SEC Form 3
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*
Tangredi Patricia Kelly

(Last) (First) (Middle)
10416 PONTOFINO CIRCLE

(Street)
TRINITY FL 34655

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/13/2009
3. Issuer Name and Ticker or Trading Symbol
DAIS ANALYTIC CORP [ DLYT.OB ]
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 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 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 Stock 147,800 D
Common Stock 20,000 I By spouse
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: 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
Option - 2000 Incentive Compensation Plan (right to buy) 09/24/2004 09/24/2014 Option - Common Stock 395,000 0.26 D
Option - 2000 Incentive Compensation Plan (right to buy) 05/10/2005 05/10/2015 Option - Common Stock 278,058 0.1 D
Option - 2000 Incentive Compensation Plan (right to buy) 10/01/2005 10/01/2015 Option - Common Stock 140,000 0.1 D
Option - 2000 Incentive Compensation Plan (right to buy) 11/01/2006 11/01/2016 Option - Common Stock 125,000 0.55 D
Option - 2000 Incentive Compensation Plan (right to buy) 08/18/2007 08/18/2017 Option - Common Stock 350,000 0.21 D
Option - 2000 Incentive Compensation Plan (right to buy) 01/30/2008 01/30/2018 Option - Common Stock 300,000 0.21 D
Option - 2000 Incentive Compensation Plan (right to buy) 08/04/2008 08/04/2018 Option - Common Stock 250,000 0.3 D
Option - 2000 Incentive Compensation Plan (right to buy) 09/24/2004 09/24/2014 Option - Common Stock 825,000 0.26 I By Spouse
Option - 2000 Incentive Compensation Plan (right to buy) 05/10/2005 05/10/2015 Option - Common Stock 150,000 0.1 I By Spouse
Option - 2000 Incentive Compensation Plan (right to buy) 10/01/2005 10/01/2015 Option - Common Stock 120,000 0.1 I By Spouse
Option - 2000 Incentive Compensation Plan (right to buy) 05/02/2006 05/02/2016 Option - Common Stock 40,000 0.3 I By Spouse
Option - 2000 Incentive Compensation Plan (right to buy) 11/01/2006 11/01/2016 Option - Common Stock 110,000 0.55 I By Spouse
Option - 2000 Incentive Compensation Plan (right to buy) 02/20/2007 02/20/2017 Option - Common Stock 140,000 0.55 I By Spouse
Option - 2000 Incentive Compensation Plan (right to buy) 08/18/2007 08/18/2017 Option - Common Stock 300,000 0.21 I By Spouse
Option - 2000 Incentive Compensation Plan (right to buy) 01/30/2008 01/30/2018 Option - Common Stock 350,000 0.21 I By Spouse
Option - 2000 Incentive Compensation Plan (right to buy) 08/04/2008 08/04/2018 Option - Common Stock 75,000 0.3 I By Spouse
Warrant (right to buy) 04/08/2008 04/08/2013 Warrant- Common Stock 3,000,000 0.36 I By Spouse
Explanation of Responses:
Remarks:
Exhibit 24 POA. All responses relate to right to buy equity securities.
Scott G. Ehrenberg for Patricia Kelly Tangredi, Attorney-In-Fact 02/18/2009
** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
Exhibit 24



POWER OF ATTORNEY

         KNOWN ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints Timothy N. Tangredi and Scott G. Ehrenberg, and each of them acting alone, as my true and lawful attorneys-in-fact and agents, each with full power of substitution and re-substitution, for and on my behalf and in my name, place and stead, (a) to prepare, execute and file any and all Forms ID, requests, confirmations, and to otherwise obtain access to the EDGAR system of, the Securities and Exchange Commission (the "SEC"), (b) to prepare, execute and timely file with the SEC any and all Forms 3, Forms 4 and/or Forms 5, and any and all amendments or modifications thereto, required to be filed with the SEC under the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, all as amended, and with any stock exchange or similar body relative to my beneficial ownership of and transactions in securities of Dais Analytic Corporation, Inc. (the "Company"), a New York corporation, and (c) to do or cause to be done any and all other acts and things whatsoever as fully and to all intents and purposes which I might or could do in person or which any of the above-named attorneys-in-fact and agents may deem necessary or advisable to be done with respect to such Forms, and any and all amendments or modifications thereto, pursuant to the power granted by this Power of Attorney; hereby approving, ratifying and confirming all acts and things hereafter lawfully done, or cause to be done, by any of the above-named attorneys-in-fact and agents by virtue hereof.

         As an inducement to the above-named persons to act as attorneys-in-fact and agents hereunder, the undersigned hereby agrees (a) to reimburse, defend, indemnify and hold harmless such persons for, from and in respect of any and all liabilities, claims, damages, judgments, settlements, fines, penalties, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) that result from, relate to or arise out of any good faith act or omission of any or all of such persons in connection with the preparation, execution and filing with the SEC of any and all Forms 3, Forms 4 and/or Forms 5, and any amendment or modification thereto, and any other act or thing lawfully done or caused to be done, pursuant to this Power of Attorney, provided that such act or omission does not constitute willful misconduct, and (b) to notify the Company in a timely manner of all transactions in and changes to my beneficial ownership of securities of the Company so as to enable the above-named attorneys-in-fact and agents to act pursuant to this Power of Attorney. The undersigned understands and agrees that the above-named attorneys-in-fact and agents, in serving in such capacities at my request, are not assuming nor is the Company assuming any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 or the rules and regulations promulgated thereunder, all as amended, or with the requirements of any stock exchange or similar body.

         This Power of Attorney shall become effective on the date indicated below and shall continue in full force and effect until the undersigned is no longer required to file any Form 3, Form 4 or Form 5 with the SEC or any stock exchange or similar body, unless the undersigned has earlier revoked this Power of Attorney by a signed writing delivered to each of the above-named attorneys-in-fact and agents.

         IN WITNESS WHEREOF, I have executed this Power of Attorney as of the date set forth below.

                                                                                                      
     
       
Date: February 11, 2009
By:
/s/ Patricia K. Tangredi                                  
    Patricia K. Tangredi