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March
3, 2009
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(Date
of Event Which Requires Filing of this
Statement)
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[ ]
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Rule
13d-1(b)
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[x]
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Rule
13d-1(c)
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[ ]
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Rule
13d-1(d)
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CUSIP
NO. 701354102
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Page
2 of 6
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1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
The
Pinnacle Fund, L.P., a Texas limited partnership
75-2512784
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||||
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)¨
(b)þ
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3
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SEC
USE ONLY
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||||
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Texas
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||||
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
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5
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SOLE
VOTING POWER
3,003,966
shares of Common Stock
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6
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SHARED
VOTING POWER
0
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||||
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7
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SOLE
DISPOSITIVE POWER
3,003,966
shares of Common Stock
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||||
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8
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SHARED
DISPOSITIVE POWER
0
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||||
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,003,966
shares of Common Stock
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||||
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
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¨
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|||
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.2%
(See Item 4)
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12
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TYPE
OF REPORTING PERSON
PN
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CUSIP
NO. 701354102
|
Page
3 of 6
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1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Barry
M. Kitt
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||||
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2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)¨
(b)þ
|
|||
|
3
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SEC
USE ONLY
|
||||
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
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||||
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
3,003,966
shares of Common Stock
|
|||
|
6
|
SHARED
VOTING POWER
0
|
||||
|
7
|
SOLE
DISPOSITIVE POWER
3,003,966
shares of Common Stock
|
||||
|
8
|
SHARED
DISPOSITIVE POWER
0
|
||||
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,003,966
shares of Common Stock
|
||||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
¨
|
|||
|
11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.2%
(See Item 4)
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||||
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12
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TYPE
OF REPORTING PERSON
IN
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||||
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CUSIP
NO. 701354102
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Page
4 of 6
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Item
1(a).
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Name
of Issuer:
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ParkerVision,
Inc. (the "Issuer")
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Item
1(b).
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Address
of Issuer's Principal Executive Offices:
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7915
Baymeadows Way, Ste 400
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Jacksonville,
Florida 32256
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Items
2(a),
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Name of Persons Filing,
Address of Principal
Business Office and
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(b)
and (c).
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Citizenship:
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This
Schedule 13G is being filed on behalf of The Pinnacle Fund, L.P. and Barry
M. Kitt, as joint filers (collectively, the "Reporting
Persons").
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The
Reporting Persons have entered into a Joint Filing Agreement, a copy of
which is filed with this Schedule 13G as Exhibit 1, pursuant to which the
Reporting Persons have agreed to file this Schedule 13G jointly in
accordance with the provisions of Rule 13d-1(k) of the Securities Exchange
Act of 1934, as amended.
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The
principal business office of the Reporting Persons is 4965 Preston Park
Blvd., Suite 240, Plano, TX 75093. For citizenship, see Item 4
of each cover page.
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Item
2(d).
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Title
of Class of Securities:
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Common
Stock, par value $.01 per share (the "Common Stock")
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Item
2(e).
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CUSIP
Number:
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701354102
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Item
3.
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Not
applicable
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Item
4.
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Ownership.
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(a)
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Amount beneficially
owned:
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3,003,966
shares of Common Stock*
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(b)
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Percent of
class:
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Based
on 32,728,408 shares of Common Stock of the Issuer outstanding as
of March 3, 2009, the Reporting Persons hold approximately 9.2%*
of the Common Stock of the
Issuer.
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CUSIP
NO. 701354102
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Page
5 of 6
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(c)
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Number of shares to which such person
has:
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(i)
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Sole
power to vote or direct the vote: 3,003,966 shares of Common
Stock*
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(ii)
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Shared
power to vote or direct the vote: 0
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(iii)
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Sole
power to dispose or to direct the disposition of: 3,003,966
shares of Common Stock*
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(iv)
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Shared
power to dispose of or direct the disposition
of: 0
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*This
statement is filed on behalf of The Pinnacle Fund, L.P. (“Pinnacle”) and
Barry M. Kitt. Pinnacle Advisers, L.P. (“Advisers”) is the general
partner of Pinnacle. Pinnacle Fund Management, LLC (“Management”) is
the general partner of Advisers. Mr. Kitt is the sole member of
Management. Mr. Kitt may be deemed to be the beneficial owner
of the shares of Common Stock beneficially owned by Pinnacle.
Mr. Kitt expressly disclaims beneficial ownership of all shares
of Common Stock beneficially owned by Pinnacle.
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Item
5.
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Ownership
of Five Percent or Less of a Class.
|
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Not
applicable
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another Person.
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Not
applicable
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported By the Parent Holding Company.
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Not
applicable
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Item
8.
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Identification
and Classification of Members of the Group.
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Not
applicable
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Item
9.
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Notice
of Dissolution of a Group.
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Not
applicable
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Item
10.
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Certification.
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By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of
the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose
or effect.
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CUSIP
NO. 701354102
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Page
6 of 6
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Dated:
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March
4, 2009
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THE
PINNACLE FUND, L.P.
|
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By:
Pinnacle Advisers, L.P., its general partner
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By:
Pinnacle Fund Management, LLC, its general partner
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By:
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/s/
Barry M. Kitt
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Barry
M. Kitt, its sole member
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/s/
Barry M. Kitt
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Barry
M. Kitt
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