<SUBMISSION>
<ACCESSION-NUMBER>0001181431-12-007404
<TYPE>5
<PUBLIC-DOCUMENT-COUNT>4
<PERIOD>20111231
<FILING-DATE>20120209
<DATE-OF-FILING-DATE-CHANGE>20120209
<ISSUER>
<COMPANY-DATA>
<CONFORMED-NAME>BOINGO WIRELESS INC
<CIK>0001169988
<ASSIGNED-SIC>4899
<IRS-NUMBER>000000000
<STATE-OF-INCORPORATION>DE
</COMPANY-DATA>
<BUSINESS-ADDRESS>
<STREET1>10960 WILSHIRE BLVD., SUITE 800
<CITY>LOS ANGELES
<STATE>CA
<ZIP>90024
<PHONE>310-586-5180
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>10960 WILSHIRE BLVD., SUITE 800
<CITY>LOS ANGELES
<STATE>CA
<ZIP>90024
</MAIL-ADDRESS>
</ISSUER>
<REPORTING-OWNER>
<OWNER-DATA>
<CONFORMED-NAME>MITSUI & CO LTD
<CIK>0000067099
<ASSIGNED-SIC>5172
<FISCAL-YEAR-END>0331
</OWNER-DATA>
<FILING-VALUES>
<FORM-TYPE>5
<ACT>34
<FILE-NUMBER>001-35155
<FILM-NUMBER>12588629
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>2-1 OTEMACHI 1 CHOME
<STREET2>CHIYODA-KU
<CITY>TOKYO
<STATE>M0
<ZIP>100-0004
<PHONE>81-3-3285-7910
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>2-1 OTEMACHI 1 CHOME
<STREET2>CHIYODA-KU
<CITY>TOKYO
<STATE>M0
<ZIP>100-0004
</MAIL-ADDRESS>
</REPORTING-OWNER>
<REPORTING-OWNER>
<OWNER-DATA>
<CONFORMED-NAME>Mitsui & Co. Global Investment Ltd.
<CIK>0001541933
<STATE-OF-INCORPORATION>M0
<FISCAL-YEAR-END>0331
</OWNER-DATA>
<FILING-VALUES>
<FORM-TYPE>5
<ACT>34
<FILE-NUMBER>001-35155
<FILM-NUMBER>12588628
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>NIHON KEIZAI SHIMBUN, TOKYO HEADQUARTERS
<STREET2>8TH FLOOR, 1-3-7 OTEMACHI, CHIYODA-KU
<CITY>TOKYO
<STATE>M0
<ZIP>100-0004
<PHONE>81-03-3285-3124
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>NIHON KEIZAI SHIMBUN, TOKYO HEADQUARTERS
<STREET2>8TH FLOOR, 1-3-7 OTEMACHI, CHIYODA-KU
<CITY>TOKYO
<STATE>M0
<ZIP>100-0004
</MAIL-ADDRESS>
</REPORTING-OWNER>
<REPORTING-OWNER>
<OWNER-DATA>
<CONFORMED-NAME>Mitsui & Co. Principal Investments Ltd.
<CIK>0001541934
<STATE-OF-INCORPORATION>M0
<FISCAL-YEAR-END>0331
</OWNER-DATA>
<FILING-VALUES>
<FORM-TYPE>5
<ACT>34
<FILE-NUMBER>001-35155
<FILM-NUMBER>12588627
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>NIHON KEIZAI SHIMBUN, TOKYO HEADQUARTERS
<STREET2>8TH FLOOR, 1-3-7 OTEMACHI, CHIYODA-KU
<CITY>TOKYO
<STATE>M0
<ZIP>100-0004
<PHONE>81-03-3285-3260
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>NIHON KEIZAI SHIMBUN, TOKYO HEADQUARTERS
<STREET2>8TH FLOOR, 1-3-7 OTEMACHI, CHIYODA-KU
<CITY>TOKYO
<STATE>M0
<ZIP>100-0004
</MAIL-ADDRESS>
<FORMER-NAME>
<FORMER-CONFORMED-NAME>Mitsui & Co. Principal Investmenst Ltd.
<DATE-CHANGED>20120209
</FORMER-NAME>
</REPORTING-OWNER>
<DOCUMENT>
<TYPE>5
<SEQUENCE>1
<FILENAME>rrd333578.xml
<DESCRIPTION>FORM 5
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0304</schemaVersion>

