Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 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 *
  Broadway Fred
2. Date of Event Requiring Statement (Month/Day/Year)
09/05/2012
3. Issuer Name and Ticker or Trading Symbol
CardioNet, Inc. [BEAT]
(Last)
(First)
(Middle)
227 WASHINGTON ST, STE 210
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP-Marketing
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

CONSHOHOCKEN, PA 19428
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 35,077 (1)
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) 12/15/2009 06/29/2019 Common 40,000 $ 16.59 D  
Stock Option (right to buy)   (3) 08/12/2019 Common 10,000 $ 6.95 D  
Stock Option (right to buy)   (2) 05/10/2020 Common 4,158 $ 8.79 D  
Stock Option (right to buy)   (2) 03/04/2021 Common 9,238 $ 4.67 D  
Stock Option (right to buy)   (3) 03/04/2021 Common 30,000 $ 4.67 D  
Stock Option (right to buy)   (2) 02/21/2022 Common 26,963 $ 2.8 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Broadway Fred
227 WASHINGTON ST, STE 210
CONSHOHOCKEN, PA 19428
      SVP-Marketing  

Signatures

/s/ Peter Ferola by Power of Attorney 09/06/2012
**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) Represents shares of the Issuer's common stock underlying restricted stock units (RSUs) awarded to the Reporting Person. The RSUs will vest in full on the third anniversary of the grant date, subject to accelerated vesting upon certain terminations of employment following certain corporate transactions involving the Issuer. The shares of common stock underlying the RSUs will be issued when the RSUs vest.
(2) The shares shall vest at the rate of twenty-five percent (25%) on December 31 and on each of the first, second, and third anniversaries of the Vest Commencement Date, provided that the Optionholder remains in continuous service through the applicable vesting date.
(3) Twenty-five (25%) of the shares subject to the option shall vest in four equal annual installments commencing on the first anniversary of the grant date.

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