X0303 4 2009-11-16 0001065754 VIKING SYSTEMS INC VKNG 0001274432 HUGHES J WINDER C/O FOCUS FUND PO BOX 389 PONTE VEDRA FL 32004 0 0 0 1 Please See Remark (A) Common Stock 2009-11-16 4 S 0 20000 .76 D 4195189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 20000 .83 D 4175189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 20000 .87 D 4155189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 20000 .87 D 4135189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 40000 .94 D 4095189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 40000 .92 D 4055189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 50000 .92 D 4005189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 40000 .96 D 3965189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 40000 1.02 D 3925189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 50000 .98 D 3875189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 40000 .95 D 3835189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 20000 .90 D 3815189 I The Focus Fund L.P. Common Stock 2009-11-16 4 S 0 20000 .86 D 3795189 I The Focus Fund L.P. Warrants .18 2013-01-03 Common Stock 2804124 D Such shares were sold pursuant to the volume restrictions of Rule 144. All such shares are held by The Focus Fund, L.P. Mr. Hughes is the managing member of The Focus Fund and, as such, shares the power to direct the vote and disposition of these shares. Mr. Hughes disclaims beneficial ownership of these shares. These warrants were previously granted and Mr. Hughes disclaims beneficial ownership of the warrants as these warrants contain a provision which would prohibit the holder thereof from exercising such warrants to the extent that, upon such exercise, such holder, together with its affiliates, would beneficially hold more than 4.99% of the total number of shares of Common Stock then issued and outstanding (determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended), unless such holder shall have provided the Issuer with 61 days' notice of the holder's waiver of such provisions. Accordingly, although the warrant has an exercise price of January 4, 2008, based on the number of shares of Common Stock held by the Reporting Persons as of the date hereof, such warrants are not presently exercisable. (A) Mr. Hughes resigned from the company's board of directors and all committees of the board, effective November 2, 2009. /s/ J. Winder Hughes 2009-11-20