SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Heyman Stephen J (Last) (First) (Middle) 15 EAST 5TH STREET, SUITE 3200 (Street) TULSA OK 74103 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol COMPUMED INC [ CMPD ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 05/11/2010
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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
Common Stock	05/11/2010		J(1)		193,720	A	$0	526,594	I	By Boston Avenue Capital LLC
Common Stock								63,500	I	By Yorktown Avenue Capital, LLC

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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

1. Name and Address of Reporting Person* Heyman Stephen J (Last) (First) (Middle) 15 EAST 5TH STREET, SUITE 3200 (Street) TULSA OK 74103 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Boston Avenue Capital LLC (Last) (First) (Middle) 15 EAST 5TH STREET, SUITE 3200 (Street) TULSA OK 74103 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Yorktown Avenue Capital, LLC (Last) (First) (Middle) 15 EAST 5TH STREET, SUITE 3200 (Street) TULSA OK 74103 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Adelson James F (Last) (First) (Middle) 15 EAST 5TH STREET, SUITE 3200 (Street) TULSA OK 74103 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Gillman Charles M (Last) (First) (Middle) 15 EAST 5TH STREET SUITE 2660 (Street) TULSA OK 74103 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Received pursuant to a common stock dividend paid on Issuer's outstanding Class D 2% Convertible Preferred Stock.

Remarks:

This is a joint filing with Mr. Stephen J. Heyman as the designated filer. Also included in this filing are Boston Avenue Capital LLC ("Boston"), Yorktown Avenue Capital, LLC ("Yorktown"), Messrs. James F. Adelson and Charles M. Gillman. Boston and Yorktown have sole direct voting and dispositive power over their respective reported securities. Messrs. Heyman and Adelson are the sole managers of Boston and Yorktown. Messrs. Heyman and Adelson disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. Mr. Gillman is the sole portfolio manager for Boston and Yorktown. Mr. Gillman has the right to vote the investments held by Boston and Yorktown, and may be deemed to be the beneficial owner of the reported securities. Mr. Gillman is a director of the Issuer.

	Paula L. Skidmore, Attorney-in-Fact for each of the Reporting Persons	02/04/2011
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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