Ownership Submission

FORM 5

	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Form 3 Holdings Reported
	Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL 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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1. Name and Address of Reporting Person ^*

LAPENTA ROBERT V

2. Issuer Name and Ticker or Trading Symbol
Revolution Lighting Technologies, Inc. [RVLT]

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

__X__ Director	__X__ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chief Executive Officer

(Last)

(First)

(Middle)

C/O ASTON CAPITAL, LLC, 177 BROAD STREET

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2012

(Street)

STAMFORD, CT 06901

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Reporting
(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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common Stock, par value, $0.001 per share	12/31/2012		G	46,153,692 ⁽¹⁾	D	$ 0	46,153,692	I	By limited liability company ⁽⁴⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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SEC 2270 (9-02)

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 at End of Issuer's Fiscal Year
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Series B Convertible Preferred Stock, par value $0.001 per s

$ 0.13

12/31/2012

2 ⁽¹⁾ ⁽²⁾

⁽²⁾

Common Stock, par value $0.001 per share

153 ⁽²⁾

$ 0

153 ⁽²⁾

By limited liability company ⁽⁴⁾

Series C Convertible Preferred Stock, par value $0.001 per s

$ 0.6889

12/31/2012

10,000 ⁽¹⁾ ⁽³⁾

⁽³⁾

Common Stock, par value $0.001 per share

14,515,894 ⁽³⁾

$ 0

10,000 ⁽³⁾

By limited liability company ⁽⁴⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
LAPENTA ROBERT V C/O ASTON CAPITAL, LLC 177 BROAD STREET STAMFORD, CT 06901	X	X	Chief Executive Officer

Signatures

/s/ Kathleen Chin, Attorney-in-fact		02/12/2013
^**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)	On December 31, 2012, Robert V. LaPenta made two bonafide gifts of membership interests of RVL 1, LLC ("RVL") held by Mr. LaPenta directly. Explanatory note 4 provides a description of the securities of Revolution Lighting Technologies, Inc. (the "Company") held directly by RVL.
(2)	2 shares of Series B Convertible Preferred Stock, par value $0.001 per share (the "Series B Stock") are convertible into 153 shares of common stock, par value $0.001 (the "Common Stock") at anytime at the option of the holder, RVL, at a conversion price of $0.13 per share, subject to certain anti-dilution adjustments, and have no expiration date.
(3)	As of December 31, 2012, the 10,000 shares of Series C Convertible Preferred Stock, par value $0.001 per share (the "Series C Stock") are non-convertible. The Series C Stock is not currently convertible but will become convertible into 14,515,894 shares of Common Stock at any time at the option of the holder RVL, at a conversion price of $0.6889 per share, subject to certain anti-dilution adjustments, after the Company has complied with the requirements of Rule 14c-2 of the Securities Exchange Act of 1934, as amended, with respect to the written consent of the stockholders of the Company, dated as of December 20, 2012, approving the issuance of Common Stock upon conversion of the Series C Stock pursuant to Nasdaq Listing Rule 5635. The Series C Stock has no expiration date.
(4)	As of December 31, 2012, RVL held directly (i) 46,153,692 shares of Common Stock, (ii) 2 shares of Series B Stock and (iii) 10,000 shares of Series C Stock. Aston Capital LLC ("Aston") is the managing member of RVL. Robert V. LaPenta is a member and officer of RVL and a member and officer of Aston. As a result of the foregoing, Mr. LaPenta possesses the power to vote and to direct the disposition of the securities of the Company beneficially owned by RVL and may be deemed to beneficially own such securities. Mr. LaPenta's interest in the securities reported herein is limited to the extent of his pecuniary interest, if any.

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