    <documentType>5</documentType>

    <periodOfReport>2011-12-31</periodOfReport>

    <notSubjectToSection16>0</notSubjectToSection16>

    <form3HoldingsReported>1</form3HoldingsReported>

    <form4TransactionsReported>1</form4TransactionsReported>

    <issuer>
        <issuerCik>0001169988</issuerCik>
        <issuerName>BOINGO WIRELESS INC</issuerName>
        <issuerTradingSymbol>WIFI</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0000067099</rptOwnerCik>
            <rptOwnerName>MITSUI &amp; CO LTD</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>2-1, OHTEMACHI 1-CHOME</rptOwnerStreet1>
            <rptOwnerStreet2>CHIYODA-KU</rptOwnerStreet2>
            <rptOwnerCity>TOKYO</rptOwnerCity>
            <rptOwnerState>M0</rptOwnerState>
            <rptOwnerZipCode>100-0004</rptOwnerZipCode>
            <rptOwnerStateDescription>JAPAN</rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001541933</rptOwnerCik>
            <rptOwnerName>Mitsui &amp; Co. Global Investment Ltd.</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>NIHON KEIZAI SHIMBUN, THB</rptOwnerStreet1>
            <rptOwnerStreet2>8TH FLOOR, 1-3-7 OTEMACHI, CHIYODA-KU</rptOwnerStreet2>
            <rptOwnerCity>TOKYO</rptOwnerCity>
            <rptOwnerState>M0</rptOwnerState>
            <rptOwnerZipCode>100-0004</rptOwnerZipCode>
            <rptOwnerStateDescription>JAPAN</rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001541934</rptOwnerCik>
            <rptOwnerName>Mitsui &amp; Co. Principal Investments Ltd.</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>NIHON KEIZAI SHIMBUN, THB</rptOwnerStreet1>
            <rptOwnerStreet2>8TH FLOOR, 1-3-7 OTEMACHI, CHIYODA-KU</rptOwnerStreet2>
            <rptOwnerCity>TOKYO</rptOwnerCity>
            <rptOwnerState>M0</rptOwnerState>
            <rptOwnerZipCode>100-0004</rptOwnerZipCode>
            <rptOwnerStateDescription>JAPAN</rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable>
        <nonDerivativeTransaction>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <transactionDate>
                <value>2011-05-03</value>
            </transactionDate>
            <transactionCoding>
                <transactionFormType>4</transactionFormType>
                <transactionCode>S</transactionCode>
                <equitySwapInvolved>0</equitySwapInvolved>
                <footnoteId id="F1"/>
            </transactionCoding>
            <transactionAmounts>
                <transactionShares>
                    <value>651535</value>
                </transactionShares>
                <transactionPricePerShare>
                    <value>13.5</value>
                </transactionPricePerShare>
                <transactionAcquiredDisposedCode>
                    <value>D</value>
                </transactionAcquiredDisposedCode>
            </transactionAmounts>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>175543</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>I</value>
                </directOrIndirectOwnership>
                <natureOfOwnership>
                    <value>MCVP Holding, Inc.</value>
                    <footnoteId id="F2"/>
                </natureOfOwnership>
            </ownershipNature>
        </nonDerivativeTransaction>
        <nonDerivativeHolding>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <transactionCoding>
                <transactionFormType>3</transactionFormType>
                <footnoteId id="F1"/>
            </transactionCoding>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>3348076</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>I</value>
                </directOrIndirectOwnership>
                <natureOfOwnership>
                    <value>Mitsui &amp; Co. (U.S.A.), Inc.</value>
                    <footnoteId id="F3"/>
                </natureOfOwnership>
            </ownershipNature>
        </nonDerivativeHolding>
        <nonDerivativeHolding>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <transactionCoding>
                <transactionFormType>3</transactionFormType>
                <footnoteId id="F1"/>
            </transactionCoding>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>2520998</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>I</value>
                </directOrIndirectOwnership>
                <natureOfOwnership>
                    <value>Corporate Development Fund of Mitsui &amp; Co. Ltd.</value>
                    <footnoteId id="F4"/>
                </natureOfOwnership>
            </ownershipNature>
        </nonDerivativeHolding>
        <nonDerivativeHolding>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <transactionCoding>
                <transactionFormType>3</transactionFormType>
                <footnoteId id="F1"/>
            </transactionCoding>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>16707</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>I</value>
                </directOrIndirectOwnership>
                <natureOfOwnership>
                    <value>Mitsui &amp; Co. Global Investment, Inc.</value>
                    <footnoteId id="F5"/>
                </natureOfOwnership>
            </ownershipNature>
        </nonDerivativeHolding>
    </nonDerivativeTable>

