SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
STRASSER STEVEN Z
(Last) (First) (Middle)
3960 HOWARD HUGHES PARKWAY
SUITE 460
(Street)
LAS VEGAS NV 89109
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
POWER EFFICIENCY CORP [ PEFF ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/21/2007
4. If Amendment, Date of 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
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 6,803,901 I Footnote 1(1)
Common Stock 08/21/2007 P 295,000 A $0.251 1,461,668 D
Common Stock 08/22/2007 P 30,000 A $0.295 1,491,668 D
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 Securities Underlying Derivative Security (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: 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
Stock Options $0.65 (3) 10/10/2014 Common Stock 600,000 600,000 D
Stock Options $0.22 (4) 05/31/2010 Common Stock 2,572,729 2,572,729 D
Stock Options $0.2 (5) 05/31/2015 Common Stock 2,039,771 2,039,771 D
Stock Warrants $0.44 (2) 07/07/2010 Common Stock 1,500,000 1,500,000 I Footnote 1(1)
COMMON STOCK WARRANTS $0.24 (6)(9) 04/19/2011 COMMON STOCK 972,223 972,223 D
COMMON STOCK WARRANTS $0.32 (7)(10) 05/18/2011 COMMON STOCK 351,563 351,563 D
Stock Warrants $0.45 04/28/2005 04/27/2010 Common Stock 500,000 500,000 I Footnote 1(1)
Stock Warrants $0.4 (8) 11/29/2011 Common Stock 687,500 687,500 D
Stock Warrants $0.4 11/30/2006 11/30/2011 Common Stock 583,334 583,334 D
Explanation of Responses:
1. Securities held in Summit Energy Ventures LLC, of which Strasser has voting control and owns 99.95%.
2. Immediately
3. 450,000 are exercisable immediately, 100,000 more become exercisable on 10-5-2007, and 50,000 more become exercisable on 10-5-2008
4. 403,125 become exercisable on 8-31-2005, 51,420 more become exercisable on 11-30-2005, 403,125 more become exercisable on 1/31/2006, 51,420 more become exercisable on 5/31/2006, 113,637 more become exerciseable quarterly beginning on 8-31-2006 through 11-30-2009, 150,000 more become exercisable on 2-28-2010, and 150,000 more become exercisable on 5-29-2010
5. 150,000 become exercisable on 8-31-2005, 501,705 become exercisable on 11-30-2005, 150,000 more become exercisable on 2-28-2006, 501,705 more become exercisable on 5-31-2006, and 36,363 become exercisable beginning 8-31-2006 through 11-30-2009.
6. 729,167 are exercisable immediately, 34,723 more become exercisable on the 19th of each following month for 9 months, last set vesting on 1-19-07
7. 273,438 are exercisable immediately, 13,021 more become exercisable on the 19th of each following month for 7 months, and 13,020 become exercisable on 1-19-2007.
8. 343,750 are exercisable immediately, 14,323 more become exercisable in the 29th of each month for 22 months, 14,322 more become exercisable on 10-29-08 and 14,322 more become exercisable on 11-29-08
9. These stock warrants were issued in connection with a note to the issuer on 4-20-2006, and vested monthly as long as the note was outstanding. This note was paid off with the issuer's financing closed on 11-30-2006, and 69,444 warrants were unvested and therefore canceled.
10. These stock warrants were issued in connection with a note to the issuer on 5-19-2006, and vested monthly as long as the note was outstanding. This note was paid off with the issuer's financing closed on 11-30-2006, and 26,042 were unvested and therfore canceled.
Remarks:
All amounts of securities reflect a 7 to 1 reverse split of the company's stock which took effect on March 1, 2004.
Steven Strasser 08/22/2007
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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