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
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 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*
HARBORVIEW MASTER FUND LP
(Last) (First) (Middle)
850 THIRD AVENUE
SUITE 1801
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ACTIVECARE, INC. [ ACAR.OB ] 		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)
04/01/2010
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 980,000 I See Footnotes(1)(2)(3)(4)
Common Stock 04/01/2010 P 22,357 A $0.55 667,357 D
Common Stock 04/13/2010 P 1,000 A $1.47 668,357 D
Common Stock 04/23/2010 P 5,215 A $1.96 673,572 D
Common Stock 05/05/2010 P 132 A $1.71 673,704 D
Common Stock 05/06/2010 P 5,040 A $1.53 678,744 D
Common Stock 05/07/2010 P 3,329 A $1.29 682,073 D
Common Stock 05/17/2010 P 2,000 A $1,080 684,073 D
Common Stock 05/21/2010 P 9,136 A $1.62 693,209 D
Common Stock 06/18/2010 P 4,000 A $1.04 697,209 D
Common Stock 06/29/2010 P 15,300 A $1.15 712,509 D
Common Stock 06/30/2010 P 2,700 A $1.06 715,209 D
Common Stock 07/06/2010 P 5,000 A $0.91 720,209 D
Common Stock 09/07/2010 P 3,252 A $1.3 723,461 D
Common Stock 09/13/2010 P 4,500 A $1.76 727,961 D
Common Stock 09/14/2010 P 24,000 A $1.55 751,961 D
Common Stock 09/15/2010 P 11,000 A $1.76 762,961 D
Common Stock 09/16/2010 P 10,000 A $1.61 772,961 D
Common Stock 09/20/2010 P 3,000 A $1.51 775,961 D
Common Stock 09/21/2010 P 15,000 A $1.43 790,961 D
Common Stock 09/29/2010 P 38,700 A $1.34 829,661 D
Common Stock 10/05/2010 C 600,000 A (5) 1,429,661 D
Common Stock 10/06/2010 P 3,000 A $1.49 1,432,661 D
Common Stock 10/21/2010 C 480,000 A (6) 1,912,661 D
Common Stock 10/28/2010 S 2,000 D $1.17 1,910,661 D
Common Stock 10/28/2010 P 2,000 A $1.01 1,912,661 D
Common Stock 11/04/2010 P 7,100 A $1.2 1,919,761 D
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
Series A Convertible Preferred Stock $1.75 10/05/2010 C 285,714 09/10/2009 (7) Common Stock 600,000 $0 0 D
Series B Convertible Preferred Stock $1.75 10/21/2010 C 228,571 03/25/2010 (7) Common Stock 480,000 $0 0 D
Class A Warrant $1.75 09/30/2010 J(8) 285,714 09/10/2009 03/24/2015 Common Stock 285,714 $0 0 D
Class B Warrant $1.75 09/30/2010 J(8) 367,347 09/10/2009 03/24/2015 Common Stock 367,347 $0 0 D
Class C Warrant $3 09/30/2010 J(8) 228,571 03/24/2010 03/24/2015 Common Stock 228,571 $0 0 D
Class D Warrant $1 09/30/2010 J(8) 792,080 09/30/2010 09/10/2014 Common Stock 792,080 $0 792,080 D
Class E Warrant $1 09/30/2010 J(8) 277,227 09/30/2010 03/24/2015 Common Stock 277,227 $0 277,227 D
1. Name and Address of Reporting Person*
HARBORVIEW MASTER FUND LP
(Last) (First) (Middle)
850 THIRD AVENUE
SUITE 1801
(Street)
NEW YORK NY 10022
(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*
ROSENBLUM RICHARD
(Last) (First) (Middle)
19 HORIZON DRIVE
(Street)
WAYNE NJ 07470
(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*
STEFANSKY DAVID
(Last) (First) (Middle)
850 THIRD AVENUE
SUITE 1801
(Street)
NEW YORK NY 10022
(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*
Corbran LLC
(Last) (First) (Middle)
19 HORIZON DRIVE
(Street)
WAYNE NJ 07470
(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*
Harborview Advisors, LLC
(Last) (First) (Middle)
850 THIRD AVENUE, SUITE 1801
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. This statement is jointly filed by and on behalf of each of Harborview Master Fund, L.P. ("Harborview Master Fund"), Harborview Advisors, LLC ("Harborview Advisors"), Richard Rosenblum, David Stefansky and The Corbran LLC. Harborview Master Fund, David Stefansky and The Corbran LLC are the record and direct beneficial owners of the securities covered by this statement. Harborview Advisors is the general partner of, and may be deemed to beneficially own securities owned by, Harborview Master Fund. Richard Rosenblum and David Stefansky are the managing members of, and may be deemed to beneficially own securities owned by, Harborview Advisors. Richard Rosenblum is the managing member of, and may be deemed to beneficially own securities owned by, The Corbran LLC.
2. Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
3. Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.
4. Includes 490,000 shares directly beneficially owned by The Corbran LLC and 490,000 shares directly beneficially owned by David Stefansky.
5. The reporting person converted 285,714 shares of its Series A convertible preferred stock on October 5, 2010 into 600,000 shares of common stock.
6. The reporting person converted 228,571 shares of its Series B convertible preferred stock on October 21, 2010 into 480,000 shares of common stock.
7. The Series A convertible preferred stock and Series B convertible preferred stock were convertible into common stock at any time after issuance and had no expiration date.
8. The reporting person amended and restated the Class A Warrant, Class B Warrant and Class C Warrant on September 30, 2010 for the Class D Warrant and Class E Warrant.
Harborview Master Fund, L.P., By: Harborview Advisors, LLC, Its: General Partner, By: /s/ Richard Rosenblum, Name: Richard Rosenblum, Title: Managing Member 12/20/2010
Harborview Advisors, LLC, By: /s/ Richard Rosenblum, Name: Richard Rosenblum, Title: Manageing Member 12/20/2010
The Corbran LLC, By: Richard Rosenblum, Name: Richared Rosenblum, Title: Managing Member 12/20/2010
Richard Rosenblum, /s/ Richard Rosenblum 12/20/2010
David Stefansky, /s/ David Stefansky 12/20/2010
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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