    <footnotes>
        <footnote id="F1">On May 3, 2011, the date of filing of a Form 3 and a Form 4 by Mitsui &amp; Co. (USA), Inc., Corporate Development Fund of Mitsui &amp; Co. Ltd., Mitsui &amp; Co. Global Investment, Inc. and MCVP Holding, Inc. and on the date hereof, (a) Mitsui &amp; Co. Global Investment, Inc. was and is a wholly owned subsidiary of Mitsui &amp; Co. Global Investment Ltd., which was and is a wholly owned subsidiary of Mitsui &amp; Co. Ltd., (b) Mitsui &amp; Co. (U.S.A.), Inc. and MCVP Holding, Inc. were and are wholly owned subsidiaries of Mitsui &amp; Co. Ltd. and (c) Corporate Development Fund of Mitsui &amp; Co. Ltd. was and is 99% directly owned by Mitsui &amp; Co. Ltd. and 1% directly owned by Mitsui &amp; Co. Principal Investments Ltd., who had and has managing authority over Corporate Development Fund of Mitsui &amp; Co. Ltd.</footnote>
        <footnote id="F2">The reported securities are owned directly by MCVP Holding, Inc.  Mitsui &amp; Co. Ltd. is the direct 100% owner of MCVP Holding, Inc.  Accordingly, Mitsui &amp; Co. Ltd. may be deemed to be the beneficial owner of the shares of Common Stock held by MCVP Holding, Inc.  Mitsui &amp; Co. Ltd. disclaims beneficial ownership with respect to any shares of Common Stock directly owned by MCVP Holding, Inc.</footnote>
        <footnote id="F3">The reported securities are owned directly by Mitsui &amp; Co. (U.S.A.), Inc.   Mitsui &amp; Co. Ltd. is the direct 100% owner of Mitsui &amp; Co. (U.S.A.), Inc. Accordingly, Mitsui &amp; Co. Ltd. may be deemed to be the beneficial owner of the shares of Common Stock held by Mitsui &amp; Co. (U.S.A.), Inc.  Mitsui &amp; Co. Ltd. disclaims beneficial ownership with respect to any shares of Common Stock directly owned by Mitsui &amp; Co. (U.S.A.), Inc.</footnote>
        <footnote id="F4">The reported securities are owned directly by Corporate Development Fund of Mitsui &amp; Co. Ltd.   Corporate Development Fund of Mitsui &amp; Co. Ltd. is 99% directly owned by Mitsui &amp; Co. Ltd. and 1% directly owned by Mitsui &amp; Co. Principal Investments Ltd., who has managing authority over Corporate Development Fund of Mitsui &amp; Co. Ltd. Accordingly, Mitsui &amp; Co. Ltd. and Mitsui &amp; Co. Principal Investments Ltd. may be deemed to be beneficial owners of the shares of Common Stock held by Corporate Development Fund of Mitsui &amp; Co. Ltd.  Mitsui &amp; Co. Ltd. and Mitsui &amp; Co. Principal Investments Ltd. disclaim beneficial ownership with respect to any shares of Common Stock directly owned by Corporate Development Fund of Mitsui &amp; Co. Ltd.</footnote>
        <footnote id="F5">The reported securities are owned directly by Mitsui &amp; Co. Global Investment, Inc., which is a wholly owned subsidiary of Mitsui &amp; Co. Global Investment Ltd., which is a wholly owned subsidiary of Mitsui &amp; Co. Ltd.  Accordingly, Mitsui &amp; Co. Global Investment Ltd. and Mitsui &amp; Co. Ltd. may be deemed to be the beneficial owner of the shares of Common Stock owned by Mitsui &amp; Co. Global Investment, Inc.   Mitsui &amp; Co. Global Investment Ltd. and Mitsui &amp; Co. Ltd. disclaim beneficial ownership with respect to any shares of Common Stock directly owned by Mitsui &amp; Co. Global Investment, Inc.</footnote>
    </footnotes>

