<SUBMISSION>
<ACCESSION-NUMBER>0001181431-12-007452
<TYPE>4
<PUBLIC-DOCUMENT-COUNT>5
<PERIOD>20120207
<FILING-DATE>20120209
<DATE-OF-FILING-DATE-CHANGE>20120209
<REPORTING-OWNER>
<OWNER-DATA>
<CONFORMED-NAME>MITSUI & CO USA INC
<CIK>0001283674
<STATE-OF-INCORPORATION>NY
<FISCAL-YEAR-END>0331
</OWNER-DATA>
<FILING-VALUES>
<FORM-TYPE>4
<ACT>34
<FILE-NUMBER>001-35155
<FILM-NUMBER>12588726
</FILING-VALUES>
<MAIL-ADDRESS>
<STREET1>200 PARK AVE
<STREET2>STE 600
<CITY>NEW YORK
<STATE>NY
<ZIP>10166-0130
</MAIL-ADDRESS>
<FORMER-NAME>
<FORMER-CONFORMED-NAME>MITUSI CO USA INC
<DATE-CHANGED>20040315
</FORMER-NAME>
</REPORTING-OWNER>
<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
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<MAIL-ADDRESS>
<STREET1>10960 WILSHIRE BLVD., SUITE 800
<CITY>LOS ANGELES
<STATE>CA
<ZIP>90024
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<REPORTING-OWNER>
<OWNER-DATA>
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<FILING-VALUES>
<FORM-TYPE>4
<ACT>34
<FILE-NUMBER>001-35155
<FILM-NUMBER>12588727
</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>
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<STATE-OF-INCORPORATION>DE
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<FILING-VALUES>
<FORM-TYPE>4
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<FILE-NUMBER>001-35155
<FILM-NUMBER>12588725
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>200 PARK AVE., 36TH FL
<CITY>NEW YORK
<STATE>NY
<ZIP>10166
<PHONE>212-878-4066
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>200 PARK AVE., 36TH FL
<CITY>NEW YORK
<STATE>NY
<ZIP>10166
</MAIL-ADDRESS>
</REPORTING-OWNER>
<REPORTING-OWNER>
<OWNER-DATA>
<CONFORMED-NAME>Mitsui & Co. Global Investment, Inc.
<CIK>0001519520
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
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<FILING-VALUES>
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<FILE-NUMBER>001-35155
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<BUSINESS-ADDRESS>
<STREET1>200 PARK AVE.
<CITY>NEW YORK
<STATE>NY
<ZIP>10166
<PHONE>858-436-8000
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<MAIL-ADDRESS>
<STREET1>200 PARK AVE.
<CITY>NEW YORK
<STATE>NY
<ZIP>10166
</MAIL-ADDRESS>
</REPORTING-OWNER>
<REPORTING-OWNER>
<OWNER-DATA>
<CONFORMED-NAME>Corporate Development Fund of Mitsui & Co., Ltd.
<CIK>0001519555
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
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<FORM-TYPE>4
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<FILM-NUMBER>12588728
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<BUSINESS-ADDRESS>
<STREET1>200 PARK AVE.
<CITY>NEW YORK
<STATE>NY
<ZIP>10166
<PHONE>858-436-8000
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>200 PARK AVE.
<CITY>NEW YORK
<STATE>NY
<ZIP>10166
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<REPORTING-OWNER>
<OWNER-DATA>
<CONFORMED-NAME>Mitsui & Co. Global Investment Ltd.
<CIK>0001541933
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<FILING-VALUES>
<FORM-TYPE>4
<ACT>34
<FILE-NUMBER>001-35155
<FILM-NUMBER>12588723
</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>4
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<FILE-NUMBER>001-35155
<FILM-NUMBER>12588722
</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>4
<SEQUENCE>1
<FILENAME>rrd333576.xml
<DESCRIPTION>FORM 4
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0304</schemaVersion>

