| Washington, DC 20549 |
|----------------------|

| FORM 10-Q |
|-----------|

| ý      | Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
|----------------------------|------------------------------------------------------------------------------------------|

| For the quarterly period ended March 31, 2011. |
|-----------------------------------------------------|

| or |
|----|

| o      | Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
|-----------------------|-------------------------------------------------------------------------------------------|

| For the transition period from ___________ to ___________ |
|----------------------------------------------------------------|

| Commission File Number: 000-51837 |
|-----------------------------------|

| OPTIONABLE, INC.(Exact Name of Registrant as Specified in Its Charter) |
|------------------------------------------------------------------------|

| Delaware                                         |   | 52-2219407                        |
|--------------------------------------------------|--------|-----------------------------------|
| (State or Other Jurisdiction of Incorporation or |   | (IRS Employer Identification No.) |
| Organization)                                    |   |                              |
|                                             |
| 55 St. Marks Place, Suite 4, New York, NY        |   | 10003                             |
| (Address of Principal Executive Offices)         |   | (Zip Code)                        |

| (914) 773-1100                                            |
|-----------------------------------------------------------|
| (Registrant’s Telephone Number Including Area Code) |

----

| Large Accelerated Filer o |   | Accelerated Filer o              |
|---------------------------|--------|----------------------------------|
| Non-accelerated Filer o   |   | Smaller reporting company ý |

----

| PART I:       | FINANCIAL INFORMATION                                                                      |   |
|---------------------------------------------|--------------------------------------------------------------------------------------------|--------|
|                                        |                                                                                       |   |
| ITEM 1:                                     | FINANCIAL STATEMENTS (Unaudited)                                                           | 4      |
|                                        |                                                                                       |   |
|                                        | Consolidated Balance Sheets                                                                | 4      |
|                                        |                                                                                       |   |
|                                        | Consolidated Statements of Operations                                                      | 5      |
|                                        |                                                                                       |   |
|                                        | Consolidated Statements of Cash Flows                                                      | 6      |
|                                        |                                                                                       |   |
|                                        | Notes to the Consolidated Financial Statements                                             | 7      |
|                                        |                                                                                       |   |
| ITEM 2:                                     | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS | 17     |
|                                        |                                                                                       |   |
| ITEM 3:                                     | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                                 | 20     |
|                                        |                                                                                       |   |
| ITEM 4:                                     | CONTROLS AND PROCEDURES                                                                    | 20     |
|                                        |                                                                                       |
|                                        |                                                                                       |
| PART II:           | OTHER INFORMATION                                                                          |   |
|                                        |                                                                                       |   |
| ITEM 1:                                     | LEGAL PROCEEDINGS                                                                          | 21     |
|                                        |                                                                                       |   |
| ITEM 1A :                                   | RISK FACTORS                                                                               | 22     |
|                                        |                                                                                       |   |
| ITEM 2:                                     | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS                                | 22     |
|                                        |                                                                                       |   |
| ITEM 3:                                     | DEFAULTS UPON SENIOR SECURITIES                                                            | 22     |
|                                        |                                                                                       |   |
| ITEM 5:                                     | OTHER INFORMATION                                                                          | 22     |
|                                        |                                                                                       |   |
| ITEM 6:                                     | EXHIBITS                                                                                   | 22     |
|                                        |                                                                                       |
| SIGNATURES                                  | 27                                                                                         |

