UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Deer Valley Corporation 

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

244196101 

(CUSIP Number)

Shad Stastney

Vicis Capital LLC

445 Park Avenue, Suite 1901

New York, NY 10022

(212) 909-4600 

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

March 30, 2012

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Item 1.    Security and Issuer

The securities to which this Schedule 13D (the “Schedule”) relates are shares of common stock, par value $0.001 per share (the “Common Stock”), of Deer Valley Corporation (the “Issuer”). The address of the Issuer’s principal executive offices is 3111 West Dr. Martin Luther King Blvd., Suite 100, Tampa, FL 33607.

Item 2.    Identity and Background

Pursuant to General Instruction C of Schedule 13D, the following information is being provided with respect to each member of Vicis (the “Insiders”):

Members of Vicis Capital, LLC

The business address of each of the Insiders is 445 Park Avenue, Suite 1901, New York, NY 10022. To Vicis’s knowledge, each of the Insiders is a United States citizen, and none of the Insiders has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), nor has any Insider been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3. Source and Amount of Funds or Other Consideration

The Fund previously acquired (i) 13,406,749 shares of Common Stock; (ii) 22,463 shares of the Issuer’s Series C Convertible Preferred Stock (the “Series C Preferred Stock”); and (iii) 1,000,000 shares of the Issuer’s Series E Convertible Preferred Stock (the “Series E Preferred Stock”).

On January 6, 2011, Vicis Capital Master Fund entered into a Securities Option and Right of First Refusal Agreement (the “2011 Option Agreement") with a private party (the “Optionee”). Pursuant to the 2011 Option Agreement, the Fund granted the Optionee an option to purchase from the Fund all, but not less than all, of the following: (i) 13,406,749 shares of the Issuer's Common Stock; (ii) 22,463 shares of the Issuer's Series C Convertible Preferred Stock; and (iii) 1,000,000 shares of the Issuer's Series E Convertible Preferred Stock (the “Securities”). On March 31, 2012, the 2011 Option Agreement expired pursuant to its terms prior to being exercised by the Optionee.

On March 30, 2012, the Fund entered into a Common Stock Redemption Agreement and a Securities Redemption Agreement (collectively, the “Redemption Agreements”) and an Option Agreement (the “2012 Option Agreement”) with the Issuer. Pursuant to the Redemption Agreements and the 2012 Option Agreement, for aggregate consideration of $2,999,040 the Issuer redeemed from the Fund: (a) 22,463 shares of Series C Preferred Stock; (b) 1,000,000 shares of Series E Preferred Stock; and (c) 1,096,291 shares of Common Stock; and the Fund granted the Issuer an option, exercisable immediately, to purchase from the Fund all of the Fund’s remaining shares of Common Stock (the “Option”). The Option expires on March 31, 2013. Upon the Issuer’s exercise of the Option, the Issuer shall pay the Fund an aggregate exercise price of (i) $5,300,000 if the Option is exercised before June 1, 2012; (ii) $6,300,000 if the Option is exercised between June 2, 2012 and August 1, 2012; (iii) $6,800,000 if the Option is exercised between August 2, 2012 and December 1, 2012; or (iv) $7,300,000 if the Option is exercised between December 2, 2012 and June 1, 2013.

As a result of the foregoing transactions, Vicis is deemed to own 12,310,458 shares of Common Stock.

Item 4. Purpose of Transaction.

Vicis, on behalf of the Fund, acquired the Common Stock for investment purposes in the ordinary course of its business pursuant to specified investment objectives of the Fund.

On November 22, 2010, Mr. Shad Stastney was appointed to the Issuer's board of directors. Mr. Stastney is the Chief Operating Officer and Head of Research for Vicis Capital, LLC, a company he jointly founded in 2004. Mr. Stastney also jointly founded Victus Capital Management LLC in 2001. From 1998 through 2001, Mr. Stastney worked with the corporate equity derivatives origination group of Credit Suisse First Boston, eventually becoming a Director and Head of the Hedging and Monetization Group, a joint venture between derivatives and equity capital markets. In 1997, he joined Credit Suisse First Boston’s then-combined convertible/equity derivative origination desk. From 1994 to 1997, he was an associate at the law firm of Cravath, Swaine and Moore in New York, in their tax and corporate groups, focusing on derivatives. He graduated from the University of North Dakota in 1990 with a B.A. in Political Theory and History, and from the Yale Law School in 1994 with a J.D. degree focusing on corporate and tax law. Mr. Stastney is currently a director of several public companies.

Vicis and representatives of Vicis and the Fund have had discussions with senior management of the Issuer and may in the future have such discussions concerning ways in which the Issuer could maximize shareholder value.

Except as set forth in Item 3 (including without limitation with respect to the Option) and this Item 4, Vicis has no present plan or proposal that relates to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D, but will continue to review this position based upon further developments.

As permitted by law, Vicis and/or the Fund may purchase shares of Common Stock or other securities convertible, exchangeable or exercisable into Common Stock or dispose of any or all of such securities from time to time in the open market, in privately negotiated transactions, or otherwise, depending upon future evaluation of the Issuer and upon other developments, including general economic and stock market conditions.

Item 5. Interest in Securities of the Issuer

The foregoing 12,310,458 shares of Common Stock represent approximately 72.4% of the Issuer’s outstanding Common Stock (based upon 16,993,606 shares of Common Stock outstanding at March 15, 2012, as reported by the Issuer in its Annual Report on Form 10-K filed with the SEC on March 23, 2012 for the year ended December 31, 2011, and 12,310,458 shares of Common Stock deemed to be beneficially owned by Vicis).

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

The information set forth in Items 3 and 4 is hereby incorporated by reference in this Item 6.

Item 7. Material to Be Filed as Exhibits

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.

VICIS CAPITAL LLC

Date

* Executed pursuant to the authorization of the members of Vicis Capital LLC attached as Attachment A to the Schedule 13D/A previously filed with the SEC by Vicis Capital LLC with respect to the Amacore Group, Inc. on October 1, 2009.