UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO
FILED
PURSUANT TO RULE 13d-2 UNDER THE SECURITIES EXCHANGE ACT
OF 1934
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
AMERICAN POWER GROUP CORPORATION
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
395379 30 8
(CUSIP Number)
December 31, 2013
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant
to which this Schedule is filed:
/_/ Rule 13d-1(b)
/X/ Rule 13d-1(c)
/_/ Rule 13d-1(d)
*The remainder of this cover page shall be filed out for
a reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purposes of Section
18 of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
(Page 1 of 7 Pages)
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Allen Kahn MD Revocable Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) /_/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
NUMBER OF SHARES 5 Sole Voting Power 0
BENEFICIALLY OWNED 6 Shared Voting Power 0
BY EACH REPORTING 7 Sole Dispositive Power 0
PERSON WITH 8 Shared Dispositive 0
Power
9 AGGREGATE AMOUNT BENEFICAILLY OWNED BY EACH REPORTING PERSON
0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN sHARES* /_/
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0
12 TYPE OF REPORTING PERSON*
OO
*SEE INSTRUCTIONS
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
Marc J. Chalfen
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /x/ (b) /_/
4 SEC USE ONLY
5 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES 5 SOLE VOTING POWER
0
BENEFICIALLY OWNED 6 SHARED VOTING POWER
0
BY EACH REPORTING 7
SOLE DISPOSITIVE POWER
0
PERSON WITH 8
SHARED DISPOSITIVE 0
POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* /_/
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS
Item 1(a). Name of Issuer:
American Power Group Corporation
Item 1(b). Address of Issuer's Principal Executive Offices:
7 Kimball Lane, Lynnfield MA 01940
Item 2(a). Name of Person Filing:
The names of the persons filing this statement on
Schedule 13G/A are:
* The Allen Kahn MD Revocable Trust, a trust formed under
the laws of Illinois (the "Trust"); and
* Marc J. Chalfen, a United States citizen ("Mr. Chalfen").
Mr. Chalfen is the trustee of the Trust and may be deemed to
have voting and dispositive power with respect to the shares
of Common Stock owned by the Trust.
-+
Item 2(b). Address of Principal Business Office or, if none,
Residence:
The business address of each of the Trust and Mr. Chalfen is
70 W. Burton Place #2803, Chicago, IL 60610.
Item 2(c). Citizenship:
Mr. Chalfen is a citizen of the United States. The Trust
is a trust formed under the laws of the State of Illinois.
Item 2(d). Title of Class of Securities:
Common Stock, par value $.01 per share
Item 2(e). CUSIP Number:
395379 30 8
Item 3. If this statement is filed pursuant to Sections
240.13d-1(b) or 240.13d-2(b) or (c), check whether
the person filing is a:
(a) /_/ Broker or dealer registered under Section 15 of
the Act (15 U.S.C. 78o);
(b) /_/ Bank as defined in Section 3(a)(6) of the Act
(15 U.S.C. 78c);
(c) /_/ Insurance company as defined in Section 3(a)(19)
of the Act (15 U.S.C. 78c);
(d) /_/ Investment company registered under Section 8 of
the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) /_/ An investment adviser in accordance with Section
240.13d-1(b) - 1(b)(1)(ii)(E);
(f) /_/ An employee benefit plan or endowment fund in
accordance with Section 240.13d-1(b)(1)(ii)(F);
(g) /_/ A parent holding company or control person in
accordance with Section 240.13d-1(b)(1)(ii)(G);
(h) /_/ A savings association as defined in Section 3(b)
of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) /_/ A church plan that is excluded from the definition
of an investment company under Section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) /_/ A non-U.S. institution in accordance with
Section 240.13d-1(b)(1)(ii)(J);
(k) /_/ Group, in accordance with Section 240.13d-1(b)(1)
(ii)(K).
If filing as a non-U.S. institution in accordance with
Section 240.13d-1(b)(1)(ii)(J), please specify the type of
institution:______________
Item 4. Ownership
(a) Amount beneficially owned
0
(b) Percent of class
0
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Not applicable
(ii) Shared power to vote or to direct the vote:
Note applicable
(iii) Sole power to dispose or to direct the disposition of:
Not applicable
(iv) Shared power to dispose or to direct the disposition of:
Not applicable
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following X
Item 6. Ownership of More than Five Percent on Behalf of
Another Person
Not applicable
Item 7. Identification and Classification of the Subsidiary
which Acquired the Security being Reported on by the
Parent Holding Company or Control Person
Not applicable
Item 8. Identification and Classification of Members of a Group
The Allen Kahn MD Revocable Trust
Marc J. Chalfen
Item 9. Notice of Dissolution of Group
Not applicable
Item 10. Certification
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Dated: February 10, 2014
THE ALLEN KAHN MD REVOCABLE TRUST
By:/s/Marc J. Chalfen
Marc J. Chalfen, Trustee
/s/Marc J. Chalfen
Marc J. Chalfen
CUSIP No. 395379 30 8 SCHEDULE 13G Page 7 of 7 Pages