----

| OPTIONABLE, INC.CONSOLIDATED BALANCE SHEETS                                                  |   |        |         |   |         |   |
|----------------------------------------------------------------------------------------------|--------|-------------|--------------|--------|--------------|--------|
|                                                                                         |   |        |         |   |         |   |
|                                                                                         |   | March 31,   |         |   | December 31, |   |
|                                                                                         |   | 2011        |         |   | 2010         |   |
|                                                                                         |   | (Unaudited) |         |   | (Audited)    |   |
| ASSETS                                                                                       |   |        |         |   |         |   |
| Current Assets:                                                                              |   |        |         |   |         |   |
| Cash and cash equivalents                                                                    |   | $           | 2,596,725    |   |         | $      | 3,054,598 |   |
| Refundable income taxes                                                                      |   |        | 92,393       |   |         |   | 92,393 |   |
| Prepaid expenses                                                                             |   |        | -            |   |         |   | 317,033 |   |
|      Total current assets                                           |   |        | 2,689,118    |   |         |   | 3,464,024 |   |
|                                                                                         |   |        |         |   |         |   |   |   |
|                                                                                         |   |        |         |   |         |   |   |   |
|      Total assets                                                   |   | $           | 2,689,118    |   |         | $      | 3,464,024 |   |
|                                                                                         |   |        |         |   |         |   |   |   |
| LIABILITIES AND STOCKHOLDERS' EQUITY                                                         |   |        |         |   |         |   |   |   |
|                                                                                         |   |        |         |   |         |   |   |   |
| Current Liabilities:                                                                         |   |        |         |   |         |   |   |   |
| Accounts payable and accrued expenses                                                        |   | $           | 295,200      |   |         | $      | 97,740 |   |
|                                                                                         |   |        | 295,200      |   |         |   | 97,740 |   |
|                                                                                         |   |        |         |   |         |   |   |   |
| Due to director, net of unamortized discount of $229,569 and $245,243                        |   |        |         |   |         |   |   |   |
|    at March 31, 2011 and December 31, 2010, respectively                      |   |        | 279,128      |   |         |   | 263,454 |   |
|      Total liabilities                                              |   |        | 574,328      |   |         |   | 361,194 |   |
|                                                                                         |   |        |         |   |         |   |   |   |
| Stockholders' Equity:                                                                        |   |        |         |   |         |   |   |   |
|   Preferred Stock; $.0001 par value, 5,000,000 shares authorized, none issued      |   |        |         |   |         |   |   |   |
|     and outstanding at March 31, 2011 and December 31, 2010              |   |        | -            |   |         |   | - |   |
|   Common stock; $.0001 par value, 100,000,000 shares authorized,                   |   |        |         |   |         |   |   |   |
|     52,428,203 issued and 48,333,128 outstanding                         |   |        |         |   |         |   |   |   |
|    at March 31, 2011 and December 31, 2010                                    |   |        | 5,242        |   |         |   | 5,242 |   |
|   Additional paid-in capital                                                       |   |        | 162,794,840  |   |         |   | 162,792,730 |   |
|   Treasury stock at cost, 4,095,075 shares at March 31, 2011 and December 31, 2010 |   |        | (47,552      | )      |         |   | (47,552 | ) |
|   Accumulated deficit                                                              |   |        | (160,637,740 | )      |         |   | (159,647,590 | ) |
|                                                                                         |   |        |         |   |         |   |   |   |
|      Total stockholders’ equity                               |   |        | 2,114,790    |   |         |   | 3,102,830 |   |
|                                                                                         |   |        |         |   |         |   |   |   |
|      Total liabilities and stockholders’ equity               |   | $           | 2,689,118    |   |         | $      | 3,464,024 |   |

----

| OPTIONABLE, INC.                                       |
|--------------------------------------------------------|
| CONSOLIDATED STATEMENTS OF OPERATIONS                  |
|                                                   |   |
|                                                   |   |   |   |   |   |   |
|                                                   |   | For the three months ended |   |
|                                                   |   | March 31, |   |
|                                                   |   | 2011 |   |   | 2010 |   |
|                                                   |   | (Unaudited) |   |   | (Unaudited) |   |
|                                                   |   |   |   |   |   |   |
| Operating expenses:                                    |   |   |   |   |   |   |
|   Selling, general and administrative        |   | $ | 979,541 |   |   | $ | 786,612 |   |
|                                                   |   |   |   |   |   |   |   |   |
|      Total operating expenses |   |   | 979,541 |   |   |   | 786,612 |   |
|                                                   |   |   |   |   |   |   |   |   |
|      Operating loss           |   |   | (979,541 | ) |   |   | (786,612 | ) |
|                                                   |   |   |   |   |   |   |   |   |
| Other income (expense):                                |   |   |   |   |   |   |   |   |
| Interest income                                        |   |   | 5,064 |   |   |   | 2,933 |   |
| Interest expense to related parties                    |   |   | (15,673 | ) |   |   | (13,909 | ) |
|                                                   |   |   | (10,609 | ) |   |   | (10,976 | ) |
|                                                   |   |   |   |   |   |   |   |   |
| Loss before income tax benefit                         |   |   | (990,150 | ) |   |   | (797,588 | ) |
|                                                   |   |   |   |   |   |   |   |   |
| Income tax benefit                                     |   |   | - |   |   |   | 147,912 |   |
|                                                   |   |   |   |   |   |   |   |   |
| Net loss                                               |   | $ | (990,150 | ) |   | $ | (649,676 | ) |
|                                                   |   |   |   |   |   |   |   |   |
| Basic loss per common share                            |   | $ | (0.02 | ) |   | $ | (0.05 | ) |
|                                                   |   |   |   |   |   |   |   |   |
| Diluted loss per common share                          |   | $ | (0.02 | ) |   | $ | (0.05 | ) |
|                                                   |   |   |   |   |   |   |   |   |
| Basic weighted average common                          |   |   |   |   |   |   |   |   |
| shares outstanding                                     |   |   | 48,333,128 |   |   |   | 48,333,128 |   |
|                                                   |   |   |   |   |   |   |   |   |
| Diluted weighted average common shares outstanding     |   |   | 48,333,128 |   |   |   | 48,333,128 |   |

