Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
MAYO A DALE
  2. Issuer Name and Ticker or Trading Symbol
Cinedigm Digital Cinema Corp. [CIDM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O CINEDIGM DIGITAL CINEMA CORP., 55 MADISON AVENUE, SUITE 300
3. Date of Earliest Transaction (Month/Day/Year)
06/22/2010
(Street)

MORRISTOWN, NJ 07960
4. If Amendment, Date Original Filed(Month/Day/Year)
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 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
Class B Common Stock               633,811 D  
Class A Common Stock 06/22/2010   M   94,340 A $ 0 (5) 243,728 (1) D  
Class A Common Stock               97,500 I By spouse (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
Stock Option (Right to Buy) $ 10.89             09/14/2006 12/15/2010 Class A Common Stock 300,000   300,000 D  
Stock Option (Right to Buy) $ 3.25 06/22/2010   J(3) V   750,000 03/31/2011(3) 03/31/2013 Class A Common Stock 750,000 $ 0 0 D  
Stock Option (Right to Buy) $ 1.37             08/11/2009 03/31/2014 Class A Common Stock 40,000   40,000 D  
Stock Option (Right to Buy) $ 1.37             06/22/2010(4) 03/31/2014 Class A Common Stock 300,000   300,000 D  
Restricted Stock Units (5) 06/22/2010   M     94,340 06/22/2010(6) 06/22/2010(6) Class A Common Stock 94,340 (5) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MAYO A DALE
C/O CINEDIGM DIGITAL CINEMA CORP.
55 MADISON AVENUE, SUITE 300
MORRISTOWN, NJ 07960
  X   X    

Signatures

 /s/ A. Dale Mayo   06/28/2010
**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) Includes 19,920 shares of Class A Common shares issued on January 24, 2008, pursuant to the Issuer's Second Amended and Restated 2000 Equity Incentive Plan, which shares vest on January 24, 2011.
(2) Includes 12,500 shares of Class A common stock held for the account of Reporting Person's grandchildren, the custodian of which accounts is Reporting Person's spouse. Reporting Person disclaims beneficial ownership of all the shares of Class A common stock held by the Reporting Person's spouse.
(3) Such options, which had not vested, were cancelled for no value on June 22, 2010 in accordance with the terms of the Separation Agreement between the Reporting Person and the Issuer dated as of June 22, 2010.
(4) Such options vested on June 22, 2010 in accordance with the terms of the Separation Agreement between the Reporting Person and the Issuer dated as of June 22, 2010.
(5) Each restricted stock unit (an "RSU") represents a contingent right to receive one share of Common Stock; however, the Issuer has the discretion to settle in Common Stock or cash or a combination thereof.
(6) Such RSUs vested on June 22, 2010 in accordance with the terms of the Separation Agreement between the Reporting Person and the Issuer dated as of June 22, 2010.

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