Form: 3/A

Initial statement of beneficial ownership of securities

September 13, 2012

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  GASPARINI ROBERT P
 2. Date of Event Requiring Statement (Month/Day/Year)
05/02/2011		 3. Issuer Name and Ticker or Trading Symbol
NEOGENOMICS INC [NGNM.OB]
(Last)
(First)
(Middle)
C/O NEOGENOMICS, INC., 12701 COMMONWEALTH DRIVE SUITE 9		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Scientific Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
05/02/2011
(Street)

FORT MYERS, FL US 33913		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
Common Stock 33,155 (3)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
Stock Option (right to buy) 01/03/2005 01/03/2015 Common Stock 575,000 $ 0.25 D  
Stock Option (right to buy) 02/13/2007 02/12/2017 Common Stock 100,000 $ 1.47 D  
Stock Option (right to buy) 03/12/2008(1) 03/12/2015 Common Stock 584,000 $ 0.8 D  
Stock Option (right to buy) 12/31/2009(2) 02/01/2016 Common Stock 150,000 $ 0.62 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GASPARINI ROBERT P
C/O NEOGENOMICS, INC.
12701 COMMONWEALTH DRIVE SUITE 9
FORT MYERS, FL US 33913		   X     Chief Scientific Officer  

Signatures

/s/ Robert P Gasparini 09/13/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) On March 12, 2008 Mr. Gasparini was granted an option to purchase 784,000 shares. The first vesting and exercisable date was March 12, 2008. On this date 24,000 options vested and then there was to be 45 additional monthly vesting of 8,000 shares for a total of 384,000 options. Included in this grant were 400,000 non-qualified options with an initial vesting on March 12, 2008. From this grant 200,000 options were cancelled. In terms of the remaining 200,000 non-qualified options, 100,000 options are vested and exercisable.
(2) On February 2, 2009 Mr. Gasparini was granted an option to purchase 200,000 shares. These were performance options which vest based on various milestones. To date 50,000 shares are vested and exercisable, 50,000 shares have been cancelled and 100,000 shares are unvested.
(3) The initial Form 3 filing was misstated and there were certain directly owned shares which should have not been included on the initial ownership filing. Therefore their were 33,155 shares on May 2, 2011.

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