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, 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 *   Steelpoint Capital Partners LP 2. Date of Event Requiring Statement (Month/Day/Year) 05/03/2011 3. Issuer Name and Ticker or Trading Symbol BOINGO WIRELESS INC [WIFI] (Last) (First) (Middle) 420 STEVENS AVE. SUITE 370,  4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) SOLANA BEACH, CA 92075 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 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 3,107,766 D (1)   Common Stock 50,259 I Steelpoint Co-Investment Fund, LLC (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Steelpoint Capital Partners LP 420 STEVENS AVE. SUITE 370 SOLANA BEACH, CA 92075	Â	  X	Â	Â
Steelpoint Co-Investment Fund LLC C/O BOINGO WIRELESS, INC. 10960 WILSHIRE BLVD, SUITE 800 LOS ANGELES, CA 90024	Â	  X	Â	Â
Caccavo James A C/O BOINGO WIRELESS, INC. 10960 WILSHIRE BLVD. SUITE 800 LOS ANGELES, CA 90024	Â	  X	Â	Â

Signatures

/s/ Peter Hovenier as Attorney-in-fact for Steelpoint Capital Partners, LP		05/03/2011
**Signature of Reporting Person		Date
/s/ Peter Hovenier as Attorney-in-fact for Steelpoint Co-Investment Fund, LLC		05/03/2011
**Signature of Reporting Person		Date
/s/ Peter Hovenier as Attorney-in-fact for James Caccavo		05/03/2011
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The reported securities are owned directly by Steelpoint Capital Partners, LP, and indirectly by Steelpoint Capital Advisors LLC, as general partner of Steelpoint Capital Partners, LP, and James Caccavo, as managing member of Steelpoint Capital Advisors LLC. Steelpoint Capital Advisors LLC and James Caccavo disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.
(2)	The reported securities are owned directly by Steelpoint Co-Investment Fund LLC which is managed by Steelpoint Capital Advisors LLC. The managing member of Steelpoint Capital Advisors LLC is James Caccavo. Steelpoint Capital Advisors LLC and James Caccavo disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein

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