Cusip No. 93041P100
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13G
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Page 2 of 7 Pages
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1.
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NAME OF REPORTING PERSON
Mark N. Tompkins
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
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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
2,252,514 (1) |
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6.
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SHARED VOTING POWER
N/A |
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7.
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SOLE DISPOSITIVE POWER
2,252,514 (1) |
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8.
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SHARED DISPOSITIVE POWER
N/A |
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,252,514 (1) |
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.4% (2) |
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12.
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TYPE OF REPORTING PERSON
IN |
(1)
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Includes warrants to purchase 288,888 shares of common stock of the Issuer.
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(2)
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Based on 41,350,201 shares outstanding on April 22, 2011, the date for which share ownership is reported in the Issuer’s 10-K for the year ended December 31, 2010.
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Cusip No. 93041P100
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13G
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Page 3 of 7 Pages
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1.
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NAME OF REPORTING PERSON
Laffin Ventures Corporation (3)
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
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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
None |
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6.
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SHARED VOTING POWER
None |
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7.
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SOLE DISPOSITIVE POWER
None |
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8.
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SHARED DISPOSITIVE POWER
None |
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
None |
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0% (3) |
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12.
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TYPE OF REPORTING PERSON
CO |
(3)
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Laffin Ventures Corporation (“Laffin”), formerly wholly owned by Mark N. Tompkins and the beneficial holder of shares of Issuer’s common stock, was dissolved on July 31, 2009 and the shares of Issuer’s common stock held by Laffin were distributed to and are reported herein as owned directly by Mr. Tompkins.
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Cusip No. 93041P100
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13G
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Page 4 of 7 Pages
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Item 1(a).
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Name of Issuer: Wafergen Bio-systems, Inc.
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Item 1(b).
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Address of Issuer’s Principal Executive Offices: 7400 Paseo Padre Parkway, Fremont, CA 94538
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Item 2(a).
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Name of Person Filing: Mark N. Tompkins
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Item 2(b).
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Address of Principal Business Office or, if none, Residence: c/o Gottbetter & Partners, LLP, 488 Madison Avenue, 12th Floor, New York, NY 10022
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Item 2(c).
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Citizenship: Canadian
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Item 2(d).
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Title of Class of Securities: Common Stock
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Item 2(e).
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CUSIP Number: 93041P100
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Item 2(a).
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Name of Person Filing: Laffin Ventures Corporation (Dissolved July 31, 2009)
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Item 2(b).
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Address of Principal Business Office or, if none, Residence: c/o Gottbetter & Partners, LLP, 488 Madison Avenue, 12th Floor, New York, NY 10022
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Item 2(c).
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Citizenship: Florida
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Item 2(d).
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Title of Class of Securities: Common Stock
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Item 2(e).
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CUSIP Number: 93041P100
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Item 3.
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If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
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(a)
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o
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Broker or dealer registered under Section 15 of the Exchange Act;
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(b)
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o
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Bank as defined in Section 3(a)(6) of the Exchange Act;
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(c)
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o
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Insurance company as defined in Section 3(a)(19) of the Exchange Act;
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(d)
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o
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Investment Company registered under Section 8 of the Investment Company Act;
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(e)
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o
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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
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(f)
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o
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An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
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(g)
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o
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A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
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(h)
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o
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
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(i)
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o
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A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
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(j)
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o
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A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
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(k)
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o
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Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
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Cusip No. 93041P100
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13G
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Page 5 of 7 Pages
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Item 4.
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Ownership:
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(a)
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Amount beneficially owned: 2,252,514
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(b)
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Percent of Class: 5.4%
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(c)
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Number of shares as to which such person has:
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(i)
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sole power to vote or to direct the vote: See Item 5 of Cover Page.
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(ii)
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shared power to vote or to direct the vote: See Item 6 of Cover Page.
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(iii)
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sole power to dispose or to direct the disposition of: See Item 7 of Cover Page.
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(iv)
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shared power to dispose or to direct the disposition of: See Item 8 of Cover Page.
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Item 5.
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Ownership of Five Percent or Less of a Class:
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person: N/A
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Item 7.
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Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company: N/A
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Item 8.
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Identification and Classification of Members of the Group: N/A
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Item 9.
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Notice of Dissolution of Group: N/A
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(i)
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Laffin Ventures Corporation (“Laffin”), formerly wholly owned by Mark N. Tompkins and the beneficial holder of shares of Issuer’s common stock, was dissolved on July 31, 2009 and the shares of Issuer’s common stock held by Laffin were distributed to and are reported herein as owned directly by Mr. Tompkins.
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Cusip No. 93041P100
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13G
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Page 6 of 7 Pages
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Item 10.
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Certification:
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Dated: May 9, 2011 | ||||
/s/ Mark N. Tompkins
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Mark N. Tompkins
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Laffin Ventures Corporation (Dissolved)
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By: Mark N. Tompkins
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/s/ Mark N. Tompkins
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Cusip No. 93041P100
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13G
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Page 7 of 7 Pages
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Dated: May 9, 2011 | ||||
/s/ Mark N. Tompkins
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Mark N. Tompkins
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Laffin Ventures Corporation (Dissolved)
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By: Mark N. Tompkins
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/s/ Mark N. Tompkins
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