FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * ZOI MIKE   2. Issuer Name and Ticker or Trading Symbol Net Element, Inc. [NETE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO (Last) (First) (Middle) 1450 SOUTH MIAMI AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 10/02/2012 (Street) MIAMI, FL 33130 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ Form filed by More than One Reporting Person (City) (State) (Zip) 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) Code V Amount (A) or (D) Price Common Stock 10/02/2012   M   18,181,819 A $ 0.11 196,056,819 I By Enerfund, LLC (3) Common Stock 10/02/2012   M   14,545,455 A $ 0.11 210,602,274 I By Enerfund, LLC (3) Common Stock 10/02/2012   M   14,545,455 A $ 0.11 225,147,729 I By Enerfund, LLC (3) Common Stock 10/02/2012   F   6,400,000 D $ 0.25 218,747,729 I By Enerfund, LLC (3) Common Stock 10/02/2012   M   100,000,000 A $ 0.05 318,747,729 I By Enerfund, LLC (3) Common Stock 10/02/2012   F   20,000,000 D $ 0.25 298,747,729 I By Enerfund, LLC (3) Common Stock 10/02/2012   M   100,000,000 A $ 0.05 302,263,749 I By TGR Capital, LLC (3) Common Stock 10/02/2012   F   20,000,000 D $ 0.25 282,263,749 I By TGR Capital, LLC (3) Common Stock 10/02/2012   D   298,747,729 D (1) 0 I By Enerfund, LLC (3) Common Stock 10/02/2012   D   282,263,749 D (1) 0 I By TGR Capital, LLC (3) Common Stock 10/02/2012   D   45,937,500 D (1) 0 I By MZ Capital LLC (Delaware) (3) Common Stock 10/02/2012   D   29,062,500 D (1) 0 I By MZ Capital LLC (Florida) (3) Common Stock 10/02/2012   D   5,754 D (1) 0 D

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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Convertible Promissory Note (Right to Buy)

$ 0.11

10/02/2012

M

18,181,819

05/16/2011

04/27/2014

Common Stock

18,181,819

$ 2,000,000

0

I

By Enerfund, LLC (3)

Convertible Promissory Note (Right to Buy)

$ 0.11

10/02/2012

M

14,545,455

10/24/2011

10/24/2014

Common Stock

14,545,455

$ 1,600,000

0

I

By Enerfund, LLC (3)

Warrant (Right to Buy)

$ 0.11

10/02/2012

A

14,545,455

10/02/2012

10/02/2017

Common Stock

14,545,455

$ 0 (2)

14,545,455

I

By Enerfund, LLC (3)

Warrant (Right to Buy)

$ 0.11

10/02/2012

M

14,545,455

10/02/2012

10/02/2017

Common Stock

14,545,455

$ 0

0

I

By Enerfund, LLC (3)

Warrant (Right to Buy)

$ 0.05

10/02/2012

M

100,000,000

12/31/2010

12/31/2015

Common Stock

100,000,000

$ 0

0

I

By Enerfund, LLC (3)

Warrant (Right to Buy)

$ 0.05

10/02/2012

M

100,000,000

12/31/2010

12/31/2015

Common Stock

100,000,000

$ 0

0

I

By TGR Capital, LLC (3)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ZOI MIKE 1450 SOUTH MIAMI AVENUE MIAMI, FL 33130	X	X	CEO
Enerfund, LLC 1450 SOUTH MIAMI AVENUE MIAMI, FL 33130		X
TGR Capital, LLC 1450 SOUTH MIAMI AVENUE MIAMI, FL 33130		X

Signatures

/s/ Mike Zoi (individually and as Managing Member of Enerfund, LLC, in its own capacity and as Managing Member of TGR Capital, LLC)		10/02/2012
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	These shares were canceled pursuant to the Agreement and Plan of Merger, dated as of June 12, 2012, between Cazador Acquisition Corporation Ltd., a Cayman Islands limited corporation, and the Issuer, in exchange for the right to receive 0.025 of a share of Cazador common stock in exchange for each share of the Issuer's common stock.
(2)	Pursuant to the terms of a $1,600,000 Convertible Promissory Note and Loan Agreement dated October 24, 2011 between Enerfund, LLC (a company controlled by Mike Zoi) and the Issuer, upon conversion of such Convertible Promissory Note, Enerfund, LLC was issued a five-year warrant to purchase a number of shares of common stock of the Issuer equal to the number of shares issued upon such conversion with an exercise price of $0.11 per share.
(3)	Mike Zoi is the managing member of Enerfund, LLC and the manager of each of TGR Capital, LLC, MZ Capital LLC (Delaware) and MZ Capital LLC (Florida). Enerfund, LLC is the controlling member of TGR Capital, LLC.

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