    <ownerSignature>
        <signatureName>/s/ Adam R. Walczak as Attorney-in-fact for Mitsui &amp; Co. Ltd.</signatureName>
        <signatureDate>2012-02-09</signatureDate>
    </ownerSignature>

    <ownerSignature>
        <signatureName>/s/ Adam R. Walczak as Attorney-in-fact for Mitsui &amp; Co. Global Investment Ltd.</signatureName>
        <signatureDate>2012-02-09</signatureDate>
    </ownerSignature>

    <ownerSignature>
        <signatureName>/s/ Adam R. Walczak as Attorney-in-fact for MITSUI &amp; CO. PRINCIPAL INVESTMENTS LTD.</signatureName>
        <signatureDate>2012-02-09</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.
<SEQUENCE>2
<FILENAME>rrd298861_337212.htm
<DESCRIPTION>POWER OF ATTORNEY (MITSUI & CO. GLOBAL INVESTMENT LTD.)
<TEXT>
<HTML>
<HEAD>
<TITLE>
rrd298861_337212.html
</TITLE>
</HEAD>
<BODY>
<PRE>

                                POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints
Meredith Ervine, Ronald Fleming, Brian Joe and Adam Walczak with full power of
substitution, as the undersigned's true and lawful attorneys-in-fact to: (1)
prepare, execute in the undersigned's name and on the undersigned's behalf, and
submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID
(Uniform Application for Access Codes to File on EDGAR), including amendments
thereto, and any other documents necessary or appropriate to obtain codes and
passwords enabling the undersigned to make electronic filings with the SEC of
reports required by Section 16(a) of the Securities Exchange Act of 1934 or any
rule or regulation of the SEC; (2) execute for and on behalf of the undersigned,
in the undersigned's capacity as an officer and/or director of Boingo Wireless,
Inc. (the "Company") and/or 10% holder of the Company's capital stock, Forms 3,
4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934
and the rules thereunder; (3) do and perform any and all acts for and on behalf
of the undersigned which may be necessary or desirable to complete and execute
any such Form 3, 4, or 5, complete and execute any amendment or amendments
thereto, and timely file such form with the SEC and any stock exchange or
similar authority; and (4) take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such attorneys-in-fact,
may be of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorneys-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorneys-in-fact may approve in such attorneys-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934. This Power of
Attorney shall remain in full force and effect until the undersigned is no
longer required to file Forms 3, 4, and 5 with respect to the undersigned's
holdings of and transactions in securities issued by the Company, unless
earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 9th day of February, 2012.

/s/ Katsuhiko Oizumi
----------------------------------------
Mitsui & Co. Global Investment Ltd.

