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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* Osborn Keith D. (Last) (First) (Middle) 5671 PEACHTREE-DUNWOODY RD (Street) ATLANTA GA 30342 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Vystar Corp [ VYST ]	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) 05/07/2013
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person 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

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
10% Convertible Promissory Note due May 6, 2015	$0.075	05/07/2013		A		500,000		05/07/2013	05/06/2015	Common Stock	500,000	$0.00	500,000	D
10% Convertible Promissory Note due May 6, 2015	$0.075	05/07/2013		A		1,000,000		05/07/2013	05/06/2015	Common Stock	1,000,000	$0.00	1,000,000	I	By Sound Investment Partners, LLC(1)
Common Stock Warrants (right to buy)	$0.27	05/07/2013		D(2)			30,000	05/12/2011	05/12/2013	Common Stock	30,000	(2)	0	D
Common Stock Warrants (right to buy)	$0.1	05/07/2013		A(2)		30,000		05/07/2013	05/06/2014	Common Stock	30,000	(2)	30,000	D
Common Stock Warrants (right to buy)	$0.27	05/07/2013		D(2)			60,000	03/11/2011	03/12/2013	Common Stock	60,000	(2)	0	I	By Sound Investment Partners, LLC(1)
Common Stock Warrants (right to buy)	$0.1	05/07/2013		A(2)		60,000		05/07/2013	05/06/2014	Common Stock	60,000	(2)	60,000	I	By Sound Investment Partners, LLC(1)
10% Convertible Note due May 12, 2011	$0.27	05/07/2013		D			277,778	05/12/2011	05/12/2013	Common Stock	277,778	(3)	0	D
10% Convertible Note due May 6, 2015	$0.075	05/07/2013		A		1,208,192		05/07/2013	05/06/2015	Common Stock	1,208,192	(3)	1,208,192	D
10% Convertible Note due March 11, 2013	$0.27	05/07/2013		D			555,555	03/11/2011	03/11/2013	Common Stock	555,555	(4)	0(4)	I	By Sound Investment Partners, LLC(1)
10% Convertible Note due May 6, 2015	$0.075	05/07/2013		A		2,502,877		05/07/2013	05/06/2015	Common Stock	2,502,877	(4)	2,502,877	I	By Sound Investment Partners, LLC(1)

Explanation of Responses:

1. The securities are held by Sound Investment Partners, LLC. The reporting person is the Manager of Sound Investment Partners, LLC.

2. The reported transactions involved an amendment of the exercise price and the expiration date of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the grant of a replacement warrant.

3. The reported transactions involved an exchange of a 2011 Convertible Note (the "Original Note") for a 2013 Convertible Note in the principal amount of $90,614.38, representing the principal amount plus accrued interest of the Original Note (the "New Note"). The terms of the New Note include a new conversion price of $0.075 per share.

4. The reported transactions involved an exchange of a 2011 Convertible Note (the "Original Note") for a 2013 Convertible Note in the principal amount of $187,715.75, representing the principal amount plus accrued interest of the Original Note (the "New Note"). The terms of the New Note include a new conversion price of $0.075 per share.

Remarks:

	Keith D. Osborn, M.D.	05/10/2013
	** 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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