----

| OPTIONABLE, INC.                                         |
|----------------------------------------------------------|
| CONSOLIDATED STATEMENTS OF CASH FLOWS                    |
|                                                     |   |
|                                                     |   | For the three months ended |   |
|                                                     |   | March 31, |   |
|                                                     |   | 2011 |   |   | 2010 |   |
|                                                     |   | (Unaudited) |   |   | (Unaudited) |   |
|                                                     |   |   |   |   |   |   |
| Cash flows from operating activities:                    |   |   |   |   |   |   |
| Net loss                                                 |   | $ | (990,150 | ) |   | $ | (649,676 | ) |
| Adjustments to reconcile net loss to net cash (used in)  |   |   |   |   |   |   |   |   |
|  provided by operating activities:                  |   |   |   |   |   |   |   |   |
|   Amortization of debt discount                |   |   | 15,673 |   |   |   | 13,909 |   |
|   Share-based compensation expense             |   |   | 2,110 |   |   |   | 938 |   |
| Changes in operating assets and liabilities:             |   |   |   |   |   |   |   |   |
|   Prepaid expenses                             |   |   | 317,033 |   |   |   | (2,414 | ) |
|   Accounts payable and accrued expenses        |   |   | 197,461 |   |   |   | (61,292 | ) |
|   Recoverable income taxes                     |   |   | - |   |   |   | 781,417 |   |
|                                                     |   |   |   |   |   |   |   |   |
| Net cash (used in) provided by operating activities      |   |   | (457,873 | ) |   |   | 82,882 |   |
|                                                     |   |   |   |   |   |   |   |   |
| Net cash used in investing activities                    |   |   | - |   |   |   | - |   |
|                                                     |   |   |   |   |   |   |   |   |
| Net cash used in financing activities                    |   |   | - |   |   |   | - |   |
|                                                     |   |   |   |   |   |   |   |   |
| Net (decrease) increase in cash                          |   |   | (457,873 | ) |   |   | 82,882 |   |
|                                                     |   |   |   |   |   |   |   |   |
| Cash, beginning of period                                |   |   | 3,054,598 |   |   |   | 4,231,534 |   |
|                                                     |   |   |   |   |   |   |   |   |
| Cash, end of period                                      |   | $ | 2,596,725 |   |   | $ | 4,314,416 |   |
|                                                     |   |   |   |   |   |   |   |   |
| Supplemental disclosures of cash flow information:       |   |   |   |   |   |   |   |   |
|      Cash paid for income taxes |   | $ | - |   |   | $ | - |   |
|                                                     |   |   |   |   |   |   |   |   |
|      Cash paid for interest     |   | $ | - |   |   | $ | - |   |
|                                                     |   |   |   |   |   |   |   |   |
| Noncash investing and financing activities:              |   | $ | - |   |   | $ | - |   |

----

----

----

|   | Level 1:     | Observable inputs such as quoted market prices in active markets for identical assets or liabilities                                    |
|--------|---------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------|
|   |                                  |                                                                                                                                    |
|   | Level 2:     | Observable market-based inputs or unobservable inputs that are corroborated by market data                                              |
|   |                                  |                                                                                                                                    |
|   | Level 3:     | Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. |

