Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Pace Adrian A
2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2005
3. Issuer Name and Ticker or Trading Symbol
NTN COMMUNICATIONS INC [NTN]
(Last)
(First)
(Middle)
5966 LA PLACE COURT
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

CARLSBAD, CA 92008
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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, $.005 par value 8,970 (1)
D
 
Common Stock, $.005 par value 65,800
I
Held by related party in individual IRA.
Common Stock, $.005 par value 33,247
I
Represents related party's share of Pace Partners Fund.
Common Stock, $.005 par value 33,463
I
Held by related parties as participants in the A.J. Pace & Co. Profit Sharing Plan.
Common Stock, $.005 par value 2,100
I
Held by related party
Common Stock, $.005 par value 1,000
I
Held jointly by related parties.
Common Stock, $.005 par value 1,000
I
Held by related party.
Common Stock, $.005 par value 660
I
Held individually by spouse.
Common Stock, $.005 par value 11,759
I
Represents related party's share of Pace Capital Partners Fund.

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
Pace Adrian A
5966 LA PLACE COURT
CARLSBAD, CA 92008
  X      

Signatures

Kathy Miles as Attorney-in-Fact for Adrian A. Pace 07/15/2005
**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) 3,970 shares held directly by Reporting Person in Pace Capital Partners Fund and 5,000 shares held directly by Reporting Person as participant in A.J. Pace & Co. Profit Sharing Plan.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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