Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
GINOLA LTD
   2. Issuer Name and Ticker or Trading Symbol
EMAGIN CORP [EMAN] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O OGIER FIDUCIARY SERVICES LIMITED, ST. HELIER		 3. Date of Earliest Transaction (Month/Day/Year)
12/22/2008
(Street)

JERSEY CHANNEL ISLANDS JE49 WG		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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
Common Stock               574,357 D  
Common Stock               276,084 I By Rainbow Gate Corporation (1)
Common Stock               284,736 I By Crestflower Corporation (2)
Common Stock               57,372 I By Chelsea Trust Company, as Trustee (2)
Common Stock               65,080 I By Mount Union Corp. (2)

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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 Underlying Securities
(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 of Derivative Security: 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
Amended and Restated 8% Secured Convertible Note $ 0.75 (3) 12/22/2008   H(4)     1,070,667 07/21/2006 12/22/2008 Common Stock 1,070,667 $ 803,000 (4) 0 D  
Series B Convertible Preferred Shares $ 0.75 (3) 12/22/2008   P(4)   803   12/22/2008   (3)(4) Common Stock 1,070,667 $ 1,000 (3) 803 D  
Amended and Restated 8% Secured Convertible Note $ 0.75 (3) 12/22/2008   H(4)     937,333 07/21/2006 12/22/2008 Common Stock 937,333 $ 703,000 (4) 0 I By Rainbow Gate Corporation (1)
Series B Convertible Preferred Stock $ 0.75 (3) 12/22/2008   P(4)   703   12/22/2008   (3)(4) Common Stock 937,333 $ 1,000 (3) 703 I By Rainbow Gate Corporation (1)
Stock Purchase Warrants (right to buy) $ 1.03 (5)               (5)   (5) Common Stock 746,666   746,666 D  
Stock Purchase Warrants (right to buy) $ 2.5 (6)               (6)   (6) Common Stock 29,742   29,742 D  
Stock Purchase Warrants (right to buy) $ 1.13 (7)               (7)   (7) Common Stock 120,193   120,193 D  
Stock Purchase Warrants (right to buy) $ 1.03 (5)               (5)   (5) Common Stock 653,333   653,333 I By Rainbow Gate Corporation (1)
Stock Purchase Warrants (right to buy) $ 2.5 (6)               (6)   (6) Common Stock 29,742   29,742 I By Rainbow Gate Corporation (1)
Stock Purchase Warrants (right to buy) $ 10 (8)               (8)   (8) Common Stock 54,545   54,545 I By Rainbow Gate Corporation (1)
Stock Purchase Warrants (right to buy) $ 1.13 (7)               (7)   (7) Common Stock 120,193   120,193 I By Crestflower Corporation (2)
Stock Purchase Warrants (right to buy) $ 2.5 (6)               (6)   (6) Common Stock 32,540   32,540 I By Mount Union Corp. (2)
Stock Purchase Warrants (right to buy) $ 10 (8)               (8)   (8) Common Stock 27,273   27,273 I By Chelsea Trust Company, as Trustee (2)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GINOLA LTD
C/O OGIER FIDUCIARY SERVICES LIMITED
ST. HELIER
JERSEY CHANNEL ISLANDS JE49 WG		     X    

Signatures

 /s/ Jonathan White, Director of Ginola Limited   12/24/2008
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) These securities are owned by Rainbow Gate Corporation. The sole shareholder of the Reporting Person is also the sole shareholder of Rainbow Gate Corporation.
(2) These securities are owned solely by Crestflower Corporation, Mount Union Corp., and Chelsea Trust Company Limited, as trustee, as indicated. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities.
(3) The shares of Series B Convertible Preferred Stock have the rights and preferences set forth on the Certificate of Designations of Series B Convertible Preferred Stock filed with the Secretary of State for the State of Delaware on December 19, 2008. The Series B Convertible Preferred Stock has a stated value of $1,000 per share and currently has a conversion price of $0.75 per share.
(4) Pursuant to the terms of the Exchange Agreement entered into with the Issuer on December 22, 2008, the unpaid principal and interest on its Amended and Restated 8% Senior Secured Convertible Note Due 2008 purchased pursuant to the Note Purchase Agreement, dated July 21, 2006, as amended on July 23, 2007, as part of a private placement with the Issuer, was exchanged into shares of Series B Convertible Preferred Stock. This exchange is being reported above as the cancellation of such Note and acquisition of the Series B Convertible Preferred Stock.
(5) The warrants to purchase Issuer's Common Stock have an exercise price of $1.03, are exercisable immediately, and will expire on July 21, 2011.
(6) The warrants to purchase Issuer's Common Stock are exercisable immediately, will expire on April 25, 2010, and had an exercise price of $3.45 per share, but due to the Issuer's execution of Amendment No. 3 to the Loan and Security Agreement with Moriah Capital, LP and the Issuer's execution of the Securities Purchase Agreement with Stillwater LLC and the Issuer's execution of the Exchange Agreement with the Reporting Person, Rainbow Gate Corporation and Navacorp III LLC, the warrants were re-priced to $2.50 per share in accordance with the terms of the original warrant.
(7) The warrants to purchase Issuer's Common Stock are exercisable immediately, will expire on April 2, 2013 and originally had an exercise price of $1.30 per share, but due to the Issuer's execution of Amendment No. 3 to the Loan and Security Agreement with Moriah Capital, LP and the Issuer's execution of the Securities Purchase Agreement with Stillwater LLC and the Issuer's execution of the Exchange Agreement with the Reporting Person, Rainbow Gate Corporation and Navacorp III LLC, the warrants were re-priced to $1.13 per share in accordance with the terms of the original warrant.
(8) The warrants to purchase Issuer's Common Stock have an exercise price of $10.00 per share, are exercisable immediately and will expire on October 20, 2010.

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