</PRE>
</BODY>
</HTML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.1
<SEQUENCE>3
<FILENAME>rrd298861_337216.htm
<DESCRIPTION>POWER OF ATTORNEY (MITSUI & CO. PRINCIPAL INVESTMENT LTD.)
<TEXT>
<HTML>
<HEAD>
<TITLE>
rrd298861_337216.html
</TITLE>
</HEAD>
<BODY>
<PRE>
                                POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints
Meredith Ervine, Ronald Fleming, Brian Joe and Adam Walczak with full power of
substitution, as the undersigned's true and lawful attorneys-in-fact to: (1)
prepare, execute in the undersigned's name and on the undersigned's behalf, and
submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID
(Uniform Application for Access Codes to File on EDGAR), including amendments
thereto, and any other documents necessary or appropriate to obtain codes and
passwords enabling the undersigned to make electronic filings with the SEC of
reports required by Section 16(a) of the Securities Exchange Act of 1934 or any
rule or regulation of the SEC; (2) execute for and on behalf of the undersigned,
in the undersigned's capacity as an officer and/or director of Boingo Wireless,
Inc. (the "Company") and/or 10% holder of the Company's capital stock, Forms 3,
4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934
and the rules thereunder; (3) do and perform any and all acts for and on behalf
of the undersigned which may be necessary or desirable to complete and execute
any such Form 3, 4, or 5, complete and execute any amendment or amendments
thereto, and timely file such form with the SEC and any stock exchange or
similar authority; and (4) take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such attorneys-in-fact,
may be of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorneys-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorneys-in-fact may approve in such attorneys-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney
shall remain in full force and effect until the undersigned is no longer
required to file Forms 3, 4, and 5 with respect to the undersigned's holdings
of and transactions in securities issued by the Company, unless earlier revoked
by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 9th day of February, 2012.

Mitsui & Co. Principal Investments Ltd.

/s/ Masumi Kawahara
----------------------------------------
By: Masumi Kawahara
President & CEO

</PRE>
</BODY>
</HTML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.2
<SEQUENCE>4
<FILENAME>rrd298861_337217.htm
<DESCRIPTION>POWER OF ATTORNEY (MITSUI & CO. LTD.)
<TEXT>
<HTML>
<HEAD>
<TITLE>
rrd298861_337217.html
</TITLE>
</HEAD>
<BODY>
<PRE>
                                POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints
Meredith Ervine, Ronald Fleming, Brian Joe and Adam Walczak with full power of
substitution, as the undersigned's true and lawful attorneys-in-fact to: (1)
prepare, execute in the undersigned's name and on the undersigned's behalf, and
submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID
(Uniform Application for Access Codes to File on EDGAR), including amendments
thereto, and any other documents necessary or appropriate to obtain codes and
passwords enabling the undersigned to make electronic filings with the SEC of
reports required by Section 16(a) of the Securities Exchange Act of 1934 or any
rule or regulation of the SEC; (2) execute for and on behalf of the undersigned,
in the undersigned's capacity as an officer and/or director of Boingo Wireless,
Inc. (the "Company") and/or 10% holder of the Company's capital stock, Forms 3,
4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934
and the rules thereunder; (3) do and perform any and all acts for and on behalf
of the undersigned which may be necessary or desirable to complete and execute
any such Form 3, 4, or 5, complete and execute any amendment or amendments
thereto, and timely file such form with the SEC and any stock exchange or
similar authority; and (4) take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such attorneys-in-fact,
may be of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorneys-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorneys-in-fact may approve in such attorneys-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934. This Power of
Attorney shall remain in full force and effect until the undersigned is no
longer required to file Forms 3, 4, and 5 with respect to the undersigned's
holdings of and transactions in securities issued by the Company, unless
earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 9th day of February, 2012.

/s/ M. Kasahara
----------------------------------------
Mitsui & Co. Ltd.

</PRE>
</BODY>
</HTML>
</TEXT>
</DOCUMENT>
</SUBMISSION>
