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 *
HENDERSON J SHERMAN III
   2. Issuer Name and Ticker or Trading Symbol
BEACON ENTERPRISE SOLUTIONS GROUP INC [BEAC.OTC] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1961 BISHOP LANE, SUITE 101		 3. Date of Earliest Transaction (Month/Day/Year)
12/20/2007
(Street)

LOUISVILLE, KY US 40218		 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 12/20/2007   A   1,000,000 A $ 1 1,000,000 D  
Common Stock 12/20/2007   A   30,000 A $ 1 1,030,000 I Beneficially owned through LANJK.
Common Stock 03/01/2010   P   5,000 A $ 1.29 1,035,000 D  

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
Bridge Warrants (1) $ 1 02/15/2008(1)   A   120,000   02/15/2008 06/30/2012 Common Stock 120,000 $ 1 120,000 I Benefically owned through SHEND LLC.
Bridge Warrants (1) $ 1 09/09/2009   P     120,000 09/09/2009 06/30/2012 Common Stock 120,000 $ 1 0 I Benefically owned through SHEND LLC.
Equity Financing Arrangement Warrants (3) $ 1 01/28/2008   A   10,000   01/28/2008 01/28/2013 Common Stock 10,000 $ 1 10,000 I Benefically owned through SHEND LLC.
Equity Financing Arrangement Warrants (3) $ 1 02/28/2008   A   10,000   02/28/2008 02/28/2013 Common Stock 10,000 $ 1 20,000 I Benefically owned through SHEND LLC.
Equity Financing Arrangement Warrants (3) $ 1 03/07/2008   A   5,000   03/07/2008 03/07/2013 Common Stock 5,000 $ 1 25,000 I Benefically owned through SHEND LLC.
Equity Financing Arrangement Warrants (3) $ 1 04/15/2010   P     250,000 04/15/2010 03/07/2013 Common Stock 25,000 $ 1 0 I Benefically owned through SHEND LLC.
Bridge Warrants (2) $ 1 12/20/2007   A   312,500   12/20/2007 12/20/2012 Common Stock 312,500 $ 1 312,500 I Benefically owned through SHEND LLC.
Bridge Warrants (2) $ 1 09/09/2009   A     312,500 09/09/2009 12/20/2012 Common Stock 312,500 $ 1 0 I Benefically owned through SHEND LLC.
Convertible Note $ 0.60 12/20/2007   A   416,667   12/20/2007 06/30/2012 Common Stock 416,667 $ 0.60 416,667 I Benefically owned through SHEND LLC.
Convertible Note $ 0.60 09/09/2009   P     416,667 09/09/2009 06/30/2012 Common Stock 416,667 $ 0.60 0 I Benefically owned through SHEND LLC.

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HENDERSON J SHERMAN III
1961 BISHOP LANE
SUITE 101
LOUISVILLE, KY US 40218		   X      

Signatures

 Greg Guilford   01/04/2011
**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) Bridge Warrants are earned in conjunction with the callable convertible bridge notes as long as the holder does not call the note or upon conversion to common stock. The Warrants were awarded 5,000 per month from 2/15/2008 to 11/15/2008, with a lump sum award of 70,000 on 11/20/2008. The warrants each have a conversion price of $1.00 and expiration date of 6/30/2012.
(2) Bridge Warrants were earned in their entirety when the bridge note holder agreed to forebear calling the note until on or after June 30, 2010.
(3) Equity Financing Arrangement Warrants were earned in conjunction with an arrangement to provide up to $300,000 of equity financing on a monthly basis as of the anniversary date of the commitment. The financing arrangement expired on March 7, 2008.

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