SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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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)	2. Date of Event Requiring Statement (Month/Day/Year) 03/14/2007	3. Issuer Name and Ticker or Trading Symbol COMPUMED INC [ CMPD ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year) 03/29/2007
			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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Stock Purchase Warrant dated 3/12/2007 (right to buy)	03/12/2007	03/12/2012	Common Stock	4,167,000(1)	$0.3	D

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* 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 Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The number of shares of underlying common stock was previously reported as 4,166,500 shares by Boston Avenue Capital LLC on its Form 3/A dated March 29, 2007. This amendment is filed to correct the discrepancy.

Remarks:

This is a joint filing with Boston Avenue Capital LLC ("Boston") as the designated filer. Also included in this filing are Yorktown Avenue Capital, LLC ("Yorktown"), and Mr. Charles M. Gillman. Boston and Yorktown have sole direct voting and dispositive power over their respective reported securities. Mr. Gillman is the 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 became a Director of the Issuer on February 15, 2008, and continues to serve. Value Fund Advisors, LLC, is no longer a beneficial owner of the reported securities. Exhibit List 24.1 Power of Attorney, dated December 2, 2009, by Boston Avenue Capital LLC 24.2 Power of Attorney, dated December 2, 2009, by Yorktown Avenue Capital, LLC 24.3 Power of Attorney, dated December 2, 2009, by Charles M. Gillman

	Paula L. Skidmore, Attorney-in-Fact for each of the Reporting Persons	02/03/2010
	** 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 5 (b)(v).
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