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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1. Name and Address of Reporting Person *   FLEXPOINT FUND II, L.P. 2. Date of Event Requiring Statement (Month/Day/Year) 10/11/2013 3. Issuer Name and Ticker or Trading Symbol JetPay Corp [JTPY] (Last) (First) (Middle) C/O FLEXPOINT FORD, LLC, 676 N. MICHIGAN AVE. STE. 3300 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) CHICAGO, IL 60611 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ 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)

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
Series A Preferred Stock	  (1)	  (1)	Common Stock	33,333	$ 3 (2) (3)	D (4)	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
FLEXPOINT FUND II, L.P. C/O FLEXPOINT FORD, LLC 676 N. MICHIGAN AVE. STE. 3300 CHICAGO, IL 60611	Â	  X	Â	Â
FLEXPOINT MANAGEMENT II, L.P. C/O FLEXPOINT FORD, LLC 676 N. MICHIGAN AVE. STE. 3300 CHICAGO, IL 60611	Â	  X	Â	Â
FLEXPOINT ULTIMATE MANAGEMENT II, LLC C/O FLEXPOINT FORD, LLC 676 N. MICHIGAN AVE. STE. 3300 CHICAGO, IL 60611	Â	  X	Â	Â
EDWARDS DONALD J C/O FLEXPOINT FORD, LLC 676 N. MICHIGAN AVE. STE. 3300 CHICAGO, IL 60611	  X	  X	Â	Â

Signatures

FLEXPOINT FUND II, L.P., By: Flexpoint Management II, L.P., Its: General Partner, By: Flexpoint Ultimate Management II, LLC, Its: General Partner, By: /s/ Donald J. Edwards, Name: Donald J. Edwards, Its: Manager		10/21/2013
**Signature of Reporting Person		Date
FLEXPOINT MANAGEMENT II, L.P., By: Flexpoint Ultimate Management II, LLC, Its: General Partner, By: /s/ Donald J. Edwards, Name: Donald J. Edwards, Its: Manager		10/21/2013
**Signature of Reporting Person		Date
FLEXPOINT ULTIMATE MANAGEMENT II, LLC, By: /s/ Donald J. Edwards, Name: Donald J. Edwards, Its: Manager		10/21/2013
**Signature of Reporting Person		Date
By: /s/ Donald J. Edwards, Donald J. Edwards		10/21/2013
**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)	The Series A Preferred Stock is convertible into Common Stock. The Series A Preferred Stock is subject to the terms and conditions of that certain Securities Purchase Agreement, among JetPay Corporation and Flexpoint Fund II, L.P., dated as of August 22, 2013 ("Purchase Agreement"), and that certain Certificate of Designation governing the Series A Preferred Stock.
(2)	Flexpoint Fund II, L.P. is the direct owner of 33,333 shares of Series A Preferred Stock, which are convertible at the current conversion price of $3.00 into approximately 3,333,300 shares of Common Stock.
(3)	The holders of the Series A Preferred Stock may convert shares of Series A Preferred Stock at any time, in whole or in part, into a number of shares of Common Stock equal to the quotient determined by dividing (i) the original issue price of $300 per share of Series A Preferred Stock, by (ii) the conversion price, then in effect ("Conversion Price"). The initial Conversion Price is $3.00, but if at any time after the Initial Closing, subject to certain exceptions, JetPay Corporation issues shares of Common Stock or securities convertible or exercisable into Common Stock below the then-applicable conversion price, the conversion price will be adjusted downward; additionally, pursuant to the Purchase Agreement, the Series A Preferred Stock is also subject to downward adjustment in the case of indemnification claims made by Flexpoint Fund II, L.P. against JetPay Corporation. The Conversion Price is also subject to customary anti-dilution adjustments.
(4)	The Series A Preferred Stock is held directly by Flexpoint Fund II, L.P. The general partner of Flexpoint Fund II, L.P is Flexpoint Management II, L.P., of which the general partner is Flexpoint Ultimate Management II, LLC. The sole managing member of Flexpoint Ultimate Management II, LLC is Donald J. Edwards. Each of Flexpoint Management II, L.P., Flexpoint Ultimate Management II, LLC and Donald J. Edwards has disclaimed beneficial ownership of such shares of Series A Prefered Stock, except to the extent of its or his pecuniary interest therein.

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