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 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 *
Lurker Nancy
  2. Issuer Name and Ticker or Trading Symbol
PDI INC [PDII]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO
(Last)
(First)
(Middle)
C/O PDI INC., MORRIS CORPORATE CENTER 1,, BUILDING A, 300 INTERPACE PARKWAY
3. Date of Earliest Transaction (Month/Day/Year)
11/05/2014
(Street)

PARSIPPANY, NJ 07054
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 (1)               433,403 D  
Common Stock (2) 11/05/2014   P   27,500 A $ 1.7359 460,903 I By IRA
Common Stock (2) 11/05/2014   P   27,500 A $ 1.7483 488,403 I By IRA
Common Stock (2) 11/05/2014   P   500 A $ 1.72 488,903 I By Self as Custodian for Daughter
Common Stock (2) 11/05/2014   P   500 A $ 1.7199 489,403 I By Self as Custodian for Daughter
Common Stock (2) 11/06/2014   P   1,000 A $ 1.6 490,403 I By Spouse

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
Stock Appreciation Rights $ 5.03               (3) 03/01/2015 Common Stock 58,902   58,902 D  
Stock Appreciation Rights $ 6.41               (4) 01/31/2017 Common stock 111,684   170,586 D  
Stock Appreciation Rights $ 5.44               (5) 04/04/2018 Common Stock 141,700   312,286 D  
Stock Appreciation Rights $ 5.1               (6) 02/26/2019 Common Stock 177,665   489,951 D  
Stock Appreciation Rights $ 5.1               (7) 02/26/2019 Common Stock 188,165   678,116 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Lurker Nancy
C/O PDI INC., MORRIS CORPORATE CENTER 1,
BUILDING A, 300 INTERPACE PARKWAY
PARSIPPANY, NJ 07054
  X     CEO  

Signatures

 Nancy S. Lurker   11/07/2014
**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) Includes 50,702 restricted shares of common stock that vest on January 31, 2015, 51,320 restricted shares of common stock that vest on April 4, 2016, and 63,177 restricted shares of common stock that vest on February 26, 2017.
(2) Open-market purchase
(3) Currently exercisable.
(4) Stock appreciation rights that are currently two-thirds vested and the remaining one-third vest on 1/31/15.
(5) Stock appreciation rights that vest one-third on each of 4/4/14, 4/4/15, and 4/4/16.
(6) Stock appreciation rights that vest one-third on each of 2/26/15, 2/26/16, and 2/26/17.
(7) Performance contingent stock appreciation rights ("SARs"). The SARs vest 36,496 on 2/26/15, 64,460 on 2/26/16, and 87,209 on 2/27/17. The SARs are only exercisable if the performance conditions are met.

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