Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  BRAVERMAN NEIL K
2. Date of Event Requiring Statement (Month/Day/Year)
04/30/2012
3. Issuer Name and Ticker or Trading Symbol
AMERICAN POWER GROUP Corp [APGI]
(Last)
(First)
(Middle)
4454 WAYSIDE DR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
05/10/2012
(Street)

NAPLES, FL 34119
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 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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Additional Investment Rigth (right to buy) (1)   (2)   (2) Common Stock (3) (3) $ (3) I member (1) (4)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BRAVERMAN NEIL K
4454 WAYSIDE DR
NAPLES, FL 34119
  X      

Signatures

/s/ Charles E Coppa, Attorney in fact 12/21/2012
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The Additional Investment Right ("AIR") was granted by the Issuer to Associated Private Equity, LLC ("Associated"), in connection with Associated's investment in the Issuer. Mr. Braverman is a member of Associated, an entity which beneficially owns 875,000 shares of Common Stock issuable upon conversion of Preferred Stock that Associated has the right to acquire in accordance with the AIR and 875,000 shares of Common Stock issuable upon exercise of the Warrants that Associated has the right to acquire in accordance with the AIR. Pursuant to Rule 16a-1 of the Securities Exchange Act of 1934, as amended, Mr. Braverman may be deemed to be the beneficial owner of any securities reported herein that may be deemed to be beneficially owned by Associated. Mr. Braverman disclaims beneficial ownership with respect to any shares of Common Stock except to the extent of his pecuniary interest therein.
(2) The AIR is exercisable from April 30, 2012 to March 31, 2013.
(3) The AIR permits the holder to purchase additional investment units with each unit comprised of one share of 10% Convertible Preferred Stock (the "Preferred Stock") and a warrant exercisable for 25,000 shares of Common Stock (the "Warrants"). The Preferred Stock is convertible into Common Stock at a conversion price of $.40 per share and the Warrants are exercisable for Common Stock at an exercise price of $.50 per share.
(4) The AIR was omitted from Mr. Braverman's original Form 3.

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