UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 SCHEDULE 13G
                    Under the Securities Exchange Act of 1934

                              Graphon Corporation
                               (Name of Issuer)

                            	 Common Stock
                        (Title of Class of Securities)

                                  388707101
                                (CUSIP Number)

                              December 31, 2011
             (Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

[ ] Rule 13d-1(b)

[ ] Rule 13d-1(c)

[X] Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.


The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).




                               CUSIP No. 388707101


       1.    Names of Reporting Person
             I.R.S. Identification Nos. of above person

             David R. Wilmerding, III

       2.    Check the Appropriate Box if a Member Of a Group

             [ ] (a)
             [ ] (b)

       3.    SEC Use Only

       4.    Citizenship or Place of Organization

             United States

      		 5.  Sole Voting Power: 7,500,000
Number of
Shares           6.  Shared Voting Power: 0
Beneficially
Owned by         7.  Sole Dispositive Power:  7,500,000
Each Reporting
Person With      8.  Shared Dispositive Power: 0

       9.    Aggregate Amount Beneficially Owned by Each Reporting Person

             7,500,000

       10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

       11.   Percent of Class Represented by Amount in Row (9)

	     7.15%

       12.   Type of Reporting Person

	     IN



Item 1. (a)  Issuer

	     Graphon Corporation

        (b)  Address of Issuer's Principal Executive Offices:

	     5400 Soquel Avenue, Suite A2
	     Santa Cruz, CA  95062

Item 2. (a)  Name of Person Filing:

             David R. Wilmerding, III

        (b)  Address of Principal Business Offices, or, if None, Residence:

             2 Hamill Road, Suite 272
             Baltimore, MD 21210

        (c)  Citizenship:

             Please refer to Item 4 on each cover sheet for each filing person

        (d)  Title of Class of Securities:

             Common Stock

        (e)  CUSIP Number: 388707101

Item 3.  If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or
        (c), Check Whether the Person Filing is a:

        (a) |_| Broker or dealer registered under section 15 of the Act;

        (b) |_| Bank as defined in section 3(a)(6) of the Act;

        (c) |_| Insurance company as defined in section 3(a)(19) of the Act;

        (d) |_| Investment company registered under section 8 of the
	        Investment Company Act of 1940;

        (e) |_| An investment adviser in accordance with 13d-1(b)(1)(ii)(E);

        (f) |_| An employee benefit plan or endowment fund in accordance
		with 13d-1(b)(1)(ii)(F);

        (g) |_| A parent holding company or control person in accordance
		with 13d- 1(b)(1)(ii)(G);

        (h) |_| A savings associations as defined in Section 3(b) of the
                Federal Deposit Insurance Act (12 U.S.C. 1813);

        (i) |_| 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;

	(j) |_| A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);

	(k) |_| Group, in accordance with Rule 13d-1(b)(1)(ii)(J).


	Not Applicable.

Item 4.  Ownership

         Please see Items 5 - 9 and 11 on each cover sheet for each
	 Reporting Person

Item 5.  Ownership of Five Percent or Less of a Class

         Not Applicable

Item 6.  Ownership of More than Five Percent on Behalf of Another Person

	 Not Applicable




Item 7.  Identification and Classification of the Subsidiary Which Acquired the
         Security Being Reported on By the Parent Holding Company

         Not Applicable

Item 8.  Identification and Classification of Members of the Group

         Not Applicable

Item 9.  Notice of Dissolution of Group

         Not Applicable

Item 10. Certification

         By signing below I certify that, to the best of my knowledge and
belief,the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.





                                    SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.

Date:  January 13, 2012

                                       By: /s/ David R. Wilmerding, III
                                       --------------------------
                                       Name: David R. Wilmerding, III