x*An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

(f)	oAn employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).

(g)	x*A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).

(h)	oA savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.

(i)	oA church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.

(j)	oGroup, in accordance with Rule 13d-1(b)(1)(ii)(J).

*

RAM is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940.  Roumell is the President of RAM and holds a controlling percentage of its outstanding voting securities.  Roumell is joining in this filing on Schedule 13G pursuant to Rule 13d-1(k)(1).