x
|
Rule
13d-1(b)
|
|
o
|
Rule
13d-1(c)
|
|
o
|
Rule
13d-1(d)
|
Number
of
Shares
Bene-ficially
Owned
by
Each
Report-
ing
Person
With
|
5)
Sole voting power
|
4,624,015
|
6)
Shared voting power
|
None
|
|
7)
Sole dispositive power
|
4,624,015
|
|
8)
Shared dispositive power
|
None
|
(See
Instructions) o
|
Item
1(a)
|
Name
of Issuer:
|
Deer
Valley Corp.
|
|
Item
1(b)
|
Address
of Issuer’s Principal Executive Offices:
|
3111
West Dr. Martin Luther King Blvd., Suite 100
|
|
Tampa,
Florida 33607
|
|
Item
2(a)
|
Name
of Person Filing:
|
Vicis
Capital LLC
|
|
Item
2(b)
|
Address
of Principal Business Office or, if none, Residence:
|
445
Park Avenue, 16th Floor
|
|
New
York, NY 10022
|
|
Item
2(c)
|
Citizenship:
|
Vicis
Capital LLC is a Delaware limited liability company
|
|
Item
2(d)
|
Title
of Class of Securities:
|
Common
Stock, $0.001 par value per share
|
|
Item
2(e)
|
CUSIP
Number:
|
244196101
|
(a)
|
o
|
Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o).
|
(b)
|
o
|
Bank
as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
|
(c)
|
o
|
Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c).
|
(d)
|
o
|
Investment
company registered under section 8 of the Investment Company Act
(15
U.S.C. 80a-8).
|
(e)
|
x
|
An
investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E).
|
(f)
|
o
|
An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F).
|
(g)
|
o
|
A
parent holding company or control plan, in accordance with
§240.13d-1(b)(1)(ii)(G). (Note: See Item 7).
|
(h)
|
o
|
A
savings association as defined in section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813).
|
(i)
|
o
|
A
church plan that is excluded from the definition of an investment
company
under section 3(c)(14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3)
|
(j)
|
o
|
Group,
in accordance with
§240.13d-1(b)(1)(ii)(J).
|
(a)
|
Amount
Beneficially Owned:
|
All
4,624,015 shares reported on this Schedule are
held directly by Vicis Capital Master Fund, for which Vicis Capital
LLC
acts as investment advisor. Vicis Capital LLC may be deemed to
beneficially own such 4,624,015
shares within the meaning of Rule 13d-3 of the Securities Exchange
Act of 1934, as amended, by virtue of the voting and dispositive
power
over such shares granted by Vicis Capital Master Fund to Vicis Capital
LLC. The
voting and dispositive power granted to Vicis Capital LLC by Vicis
Capital
Master Fund may
be revoked at any time.
Vicis
Capital LLC disclaims beneficial ownership of any shares reported
on this
Schedule.
|
(b)
|
Percent
of Class:
|
37.2%.
Based upon 12,438,848 shares outstanding at November 7, 2008, as
reported
by Deer Valley Corp. in its Quarterly Report on Form 10-Q for the
period
ended September 30, 2008.
|
(c)
|
Number
of shares as to which such person has:
|
VICIS
CAPITAL LLC
|
|
/s/
Keith W. Hughes
|
|
Keith
W. Hughes
|
|
Chief
Financial Officer
|