----

----

----

|                                        |   | March 31, |      |   | December 31, |   |
|---------------------------------------------|--------|-----------|-----------|--------|--------------|--------|
|                                        |   | 2011      |      |   | 2010         |   |
|                                        |   | $         | 508,697   |   |         | $      | 508,697 |   |
| Discount, using initial implied rate of 12% |   |      | (229,569) |   |         |   | (245,243) |   |
|                                        |   | $         | 279,128   |   |         | $      | 263,454 |   |

----

| Exercise price:                | $0.020  |
|--------------------------------|---------|
|                           |    |
| Market price at date of grant: | $0.020  |
|                           |    |
| Volatility:                    | 162%    |
|                           |    |
| Expected dividend rate:        | 0%      |
|                           |    |
| Expected terms:                | 5 years |
|                           |    |
| Risk-free interest rate:       | 2.12%   |

|                                                      |   | Three-month periods ended March 31, |   |
|-----------------------------------------------------------|--------|-------------------------------------|--------|
|                                                      |   | 2011                                |   |   | 2010 |   |
|                                                      |   |                                |   |   |   |   |
| Weighted-average grant-date fair value of options granted |   | $                                   | 0.020  |   |   | $ | N/A |   |
|                                                      |   |                                |   |   |   |   |   |   |
| Fair value of options granted                             |   | $                                   | 9,335  |   |   | $ | N/A |   |

----

----

----

----

----

| Results of Operations                                  |   |
|--------------------------------------------------------|--------|
|                                                   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                   |   |   |   |   |   |   |   | Increase/ |   |   | Increase/ |   |
|                                                   |   | For the three months ended |   |   | (Decrease) |   |   | (Decrease) |   |
|                                                   |   | March 31, |   |   | in $ 2011 |   |   | in % 2011 |   |
|                                                   |   | 2011 |   |   | 2010 |   |   | vs 2010 |   |   | vs 2010 |   |
|                                                   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                   |   |   |   |   |   |   |   |   |   |   |   |   |
| Operating expenses:                                    |   |   |   |   |   |   |   |   |   |   |   |   |
|   Selling, general and administrative        |   |   | 979,541 |   |   |   | 786,612 |   |   |   | 192,929 |   |   |   | 24.5 | % |
|      Total operating expenses |   |   | 979,541 |   |   |   | 786,612 |   |   |   | 192,929 |   |   |   | 24.5 | % |
|                                                   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|      Operating loss           |   |   | (979,541 | ) |   |   | (786,612 | ) |   |   | (192,929 | ) |   |   | 24.5 | % |
|                                                   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|   Other income (expense):                    |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|   Interest income                            |   |   | 5,064 |   |   |   | 2,933 |   |   |   | 2,131 |   |   |   | 72.7 | % |
|   Interest expense-related parties           |   |   | (15,673 | ) |   |   | (13,909 | ) |   |   | 1,764 |   |   |   | 12.7 | % |
|                                                   |   |   | (10,609 | ) |   |   | (10,976 | ) |   |   | (367 | ) |   |   | -3.3 | % |
|                                                   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net loss before income tax                             |   |   | (990,150 | ) |   |   | (797,588 | ) |   |   | (192,562 | ) |   |   | 24.1 | % |
|                                                   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Income tax benefit                                     |   |   | - |   |   |   | 147,912 |   |   |   | (147,912 | ) |   |   | -100.0 | % |
|                                                   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net loss                                               |   | $ | (990,150 | ) |   | $ | (649,676 | ) |   | $ | 340,474 |   |   |   | 52.4 | % |

----

|   | · | the amortization of debt discount of approximately $15,673 and share-based compensation expense of approximately $2,100; |
|--------|--------|--------------------------------------------------------------------------------------------------------------------------|
|   | · | a decrease in prepaid expenses of approximately $317,000; and                                                            |
|   | · | an increase in accounts payable and accrued expenses of approximately $197,000.                                          |

