Annual Statement of Changes in Beneficial Ownership (5)

FORM 5

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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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 ^* FALLAT DALE W	2. Issuer Name and Ticker or Trading Symbol GREENSHIFT CORP [GERS]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __ X __ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) 6704 REGENTS PARK DRIVE	3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY) 12/31/2012
(Street) ZIONSVILLE, IN 46077 (City) (State) (Zip)	4. 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)	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			3 ⁽¹⁾				5361980	D
Common Stock	11/15/2012		P4 ⁽²⁾	65000	A	$0.0325 ⁽³⁾	5426980	D
Common Stock	11/16/2012		P4	390020	A	$0.0357 ⁽⁴⁾	5817000	D
Common Stock	11/19/2012		P4	87000	A	$0.0381 ⁽⁵⁾	5904000	D
Common Stock	11/19/2012		S4	57000	D	$0.0368 ⁽⁶⁾	5847000	D
Common Stock	11/20/2012		P4	10000	A	$0.0370	5857000	D
Common Stock	11/20/2012		S4	42400	D	$0.0350	5814600	D
Common Stock	11/21/2012		P4	20000	A	$0.0370	5834600	D
Common Stock	11/21/2012		S4	50000	D	$0.0310	5784600	D
Common Stock	11/23/2012		P4	20000	A	$0.0370	5804600	D
Common Stock	11/26/2012		P4	242000	A	$0.0316 ⁽⁷⁾	6046600	D
Common Stock	11/27/2012		P4	361400	A	$0.0321 ⁽⁸⁾	6408000	D
Common Stock	11/28/2012		P4	95000	A	$0.0327 ⁽⁹⁾	6503000	D
Common Stock	11/29/2012		P4	256000	A	$0.0309 ⁽¹⁰⁾	6759000	D
Common Stock	11/30/2012		P4	146149	A	$0.0310 ⁽¹¹⁾	6905149	D
Common Stock	12/3/2012		S4	82794	D	$0.0295 ⁽¹²⁾	6822355	D
Common Stock	12/4/2012		P4	10000	A	$0.0300	6832355	D
Common Stock	12/4/2012		S4	25700	D	$0.0279 ⁽¹³⁾	6806655	D
Common Stock	12/5/2012		P4	10000	A	$0.0299	6816655	D
Common Stock	12/6/2012		P4	95000	A	$0.0297 ⁽¹⁴⁾	6911655	D
Common Stock	12/7/2012		P4	20000	A	$0.0300	6931655	D
Common Stock	12/10/2012		P4	40000	A	$0.0296 ⁽¹⁵⁾	6971655	D
Common Stock	12/11/2012		P4	489825	A	$0.0265 ⁽¹⁶⁾	7461480	D
Common Stock	12/12/2012		P4	155009	A	$0.0264 ⁽¹⁷⁾	7616489	D
Common Stock	12/13/2012		P4	195000	A	$0.0252 ⁽¹⁸⁾	7811489	D
Common Stock	12/14/2012		P4	50489	A	$0.0274 ⁽¹⁹⁾	7861978	D
Common Stock	12/17/2012		P4	15000	A	$0.0275	7876978	D
Common Stock	12/18/2012		P4	20000	A	$0.0277 ⁽²⁰⁾	7896978	D
Common Stock	12/18/2012		S4	9000	D	$0.0285	7887978	D
Common Stock	12/19/2012		P4	65008	A	$0.0258 ⁽²¹⁾	7952986	D

*Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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 (MM/DD/YYYY)		7. Title and Amount of Securities Underlying Derivative Security (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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:
( 1)	The reporting person purchased 50,075 shares of Greenshift Corporation common stock on 11/14/2012 and, as a result, became a greater than 10% owner of Greenshift Corporation common stock.
( 2)	The sales of common stock by Mr. Fallat were matchable under Section 16(b) of the Securities Exchange Act of 1934 ("Section 16(b)") with the purchases by Mr. Fallat of 2,312,383 shares of common stock from November 14, 2012 through February 11, 2013. Mr. Fallat paid $16,008.17 to the Company in accordance with Section 16(b), representing deemed profit from the sales matchable with such purchases, calculated pursuant to Section 16(b). These matchable transactions are reported on several Forms 4 and Forms 5 filed today.
( 3)	The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.0272 to $0.0330, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 4)	The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.0330 to $0.0380, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 5)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0350 to $0.0400, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 6)	The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.0350 to $0.0400, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 7)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0300 to $0.0370, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 8)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0300 to $0.0350, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 9)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0300 to $0.0340, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 10)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0295 to $0.0340, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 11)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0300 to $0.0340, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 12)	The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.02910 to $0.0300, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 13)	The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.0270 to $0.0290, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 14)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0291 to $0.0340, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 15)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0290 to $0.0300, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 16)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0260 to $0.0290, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 17)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0243 to $0.0295, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 18)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0215 to $0.0290, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 19)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0265 to $0.0290, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 20)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0260 to $0.0285, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 21)	The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.0250 to $0.0265, inclusive. The reporting person undertakes to provide Greenshift Corporation, any security holder of Greenshift Corporation, or the staff of the Securities and Exchange Commmission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
FALLAT DALE W 6704 REGENTS PARK DRIVE ZIONSVILLE, IN 46077		X

Signatures
/s/ Dale W. Fallat		8/14/2013
^** 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 4(b)(v).
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