Ownership Submission

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 ^*

Rhodes John D

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)

3615 WOODSIDE PLACE

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock ⁽¹⁾	02/20/2007	02/20/2007	A		300,000	A	$ 1	300,000	D
Common Stock ⁽¹⁾	02/26/2010	02/26/2010	P		10,000	A	$ 1.32	310,000	D
Common Stock ⁽¹⁾	06/18/2010	06/18/2010	P		25,000	A	$ 1.03	335,000	D
Common Stock ⁽¹⁾	08/23/2010	08/23/2010	P		75,000	A	$ 0.50	410,000	D
Series B convertibel preferred stock, $1,000 stated value	07/14/2008	07/14/2008	A		400	A	$ 1,000	400	D
Series B convertibel preferred stock, $1,000 stated value	02/16/2009	02/16/2009	A		300	A	$ 1,000	700	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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.		SEC 1474 (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 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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Equity financing arrangement Warrants - #2

$ 1

12/31/2008

16,667

12/31/2008

12/31/2013

Common Stock ⁽¹⁾

16,667

$ 1

249,998 ⁽²⁾

Equity Financing Warrants

$ 1

08/20/2008

100,000

08/20/2008

08/20/2013

Common stock ⁽¹⁾

100,000

$ 1

100,000

Bridge Warrants

$ 1

11/20/2008

28,000

11/20/2008

11/20/2013

Common Stock ⁽¹⁾

28,000

$ 1

173,000 ⁽³⁾

Equity financing Warrants - #3

$ 1

09/09/2009

33,333

09/09/2009

09/09/2014

Common stock ⁽¹⁾

33,333

$ 1

366,664 ⁽⁴⁾

Compensatory Warrants

$ 1

03/26/2008

300,000

03/26/2008

03/26/2013

Common stock ⁽¹⁾

300,000

$ 1

300,000

Bridge Warrants - #2

$ 1

08/07/2009

25,000

08/07/2009

08/07/2014

Common stock ⁽¹⁾

25,000

$ 1

25,000

Bridge Warrants - #2

$ 1

10/06/2009

37,500

10/06/2009

10/06/2014

Common stock ⁽¹⁾

37,500

$ 1

62,500

Bridge Warrants - #2

$ 1

11/05/2009

50,000

11/05/2009

11/05/2014

Common stock ⁽¹⁾

50,000

$ 1

112,500

Series B Convertible Preferred Stock

$ 1

07/14/2008

444,444

07/14/2008

07/14/2013

Common stock ⁽¹⁾

444,444

$ 1

444,444 ⁽⁵⁾

Series B Convertible Preferred Stock

$ 1

02/16/2009

333,333

02/16/2009

Common stock ⁽¹⁾

333,333

$ 1

777,777 ⁽⁵⁾

Series B Convertible Preferred Stock Warrant

$ 1

07/14/2008

200,000

07/14/2008

07/14/2013

Common stock ⁽¹⁾

200,000

$ 1

200,000 ⁽⁶⁾

Series B Convertible Preferred Stock Warrant

$ 1

02/16/2009

150,000

02/16/2009

Common stock ⁽¹⁾

150,000

$ 1

350,000 ⁽⁶⁾

Convertible Note Warrants

$ 1

12/20/2007

166,667

12/20/2007

12/20/2012

Common stock ⁽¹⁾

166,667

$ 1

166,667

Credit Facility Warrants

$ 1

12/31/2010

75,000

12/31/2010

12/31/2015

Common stock ⁽¹⁾

75,000

$ 1

75,000

Credit Facility Warrants

$ 1

01/31/2011

15,000

01/31/2011

Common stock ⁽¹⁾

15,000

$ 1

90,000

Credit Facility Warrants

$ 1

02/28/2011

15,000

02/28/2011

Common Stock ⁽¹⁾

15,000

$ 1

105,000

Credit Facility

$ 1

03/31/2011

15,000

03/31/2011

Common Stock ⁽¹⁾

15,000

$ 1

120,000

Credit Facility Warrants

$ 1

06/30/2011

45,000

06/30/2011

Common Stock ⁽¹⁾

45,000

$ 1

165,000

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Rhodes John D 3615 WOODSIDE PLACE LOUISVILLE, KY US 40218	X

Signatures

Greg Guilford		07/01/2011
^**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)	Par value $0.001 per share
(2)	Warrants awarded in increments of 33,333 per monthly for duration of Equity Financing Arrangement. Awards were made monthly from 6-15-2008 to 12-15-2008 for a total of 233,331 warrants issued. The Arrangement was terminated on 12/31/2008 thereby another 16,667 warrants were issued for the 15 days between 12/15 and 12/31 for a total of 250,000.
(3)	125,000 Bridge Warrants issued at inception of Bridge Note with 20,000 warrants issued in increments of 2,000 monthly from 2/15 to 11/15/2008. Remaining warrants of 28,000 issued on 11/20/2008 for a total of 173,000 Bridge Warrants issued.
(4)	Equity Financing Warrants - #3 awarded in initital increment of 100,000 on 1/9/2009 at inception of Equity Financing Arrangement and thereafter in increments of 33,333 monthly from 2/9 to 9/9/2009 for total warrants issued of 366,664.
(5)	Each Series B Preferred Stock is convertible into Common Stock at a ratio of 1:1,111.
(6)	Each Series B Convertible Preferred Stock carries a warrant convertible into 1/2 share of Common Stock.

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