----

| Not applicable. |
|-----------------|

----

----

| Exhibit No.  |   | Description                                                                                                                                                                                                                                          |
|-------------------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|              |   |                                                                                                                                                                                                                                                 |
| 3.1               |   | Certificate of Incorporation of Optionable, Inc., dated February 4, 2000 (incorporated by reference to Exhibit 3(i)(a)to the registrant's Registration Statement on Form SB-2, filed  December 22, 2004, file no. 333-121543 (the "SB-2"). |
|              |   |                                                                                                                                                                                                                                                 |
| 3.2               |   | Certificate of Amendment to the Certificate of Incorporation of Optionable, Inc., dated March 30, 2000 (incorporated by reference to Exhibit 3(i)(b) to the SB-2)                                                                                    |
|              |   |                                                                                                                                                                                                                                                 |
| 3.3               |   | Certificate of Amendment to the Certificate of Incorporation of Optionable, Inc., dated May 31, 2000 (incorporated by reference to Exhibit 3(i)(c) to the SB-2).                                                                                     |
|              |   |                                                                                                                                                                                                                                                 |

----

| 3.4    |   | Certificate of Amendment to the Certificate of Incorporation of Optionable, Inc., dated July 21, 2000 (incorporated by reference to Exhibit 3(i)(d) to the SB-2).                                                                   |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                |
| 3.5    |   |  Corrected Certificate of Amendment to the Certificate of Incorporation of Optionable, Inc., dated January 31, 2003 (incorporated by reference to Exhibit 3(i)(e) to the SB-2).                                                |
|   |   |                                                                                                                                                                                                                                |
| 3.6    |   | Certificate of Amendment to the Certificate of Incorporation of Optionable, Inc., dated June 9, 2004 (incorporated by reference to Exhibit 3(i)(f) to the SB-2).                                                                    |
|   |   |                                                                                                                                                                                                                                |
| 3.7    |   | Amended and Restated By-laws of Optionable, Inc. (incorporated by reference to Exhibit 3(ii) to the SB-2)                                                                                                                           |
|   |   |                                                                                                                                                                                                                                |
| 10.1   |   | Master Services Agreement with Capital Energy Services LLC dated April 1, 2004 including the Consulting Agreement as a part thereof and Addendum, dated October 7, 2004 (incorporatedby reference to Exhibit 10(ii)(a) to the SB-2) |
|   |   |                                                                                                                                                                                                                                |
| 10.2   |   | Addendum to Master Services Agreement (incorporated by reference to Exhibit 10(ii)(b) to the SB-2)                                                                                                                                  |
|   |   |                                                                                                                                                                                                                                |
| 10.3   |   | Amendment to Master Services Agreement (incorporated reference to the registrant's Current Report on Form 8-K, dated as of April 10, 2006)                                                                                          |
|   |   |                                                                                                                                                                                                                                |
| 10.4   |   | Termination Agreement (of Master Service Agreement; incorporated by reference to the registrant's Current Report of Form 8-K, dated as of January 31, 2007)                                                                         |
|   |   |                                                                                                                                                                                                                                |
| 10.5   |   | Options Order Flow Agreement, dated July 1, 2004, between the Company and Intercontinental Exchange, Inc. (incorporated by reference to Exhibit 10(iii)(a) to the SB-2)                                                             |
|   |   |                                                                                                                                                                                                                                |
| 10.6   |   | Superseding Option Order Flow Agreement, dated as of March 2, 2005 (incorporated by reference to Exhibit 10(iii)(b) to the SB-2)                                                                                                    |
|   |   |                                                                                                                                                                                                                                |
| 10.7   |   | Employment Agreement, as amended, between the Company and Edward J. O'Connor (incorporated by reference to Exhibit 10(iv) (a) to the SB-2)                                                                                          |
|   |   |                                                                                                                                                                                                                                |
| 10.8   |   | Optionable, Inc. 2004 Stock Option Plan (incorporated by reference to Exhibit 4.1 to the registrant's Registration Statement on Form S-8, file number 333-129853, as filed on November 21, 2005 (the "S-8")                    |
|   |   |                                                                                                                                                                                                                                |
| 10.9   |   | Form of Incentive Stock Option Agreement(incorporated by reference to Exhibit 4.2 to the S-8)                                                                                                                                       |
|   |   |                                                                                                                                                                                                                                |
| 10.10  |   | Nonstatutory Stock Option Agreement(incorporated by reference to Exhibit 4.3 to the S-8)                                                                                                                                            |
|   |   |                                                                                                                                                                                                                                |
| 10.11  |   | Prepaid Commission Agreement, dated February 3, 2003, between the Company and Mark Nordlicht (incorporated by reference to Exhibit 10(vi) to the SB-2).                                                                             |
|   |   |                                                                                                                                                                                                                                |