    <documentType>4</documentType>

    <periodOfReport>2012-02-07</periodOfReport>

    <notSubjectToSection16>0</notSubjectToSection16>

    <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>
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    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001283674</rptOwnerCik>
            <rptOwnerName>MITSUI &amp; CO USA INC</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>200 PARK AVE</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>NEW YORK</rptOwnerCity>
            <rptOwnerState>NY</rptOwnerState>
            <rptOwnerZipCode>10166</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
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    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001457994</rptOwnerCik>
            <rptOwnerName>MCVP Holding, Inc.</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>200 PARK AVE</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>NEW YORK</rptOwnerCity>
            <rptOwnerState>NY</rptOwnerState>
            <rptOwnerZipCode>10166</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
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    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001519555</rptOwnerCik>
            <rptOwnerName>Corporate Development Fund of Mitsui &amp; Co., 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>
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    </reportingOwner>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001519520</rptOwnerCik>
            <rptOwnerName>Mitsui &amp; Co. Global Investment, Inc.</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>535 MIDDLEFIELD ROAD</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>MENLO PARK</rptOwnerCity>
            <rptOwnerState>CA</rptOwnerState>
            <rptOwnerZipCode>94025</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
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    </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>
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            <isOther>0</isOther>
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    </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>
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            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable>
        <nonDerivativeTransaction>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <transactionDate>
                <value>2012-02-07</value>
            </transactionDate>
            <transactionCoding>
                <transactionFormType>4</transactionFormType>
                <transactionCode>S</transactionCode>
                <equitySwapInvolved>0</equitySwapInvolved>
            </transactionCoding>
            <transactionAmounts>
                <transactionShares>
                    <value>680</value>
                </transactionShares>
                <transactionPricePerShare>
                    <value>8.9808</value>
                    <footnoteId id="F1"/>
                </transactionPricePerShare>
                <transactionAcquiredDisposedCode>
                    <value>D</value>
                </transactionAcquiredDisposedCode>
            </transactionAmounts>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>16027</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>I</value>
                </directOrIndirectOwnership>
                <natureOfOwnership>
                    <value>Mitsui &amp; Co. Global Investment, Inc.</value>
                    <footnoteId id="F3"/>
                    <footnoteId id="F5"/>
                    <footnoteId id="F6"/>
                </natureOfOwnership>
            </ownershipNature>
        </nonDerivativeTransaction>
        <nonDerivativeTransaction>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <transactionDate>
                <value>2012-02-07</value>
            </transactionDate>
            <transactionCoding>
                <transactionFormType>4</transactionFormType>
                <transactionCode>S</transactionCode>
                <equitySwapInvolved>0</equitySwapInvolved>
            </transactionCoding>
            <transactionAmounts>
                <transactionShares>
                    <value>7144</value>
                </transactionShares>
                <transactionPricePerShare>
                    <value>8.9808</value>
                    <footnoteId id="F1"/>
                </transactionPricePerShare>
                <transactionAcquiredDisposedCode>
                    <value>D</value>
                </transactionAcquiredDisposedCode>
            </transactionAmounts>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>168399</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>I</value>
                </directOrIndirectOwnership>
                <natureOfOwnership>
                    <value>MCVP Holding, Inc.</value>
                    <footnoteId id="F4"/>
                    <footnoteId id="F5"/>
                    <footnoteId id="F6"/>
                </natureOfOwnership>
            </ownershipNature>
        </nonDerivativeTransaction>
        <nonDerivativeTransaction>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <transactionDate>
                <value>2012-02-08</value>
            </transactionDate>
            <transactionCoding>
                <transactionFormType>4</transactionFormType>
                <transactionCode>S</transactionCode>
                <equitySwapInvolved>0</equitySwapInvolved>
            </transactionCoding>
            <transactionAmounts>
                <transactionShares>
                    <value>987</value>
                </transactionShares>
                <transactionPricePerShare>
                    <value>9.1513</value>
                    <footnoteId id="F2"/>
                </transactionPricePerShare>
                <transactionAcquiredDisposedCode>
                    <value>D</value>
                </transactionAcquiredDisposedCode>
            </transactionAmounts>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>15040</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>I</value>
                </directOrIndirectOwnership>
                <natureOfOwnership>
                    <value>Mitsui &amp; Co. Global Investment, Inc.</value>
                    <footnoteId id="F3"/>
                    <footnoteId id="F5"/>
                    <footnoteId id="F6"/>
                </natureOfOwnership>
            </ownershipNature>
        </nonDerivativeTransaction>
        <nonDerivativeTransaction>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <transactionDate>
                <value>2012-02-08</value>
            </transactionDate>
            <transactionCoding>
                <transactionFormType>4</transactionFormType>
                <transactionCode>S</transactionCode>
                <equitySwapInvolved>0</equitySwapInvolved>
            </transactionCoding>
            <transactionAmounts>
                <transactionShares>
                    <value>10370</value>
                </transactionShares>
                <transactionPricePerShare>
                    <value>9.1513</value>
                    <footnoteId id="F2"/>
                </transactionPricePerShare>
                <transactionAcquiredDisposedCode>
                    <value>D</value>
                </transactionAcquiredDisposedCode>
            </transactionAmounts>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>158029</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>I</value>
                </directOrIndirectOwnership>
                <natureOfOwnership>
                    <value>MCVP Holding, Inc.</value>
                    <footnoteId id="F4"/>
                    <footnoteId id="F5"/>
                    <footnoteId id="F6"/>
                </natureOfOwnership>
            </ownershipNature>
        </nonDerivativeTransaction>
    </nonDerivativeTable>

