Statement of Changes in Beneficial Ownership (4)

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* G2 INVESTMENT PARTNERS QP LP	2. Issuer Name and Ticker or Trading Symbol DATAWATCH CORP [ DWCH ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __ X __ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) ONE ROCKEFELLER PLAZA, 23RD FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 11/21/2016
(Street) NEW YORK, NY 10020 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/21/2016	11/21/2016	P		45381	A	$6.80 ⁽²⁾	1277690	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	S		171	D	$6.80	1277518	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	P		43866	A	$6.84 ⁽³⁾	1321384	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	S		24699	D	$6.80 ⁽⁴⁾	1296685	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	P		77308	A	$6.84 ⁽⁵⁾	1373993	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	S		66068	D	$6.80 ⁽⁶⁾	1307925	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	P		113308	A	$6.82 ⁽⁷⁾	1421233	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	S		120469	D	$6.78 ⁽⁸⁾	1300764	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	P		4707	A	$6.65	1305471	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	S		2482	D	$6.70	1302989	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	P		18018	A	$6.75 ⁽⁹⁾	1321007	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	S		7959	D	$6.70	1313048	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	P		138883	A	$6.74 ⁽¹⁰⁾	1451930	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	S		89172	D	$6.75	1362759	D ⁽¹⁾
Common Stock	11/21/2016	11/21/2016	P		342	A	$6.75	1363101	D ⁽¹⁾
Common Stock	11/22/2016	11/22/2016	P		42790	A	$6.82 ⁽¹¹⁾	1405891	D ⁽¹⁾
Common Stock	11/22/2016	11/22/2016	S		30329	D	$6.80	1375562	D ⁽¹⁾
Common Stock	11/22/2016	11/22/2016	P		30132	A	$6.76 ⁽¹²⁾	1405694	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	P		86	A	$6.80	1405780	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	S		1198	D	$6.80	1404581	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	P		146789	A	$6.69 ⁽¹³⁾	1551371	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	S		217373	D	$6.70 ⁽¹⁴⁾	1333998	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	P		21395	A	$6.65	1355393	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	S		3766	D	$6.65	1351627	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	P		16674	A	$6.60 ⁽¹⁵⁾	1368301	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	S		52717	D	$6.62 ⁽¹⁶⁾	1315583	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	P		64870	A	$6.65 ⁽¹⁷⁾	1380453	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	S		18848	D	$6.60 ⁽¹⁸⁾	1361605	D ⁽¹⁾
Common Stock	11/23/2016	11/23/2016	P		5760	A	$6.51 ⁽¹⁹⁾	1367365	D ⁽¹⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:
( 1)	These securities are directly owned by G2 Investment Partners QP LP (the "Reporting Person"). These transactions were previously reported on the Form 4 filed by G2 Investment Partners Management LLC, G2 Investment Partners GP LLC and Josh Goldberg on November 22, 2016, November 23, 2016 and November 28, 2016.
( 2)	The reported price is the weighted average purchase price for purchases on November 21, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.75 to $6.85. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 3)	The reported price is the weighted average purchase price for purchases on November 21, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.80 to $6.85. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 4)	The reported price is the weighted average sale price for sales on November 21, 2016 by the Reporting Person. The actual prices of such sales ranged from $6.80 to $6.83. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
( 5)	The reported price is the weighted average purchase price for purchases on November 21, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.80 to $6.85. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 6)	The reported price is the weighted average sale price for sales on November 21, 2016 by the Reporting Person. The actual prices of such sales ranged from $6.80 to $6.83. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
( 7)	The reported price is the weighted average purchase price for purchases on November 21, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.75 to $6.85. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 8)	The reported price is the weighted average sale price for sales on November 21, 2016 by the Reporting Person. The actual prices of such sales ranged from $6.60 to $6.80. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price
( 9)	The reported price is the weighted average purchase price for purchases on November 21, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.70 to $6.75. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 10)	The reported price is the weighted average purchase price for purchases on November 21, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.70 to $6.75. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 11)	The reported price is the weighted average purchase price for purchases on November 22, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.78 to $6.85. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 12)	The reported price is the weighted average purchase price for purchases on November 22, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.75 to $6.80. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 13)	The reported price is the weighted average purchase price for purchases on November 23, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.55 to $6.75. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 14)	The reported price is the weighted average sale price for sales on November 23, 2016 by the Reporting Person. The actual prices of such sales ranged from $6.60 to $6.75. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
( 15)	The reported price is the weighted average purchase price for purchases on November 23, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.60 to $6.65. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 16)	The reported price is the weighted average sale price for sales on November 23, 2016 by the Reporting Person. The actual prices of such sales ranged from $6.60 to $6.63. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
( 17)	The reported price is the weighted average purchase price for purchases on November 23, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.63 to $6.65. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 18)	The reported price is the weighted average purchase price for purchases on November 23, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.60 to $6.63. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 19)	The reported price is the weighted average purchase price for purchases on November 23, 2016 by the Reporting Person. The actual prices of such purchases ranged from $6.60 to $6.65. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
G2 INVESTMENT PARTNERS QP LP ONE ROCKEFELLER PLAZA, 23RD FLOOR NEW YORK, NY 10020		X

Signatures
G2 Investment Partners QP LP By: G2 Investment Partners GP LLC By: Josh Goldberg, Managing Member /s/ Josh Goldberg		12/5/2016
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	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).
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