FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Rooney Patrick G
2. Issuer Name and Ticker or Trading Symbol

POSITRON CORP [ POSC.OB ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

530 OAKMONT LANE
3. Date of Earliest Transaction (MM/DD/YYYY)

11/7/2013
(Street)

WESTMONT, IL 60559
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series H Jr. Conv. Pref. Stock, par value $0.01 per share     (1) 11/7/2013     P      2500000         (1)   (1) Common Stock     (1) $0   7500000   (2) D    

Explanation of Responses:
( 1)  The Series H Junior Convertible Preferred Stock is convertible into shares of common stock at a rate of the number of shares being converted multiplied by $0.10 and divided by 70% of the daily weighted volume average price for the three trading days prior to conversion. The Series H Preferred Stock is entitled to 200 votes per share on all matters which holders of Common Stock are entitled to vote.
( 2)  Does not include 48,181,818 shares of common stock owned directly, 70,000,000 shares of Common Stock issuable upon conversion of 700,000 Series B shares that may be acquired pursuant to options, warrants to purchase 72,500,000 shares of Common Stock, and 20,000,000 shares of Common Stock options pursuant to 2012 Equity Incentive Plan. It also does not include 1,003,300,000 shares of Common Stock held by or convertible to by Solaris Opportunity fund, L.P., over which Mr. Rooney holds voting and dispositive power.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Rooney Patrick G
530 OAKMONT LANE
WESTMONT, IL 60559
X X Chief Executive Officer

Signatures
/s/ Patrick Rooney 11/8/2013
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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