----

| 10.12  |   | Revolving Credit Facility Agreement, dated June 5, 2003, between the Company and Platinum ValueArbitrage Fund LP(incorporated by reference to Exhibit  10(vii)(a) to the SB-2)                                   |
|--------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                       |
| 10.13  |   | $500,000 Revolving Promissory Note from the Company to Platinum Value Arbitrage Fund LP dated June 5, 2003 (incorporated by reference to Exhibit 10(vii)(b) to the SB-2)                                                   |
|   |   |                                                                                                                                                                                                                       |
| 10.14  |   | Prepaid Commission Agreement, dated June 9, 2003, between the Company and Platinum Partners Value Arbitrage Fund LLP(incorporated by reference to Exhibit 10(viii) to the SB-2)                                            |
|   |   |                                                                                                                                                                                                                       |
| 10.15  |   | Loan Agreement, dated February 13, 2004, between the Company and Mark Nordlicht (incorporated by  reference to Exhibit 10(ix)(a) to the SB-2)                                                                    |
|   |   |                                                                                                                                                                                                                       |
| 10.16  |   | $250,000 Promissory Note, dated February 13, 2004, from the Company to Mark Nordlicht (incorporated by reference to Exhibit 10(ix)(b) to the SB-2)                                                                         |
|   |   |                                                                                                                                                                                                                       |
| 10.17  |   | $250,000 Promissory Note Extension Agreement, dated September 9, 2004 (incorporated by reference to Exhibit 10(ix)(c) to the SB-2)                                                                                         |
|   |   |                                                                                                                                                                                                                       |
| 10.18  |   | Loan Agreement, dated March 8, 2004, between the Company and Mark Nordlicht (incorporated by  reference to Exhibit 10(x)(a) to the SB-2)                                                                         |
|   |   |                                                                                                                                                                                                                       |
| 10.19  |   | $50,000 Promissory Note, dated March 8, 2004, from the Company to Mark Nordlicht (incorporated by reference to Exhibit 10(x)(b) to the SB-2)                                                                               |
|   |   |                                                                                                                                                                                                                       |
| 10.20  |   | $50,000 Promissory Note Extension Agreement, dated September 9, 2004 (incorporated by reference to Exhibit 10(x)(c) to the SB-2)                                                                                           |
|   |   |                                                                                                                                                                                                                       |
| 10.21  |   | Loan Agreement, dated March 22, 2004, between the Company and Mark Nordlicht (incorporated by reference to Exhibit 10(xi)(a) to the SB-2)                                                                                  |
|   |   |                                                                                                                                                                                                                       |
| 10.22  |   | $5,621,753.18 Promissory Note, dated March 22, 2004, from the Company to Mark Nordlicht (incorporated by reference to Exhibit 10(xi)(b) to the SB-2)                                                                       |
|   |   |                                                                                                                                                                                                                       |
| 10.23  |   | Addendum to Loan Agreement, dated March 22, 2004 (incorporated by reference to Exhibit 10(xi)(c) to the SB-2)                                                                                                              |
|   |   |                                                                                                                                                                                                                       |
| 10.24  |   | Addendum to Promissory Note, dated March 22, 2004 (incorporated by reference to Exhibit 10(xi)(d) to the SB-2)                                                                                                             |
|   |   |                                                                                                                                                                                                                       |
| 10.25  |   | Revolving Credit Facility Agreement, dated April 15, 2004, between the Company and Mark Nordlicht (incorporated by reference to Exhibit 10(xii)(a) to the SB-2)                                                            |
|   |   |                                                                                                                                                                                                                       |
| 10.26  |   | $50,000 Promissory Note, dated April 15, 2004, from the Company to Mark Nordlicht (incorporated by reference to Exhibit 10(xii)(b) to the SB-2)                                                                            |
|   |   |                                                                                                                                                                                                                       |
| 10.27  |   | Warrant Agreement for the Purchase of Common Stock (incorporated by reference to the registrant's Quarterly Report on Form 10-QSB for the quarterly period ended March 31, 2006)                                           |
|   |   |                                                                                                                                                                                                                       |
| 10.28  |   | Service and Repurchase Agreement (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of January 31, 2007                                                                                   |
|   |   |                                                                                                                                                                                                                       |
| 10.29  |   | Code of Business Conduct and Ethics (Incorporated by reference to the registrant’s Form 10-KSB for the fiscal year ended December 31, 2007)                                                                          |
|   |   |                                                                                                                                                                                                                       |
| 10.30  |   | Acquisition Agreement, dated March 23, 2007, between the Company, Peter Holmquist, Douglas Towne, and Joseph McHugh (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of March 23, 2007. |
|   |   |                                                                                                                                                                                                                       |

