UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q/A
 
ý       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2011
 
¨       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to _____________
 
Commission File Number 000-33389
 
nFinanSe Inc.
 
(Exact name of registrant as specified in its charter)

 
Nevada
65-1071956
 
 
(State or other jurisdiction of
(IRS Employer Identification No.)
 
 
incorporation or organization)
   
       
 
3923 Coconut Palm Drive, Suite 107
   
 
Tampa, Florida
33619
 
 
(Address of principal executive offices)
(Zip Code)
 
       
 
Issuer’s telephone number, including area code:
(813) 367-4400
 

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes
X
 
No
   

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes
X
 
No
   

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 
Large accelerated filer    £
Accelerated filer    £
 
Non-accelerated filer (Do not check if a smaller reporting company)    £
Smaller reporting company    T

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes
   
No
X
 

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date : 31,877,770 shares of common stock, $0.001 par value, outstanding as of August 1, 2011.
 
 
 
 
 
 
Explanatory Note
 
 
     The purpose of the Form 10-Q/A to nFinanSe Inc.’s quarterly report on Form 10-Q for the quarter ended June 30, 2011, filed with the Securities and Exchange Commission on August 11, 2011 (the “Form 10-Q”), is solely to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S–T.
 
     No other changes have been made to the Form 10-Q. This Amendment speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date and does not modify or update in any way disclosures made in the original Form 10-Q.
 
     Pursuant to rule 406T of Regulation S–T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Act of 1934, as amended, and otherwise are not subject to liability under those sections.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
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Item 6. Exhibits.
 
Exhibit Number
 
Description of Exhibit
     
*31.1
 
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
 
 
*31.2
 
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
 
 
*32.1
 
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
 
 
*32.2
 
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
     
**101.INS   XBRL Instance Document
     
 **101.SCH   XBRL Taxonomy Extension Schema Document
     
 **101.CAL   XBRL Taxonomy Extension Calculation Linkbase Document
     
 **101.DEF   XBRL Taxonomy Extension Definition Linkbase Document
     
 **101.LAB   XBRL Taxonomy Extension Label Linkbase Document
     
 **101.PRE   XBRL Taxonomy Extension Presentation Linkbase Document
 

 
* previously filed.
 
** filed herewith.
 
 
 
 
 
 
 

 
 
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SIGNATURES

In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
NFINANSE INC.
     
Date: August 25, 2011
By:
/s/ Jerry R. Welch
     
   
Jerry R. Welch
Chief Executive Officer and Chairman of the Board of Directors
(Principal Executive Officer)
     
     

 
NFINANSE INC.
     
Date:  August 25, 2011
By:
/s/ Raymond P. Springer
     
   
Raymond P. Springer
Chief Financial Officer
(P rincipal Financial Officer)
     
     

 
NFINANSE INC.
     
Date:  August 25, 2011
By:
/s/ Jerome A. Kollar
     
   
Jerome A. Kollar
Vice President Finance and Controller
(Principal Accounting Officer)
     
     

 
 
 
 
 
 
 
 

 
 
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