Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

LABORATORY CORP OF AMERICA HOLDINGS

2. Date of Event Requiring Statement (MM/DD/YYYY) 9/24/2014

3. Issuer Name and Ticker or Trading Symbol

LIPOSCIENCE INC [LPDX]

(Last) (First) (Middle)

358 SOUTH MAIN STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director ___ X ___ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)

BURLINGTON, NC 27215

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

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	0 ⁽¹⁾ ⁽²⁾	I	See Footnotes ⁽¹⁾ ⁽²⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		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)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:
( 1)	The Reporting Person is filing this Form 3 solely due to entering into certain Voting Agreements by and among the Reporting Person and certain stockholders of LipoScience, Inc. (the "Voting Agreements"), pursuant to which the Reporting Person was granted an irrevocable proxy to vote 2,709,300 shares of the Issuer's common stock held by such stockholders (the "Issuer Common Stock"). The Voting Agreements were entered into in connection with the Agreement and Plan of Merger, dated September 24, 2014, among the Reporting Person, Bear Acquisition Corp. and the Issuer (the "Merger Agreement"). The Reporting Person disclaims beneficial ownership of the shares of the Issuer Common Stock for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, and the filing of this Form 3 shall not be an admission that the Reporting Person is the beneficial owner for such purposes.
( 2)	For additional information regarding the Voting Agreements and the Merger Agreement, see the Schedule 13D filed by the Reporting Person with the U.S. Securities and Exchange Commission on October 3, 2014.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
LABORATORY CORP OF AMERICA HOLDINGS 358 SOUTH MAIN STREET BURLINGTON, NC 27215		X

Signatures
/s/ F. Samuel Eberts III		10/3/2014
^** 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 control number.