----

| 10.31  |   | Release, Rescission and Termination Agreement, dated May 18, 2007, by and among Optionable, Inc., Peter Holmquist, Douglas Towne, Joseph McHugh and Nicole Troiani (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of May 18, 2007.                                                                                                                                                                   |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.32  |   | Separation and Release Agreement, dated July 25, 2007, by and among Optionable, Inc., Opex International, Inc., Kevin DeAndrea, Noah Rothblatt, Kevin Brennan and Nicole Troiani. (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of July 25, 2007).                                                                                                                                                  |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.33  |   | Warrant, dated April 10, 2007, issued pursuant to that certain Stock and Warrant Purchase Agreement, dated April 10, 2007, by and among Optionable, Inc., NYMEX Holdings, Inc., Mark Nordlicht, Kevin Cassidy through Pierpont Capital, Inc. and Edward O'Connor through Ridgecrest Capital, Inc. (incorporated by reference to the registrant's Quarterly Report on Form 10-QSB for the quarterly period ended June 30, 2007)       |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.34  |   | Stock and Warrant Purchase Agreement, dated April 10, 2007, by and among Optionable, Inc., NYMEX Holdings, Inc., Mark Nordlicht, Kevin Cassidy through Pierpont Capital, Inc. and Edward O'Connor through Ridgecrest Capital, Inc.(portions of this exhibit are subject to a confidential treatment request) (incorporated by reference to the registrant's Quarterly Report on Form 10-QSB for the quarterly period ended June 30, 2007) |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.35  |   | Investor Rights Agreement, dated April 10, 2007, by and among Optionable, Inc., NYMEX Holdings, Inc., Mark Nordlicht, Kevin Cassidy and Edward O'Connor. (incorporated by reference to  the registrant's Quarterly Report on Form 10-QSB for the quarterly period ended June 30, 2007)                                                                                                                                          |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.36  |   | Waiver, dated April 10, 2007, by and between Optionable, Inc. and Mark Nordlicht, to that certain Loan Agreement, dated March 22, 2004, by and between Optionable, Inc. and Mark Nordlicht. (incorporated by reference to the registrant's Quarterly Report on Form 10-QSB for the quarterly period ended June 30, 2007)                                                                                                                  |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.37  |   | Amended and Restated Employment Agreement, dated April 10, 2007, by and between Optionable, Inc. and Kevin Cassidy. (incorporated by reference to the registrant's Quarterly Report on Form 10-QSB for the quarterly period ended June 30, 2007)                                                                                                                                                                                          |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.38  |   | Registration Rights Agreement, dated April 10, 2007, by and between Optionable, Inc. and NYMEX Holdings, Inc. (incorporated by reference to the registrant's Quarterly Report on Form 10-QSB for the quarterly period ended June 30, 2007)                                                                                                                                                                                                |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.39  |   | Separation and Release Letter, dated November 6, 2007, by and between Optionable, Inc. and Albert Helmig (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of November 6, 2007).                                                                                                                                                                                                                        |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.40  |   | Letter Agreement, dated as of November 26, 2007, by and between Optionable, Inc. and Thomas Burchill. (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of November 26, 2007).                                                                                                                                                                                                                          |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.41  |   | Letter Agreement, dated as of November 26, 2007, by and between Optionable, Inc. and Dov Rauchwerger. (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of November 26, 2007).                                                                                                                                                                                                                          |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.42  |   | Stock Option Agreement, dated as of November 26, 2007, by and between Optionable, Inc. and Thomas Burchill. (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of November 26, 2007).                                                                                                                                                                                                                    |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                      |

