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 *
Saunders Acquisition Corp
   2. Issuer Name and Ticker or Trading Symbol
FRANKLIN ELECTRONIC PUBLISHERS INC [FEP] 		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)
2 BRIARWOOD COURT		 3. Date of Earliest Transaction (Month/Day/Year)
12/07/2009
(Street)

PRINCETON JUNCTION, NJ 08850		 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
Common Stock 12/07/2009   J(1)   1,900 A $ 2.5 2,582,312 D  
Common Stock 12/17/2009   J(2)   100 A $ 2.5 2,582,412 D  
Common Stock 12/29/2009   J(3)   39,000 A $ 2.5 2,621,412 D  
Common Stock 12/30/2009   J(4)   117,000 A $ 2.5 2,738,412 D  
Common Stock 01/05/2010   J(5)   2,714 A $ 2.5 2,741,126 D  

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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Saunders Acquisition Corp
2 BRIARWOOD COURT
PRINCETON JUNCTION, NJ 08850		     X    

Signatures

 /s/ Barry J. Lipsky, President of Saunders Acquisition Corp.   01/20/2010
**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) Represents shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock"), acquired by the Reporting Person pursuant to the certain exchange agreement between the Reporting Person and Frank A. Musto, Chief Financial Officer of the Issuer and Treasurer of the Reporting Person. In consideration of such contribution, Mr. Musto received a number of shares of the Reporting Person's Series A Preferred Stock, par value $0.01 per share (the "Series A Preferred Stock"), equal to the number of shares of Common Stock contributed to the Reporting Person by Mr. Musto.
(2) Represents share of Common Stock acquired by the Reporting Person pursuant to that certain exchange agreement between the Reporting Person and Toshihide Hokari, Chief Operating Officer of the Issuer and Secretary of the Reporting Person. In consideration of such contribution, Mr. Hokari received a number of shares of Series A Preferred Stock equal to the number of shares Common Stock contributed to the Reporting Person by Mr. Hokari.
(3) Represents shares of Common Stock acquired by the Reporting Person pursuant to that certain exchange agreement between the Reporting Person and Julien David, a shareholder of the Issuer. In consideration of such contribution, Mr. David received a number of shares of Series A Preferred Stock equal to the number of shares of Common Stock contributed to the Reporting Person by Mr. David.
(4) Represents shares of Common Stock acquired by the Reporting Person pursuant to that certain exchange agreement between the Reporting Person and Morton David, a shareholder of the Issuer. In consideration of such contribution, Mr. David received a number of shares of Series A Preferred Stock equal to the number of shares of Common Stock contributed to the Reporting Person by Mr. David.
(5) Represents additional shares of Common Stock acquired by the Reporting Person pursuant to the above-referenced exchange agreements between the Reporting Person and each of Messrs. Musto and Hokari. In consideration of such contributions, Messrs. Musto and Hokari each received a number of shares of Series A Preferred Stock equal to the number of additional shares of Common Stock contributed to the Reporting Person by him.

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