Form: 4

Statement of changes in beneficial ownership of securities

July 15, 2013

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 *
MacPherson Richard
   2. Issuer Name and Ticker or Trading Symbol
Midwest Energy Emissions Corp. [MEEC] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
34 CEDARBANK TERRACE		 3. Date of Earliest Transaction (Month/Day/Year)
07/12/2013
(Street)

HALIFAX, A5 B3P 2TR		 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 07/12/2013   M   506,920 (1) A $ 0.50 506,920 D  
Common Stock 07/12/2013   M   1,234,164 (2) A $ 0.50 18,553,225 I By 3253517 Nova Scotia Limited
Common Stock 07/12/2013   S   1,000,000 (3) D $ 0.001 17,553,225 I By 3253517 Nova Scotia Limited
Common Stock 07/12/2013   S   1,000,000 (3) D $ 0.001 16,553,225 I By 3253517 Nova Scotia Limited

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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
12% Convertible Promissory Note $ 0.50 07/12/2013   M     $ 252,199 (1) 06/27/2013 06/27/2016 Units (1) $ 252,199 0 D  
12% Convertible Promissory Note $ 0.50 07/12/2013   M     $ 614,012 (2) 06/27/2013 06/27/2016 Units (2) $ 614,012 0 I By 3253517 Nova Scotia Limited
Warrants $ 0.75 07/12/2013   M   126,730   07/12/2013 07/12/2015 Common Stock 126,730 (1) 126,730 D  
Warrants $ 0.75 07/12/2013   M   308,541   07/12/2013 07/12/2015 Common Stock 308,541 (2) 308,541 I By 3253517 Nova Scotia Limited

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MacPherson Richard
34 CEDARBANK TERRACE
HALIFAX, A5 B3P 2TR		   X   X    

Signatures

 /s/ Richard MacPherson   07/15/2013
**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) Pursuant to a notice of conversion, the Reporting Person converted a promissory note with a principal balance of $252,199 and accrued interest of $1,261 into 506,920 Units of the Issuer, with each Unit consisting of one share of common stock and one warrant to purchase 0.25 additional shares of common stock at $0.75 per share.
(2) Pursuant to a notice of conversion, 3253517 Nova Scotia Limited converted a promissory note with a principal balance of $614,012 and accrued interest of $3,070 into 1,234,164 Units of the Issuer, with each Unit consisting of one share of common stock and one warrant to purchase 0.25 additional shares of common stock at $0.75 per share. The Reporting Person is the controlling principal of 3253517 Nova Scotia Limited.
(3) On July 12, 2013, 3253517 Nova Scotia Limited effected a transfer of 1,000,000 and 1,000,000 shares of common stock to two transferees in private transactions for consideration of $1,000 in cash received from each of the transferees.

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