    <footnotes>
        <footnote id="F1">The prices reported in Column 4 are weighted average prices.  The shares were sold in multiple transactions at prices ranging from $8.87 to $9.04, inclusive.  The reporting person undertakes to provide to Boingo Wireless, Inc., any security holder of Boingo Wireless, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.</footnote>
        <footnote id="F2">The prices reported in Column 4 are weighted average prices. The shares were sold in multiple transactions at prices ranging from $9.00 to $9.45, inclusive.  The reporting person undertakes to provide to Boingo Wireless, Inc., any security holder of Boingo Wireless, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.</footnote>
        <footnote id="F3">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.</footnote>
        <footnote id="F4">The reported securities are owned directly by MCVP Holding, Inc., which is a wholly owned subsidiary of Mitsui &amp; Co. Ltd.  Accordingly, Mitsui &amp; Co. Ltd. may be deemed to be the beneficial owner of the shares of Common Stock owned by MCVP Holding, Inc.</footnote>
        <footnote id="F5">Mitsui &amp; Co. Ltd. is the direct 100% owner of Mitsui &amp; Co. (U.S.A.), Inc., who directly owns 3,348,076 shares of Common Stock.  Corporate Development Fund of Mitsui &amp; Co. Ltd., who directly owns 2,520,998 shares of Common Stock, 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. Principal Investments Ltd., Mitsui &amp; Co. Global Investment Ltd. and Mitsui &amp; Co. Ltd. may be deemed to be the beneficial owners of the shares of Common Stock held by Mitsui &amp; Co. (U.S.A.), Inc., MCVP Holding, Inc., Corporate Development Fund of Mitsui &amp; Co. Ltd and Mitsui &amp; Co. Global Investment, Inc., but each disclaims beneficial ownership of such securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities, except to the extent of its pecuniary interests therein. (continued in footnote 6)</footnote>
        <footnote id="F6">Mitsui &amp; Co. (U.S.A.), Inc., MCVP Holding, Inc., Corporate Development Fund of Mitsui &amp; Co. Ltd and Mitsui &amp; Co. Global Investment, Inc. may be deemed to beneficially own the securities held by each other but disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities, except to the extent of their pecuniary interests therein.</footnote>
    </footnotes>

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

    <ownerSignature>
        <signatureName>/s/ Adam Walczak as Attorney-in-fact for Mitsui &amp; Co. (U.S.A.), Inc.</signatureName>
        <signatureDate>2012-02-09</signatureDate>
    </ownerSignature>

    <ownerSignature>
        <signatureName>/s/ Adam Walczak as Attorney-in-fact for MCVP Holding, Inc.</signatureName>
        <signatureDate>2012-02-09</signatureDate>
    </ownerSignature>

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

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

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

    <ownerSignature>
        <signatureName>/s/ Adam 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-24.1
<SEQUENCE>2
<FILENAME>rrd298859_337175.htm
<DESCRIPTION>POWER OF ATTORNEY FOR KENICHI KIMURA
<TEXT>
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rrd298859_337175.html
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<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/ Kenichi Kimura
-----------------------------------
Mitsui & Co. Global Investment, Inc.

</PRE>
</BODY>
</HTML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.2
<SEQUENCE>3
<FILENAME>rrd298859_337176.htm
<DESCRIPTION>POWER OF ATTORNEY FOR M. KASAHARA
<TEXT>
<HTML>
<HEAD>
<TITLE>
rrd298859_337176.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
---------------------
MCVP Holding, Inc.

</PRE>
</BODY>
</HTML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.3
<SEQUENCE>4
<FILENAME>rrd298859_337177.htm
<DESCRIPTION>POWER OF ATTORNEY FOR MASUMI KAWAHARA
<TEXT>
<HTML>
<HEAD>
<TITLE>
rrd298859_337177.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.

Corporate Development Fund of Mitsuit & Co., Ltd.
By: Mitsui & Co. Principal Investments Ltd.,
       Its General Partner

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

</PRE>
</BODY>
</HTML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.4
<SEQUENCE>5
<FILENAME>rrd298859_337178.htm
<DESCRIPTION>POWER OF ATTORNEY FOR SHIGEYUKI TOYA
<TEXT>
<HTML>
<HEAD>
<TITLE>
rrd298859_337178.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/ Shigeyuki Toya
-------------------------------
Mitsui & Co. (U.S.A.) Inc.

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