----

| 10.43  |   | Stock Option Agreement, dated as of November 26, 2007, by and between Optionable, Inc. and Dov Rauchwerger. (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of November 26, 2007).              |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                |
| 10.44  |   | Separation Agreement between Optionable, Inc. and Edward J. O’Connor dated as of January 28, 2009. (incorporated by reference to the registrant’s Current Report on Form 8-K dated as of February 2, 2009)              |
|   |   |                                                                                                                                                                                                                                |
| 10.45  |   | Employment Agreement between Optionable, Inc. and Thomas Burchill dated as of January 28, 2009(incorporated by reference to the registrant’s Current Report on Form 8-K dated as of February 2, 2009)                         |
|   |   |                                                                                                                                                                                                                                |
| 10.46  |   | Letter Agreement dated as of January 15, 2009 with respect to compensation to Andrew Samaan (incorporated by reference to the registrant’s Current Report on Form 8-K dated as of February 2, 2009)                           |
|   |   |                                                                                                                                                                                                                                |
| 10.47  |   | Settlement and Voting Agreement between Optionable, Inc. and Mark Nordlicht dated as of  February 26, 2009 (incorporated by reference to the registrant’s Current Report on Firm 8-K dated as of February 27, 2009) |
|   |   |                                                                                                                                                                                                                                |
| 10.48  |   | Employment Letter dated May 17, 2010 with respect to compensation to  Brad P. O’Sullivan (incorporated by reference to the registrant’s Current Report on Form 8-K dated as of July 2, 2010)                  |
|   |   |                                                                                                                                                                                                                                |
| 10.49  |   | Stock Option Agreement dated as of November 26, 2007, by and between Optionable, Inc. and Brad P. O’Sullivan (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of July 2, 1010).            |
|   |   |                                                                                                                                                                                                                                |
| 10.50  |   | Indemnification Agreement, by and between Optionable, Inc. and Brad P. O’Sullivan (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of July 2, 1010).                                       |
|   |   |                                                                                                                                                                                                                                |
| 10.51  |   | Indemnification Agreement, by and between Optionable, Inc. and Andrew Samaan (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of July 2, 1010).                                                  |
|   |   |                                                                                                                                                                                                                                |
| 10.52  |   | First Amendment to 2004 Stock Option Plan (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of March 4, 2011).                                                                                    |
|   |   |                                                                                                                                                                                                                                |
| 10.53  |   | Amendment to Stock Option Agreement between Optionable, Inc. and Matthew Katzeff  (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of March 4, 2011).                                  |
|   |   |                                                                                                                                                                                                                                |
| 10.54  |   | Amendment to Stock Option Agreement between Optionable, Inc. Brad O’Sullivan  (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of March 4, 2011).                                |
|   |   |                                                                                                                                                                                                                                |
| 10.55  |   | Amendment to Stock Option Agreement between Optionable, Inc. and Andrew Samaan  (incorporated by reference to the registrant's Current Report on Form 8-K, dated as of March 4, 2011).                                    |
|   |   |                                                                                                                                                                                                                                |
|   |   |                                                                                                                                                                                                                                |
| 31.1*  |   | Certification by Chief Executive Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act                                                                                                                          |
|   |   |                                                                                                                                                                                                                                |
| 31.2*  |   | Certification by Principal Financial Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act                                                                                                                      |
|   |   |                                                                                                                                                                                                                                |
| 32.1*  |   | Certification by Chief Executive Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code                                                     |
|   |   |                                                                                                                                                                                                                                |
| 32.2*  |   | Certification by Principal Financial Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code                                                 |

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| May 12, 2011 |             |                              |
|--------------|------------------|-----------------------------------|
|         |             |                              |
|         | Optionable, Inc. |                              |
|         |             |                              |   |
|         |             |                              |   |
|         | By:              | /s/ Brad P. O’Sullivan |   |
|         |             |                              |   |
|         |             | Brad P. O’Sullivan          |   |
|         |             |                              |   |
|         |             | Chief Executive Officer           |   |
|         |             |                              |   |
|         |             | (Principal Executive Officer)     |   |