SEC FORM 3

SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

HyFuels, Inc

(Last)

(First)

(Middle)

150 RAINVILLE ROAD

(Street)

TARPON SPRINGS

34689

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/13/2012

3. Issuer Name and Ticker or Trading Symbol
MAGNEGAS CORP [ MNGA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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)
Common Stock, par value $0.001 per share⁽¹⁾	3,010,000	I⁽²⁾	By HyFuels, Inc.
Common Stock, par value $0.001 per share⁽¹⁾	1,832,829	I⁽³⁾	By Global Alpha, LLC
Common Stock, par value $0.001 per share⁽¹⁾	901,000	I⁽⁴⁾	By Global Beta, LLC
Common Stock, par value $0.001 per share⁽¹⁾	313,000	I⁽⁵⁾	By Clean Energies Tech Corp.
Common Stock, par value $0.001 per share⁽¹⁾	270,000	I⁽⁶⁾	By RM Santilli Foundation
Common Stock, par value $0.001 per share⁽¹⁾	10,000	I⁽⁷⁾	By Dr. Ruggero Maria Santilli
Common Stock, par value $0.001 per share⁽¹⁾	441,304	I⁽⁸⁾	By Luisa Ingargiola
Common Stock, par value $0.001 per share⁽¹⁾	425,354	I⁽⁹⁾	By Ermanno Santilli
Common Stock, par value $0.001 per share⁽¹⁾	2,000	I⁽¹⁰⁾	By the Family Members of Luisa Ingargiola
Common Stock, par value $0.001 per share⁽¹⁾	1,000,000	I⁽¹¹⁾	By Global Alpha, LLC

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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option to Purchase Common Stock⁽¹⁾	06/24/2012⁽¹²⁾	⁽¹³⁾	Common Stock, par value $0.001 per share	450,000	$1.5	I⁽¹⁴⁾	By Dr. Ruggero Maria Santilli
Option to Purchase Common Stock⁽¹⁾	06/24/2012⁽¹⁵⁾	⁽¹³⁾	Common Stock, par value $0.001 per share	300,000	$1.5	I⁽¹⁶⁾	By Carla Santilli
Option to Purchase Common Stock⁽¹⁾	06/24/2012⁽¹⁷⁾	⁽¹³⁾	Common Stock, par value $0.001 per share	300,000	$1.5	I⁽¹⁸⁾	By Luisa Ingargiola
Option to Purchase Common Stock⁽¹⁾	06/24/2012⁽¹⁹⁾	⁽¹³⁾	Common Stock, par value $0.001 per share	450,000	$1.5	I⁽²⁰⁾	By Ermanno Santilli

1. Name and Address of Reporting Person^*

HyFuels, Inc

(Last)

(First)

(Middle)

150 RAINVILLE ROAD

(Street)

TARPON SPRINGS

34689

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Global Alpha, LLC

(Last)

(First)

(Middle)

150 RAINVILLE ROAD

(Street)

TARPON SPRINGS

34689

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Global Beta, LLC

(Last)

(First)

(Middle)

150 RAINVILLE ROAD

(Street)

TARPON SPRINGS

34689

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Clean Energies Tech. Co.

(Last)

(First)

(Middle)

150 RAINVILLE ROAD

(Street)

TARPON SPRINGS

34689

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

RM Santilli Foundation

(Last)

(First)

(Middle)

150 RAINVILLE ROAD

(Street)

TARPON SPRINGS

34689

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Santilli Ruggero M

(Last)

(First)

(Middle)

150 RAINVILLE ROAD

(Street)

TARPON SPRINGS

34689

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Santilli Carla

(Last)

(First)

(Middle)

150 RAINVILLE ROAD

(Street)

TARPON SPRINGS

34689

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Santilli, Ermanno

(Last)

(First)

(Middle)

150 RAINVILLE ROAD

(Street)

TARPON SPRINGS

34689

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

1. Name and Address of Reporting Person^*

Ingargiola Luisa

(Last)

(First)

(Middle)

150 RAINVILLE ROAD

(Street)

TARPON SPRINGS

34689

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CFO and Secretary

Explanation of Responses:

1. This Form 3 is filed jointly by HyFuels, Inc. ("HyFuels"), Global Alpha, LLC ("Global Alpha"), Global Beta, LLC ("Global Beta"), Clean Energies Tech Corp. ("Clean Energies"), RM Santilli Foundation (the "Foundation"), Dr. Ruggero Maria Santilli ("Ruggero"), Carla Santilli ("Carla"), Luisa Ingargiola ("Luisa"), and Ermanno Santilli ("Ermanno") (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock and Preferred Stock. Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock reporting herein except to the extent of his, her, or its pecuniary interest therein.

2. Represents shares of Common Stock owned directly by HyFuels. As the stockholders of HyFuels, Ruggero, Carla, Luisa, and Ermanno may each be deemed to beneficially own the shares owned by HyFuels. Each of Ruggero, Carla, Luisa, and Ermanno disclaims beneficial ownership of such shares except to the extent of his or her pecuniary interest therein.

3. Represents shares of Common Stock owned directly by Global Alpha. As the members of Global Alpha, Ruggero and Carla may each be deemed to beneficially own the shares owned by Global Alpha. Each of Ruggero and Carla disclaims beneficial ownership of such shares except to the extent of his or her pecuniary interest therein.

4. Represents shares of Common Stock owned directly by Global Beta. As the stockholders of Global Beta, Ruggero, Carla, and Luisa may each be deemed to beneficially own the shares owned by Global Beta. Each of Ruggero, Carla, and Luisa disclaims beneficial ownership of such shares except to the extent of his or her pecuniary interest therein

5. Represents shares of Common Stock owned directly by Clean Energies. As the stockholders of Clean Energies, Ruggero and Ermanno may each be deemed to beneficially own the shares owned by Clean Energies. Each of Ruggero and Ermanno disclaims beneficial ownership of such shares except to the extent of his or her pecuniary interest therein

6. Represents shares of Common Stock owned directly by the Foundation. As the stockholders of the Foundation, Carla and Ermanno may each be deemed to beneficially own the shares owned by the Foundation. Each of Carla and Ermanno disclaims beneficial ownership of such shares except to the extent of his or her pecuniary interest therein

7. Represents shares of Common Stock owned directly by Ruggero.

8. Represents shares of Common Stock owned directly by Luisa

9. Represents shares of Common Stock owned directly by Ermanno

10. Represents shares of Common Stock beneficially held by Luisa through her related family members

11. Represents shares of Preferred Stock owned directly by Global Alpha. As the members of Global Alpha, Ruggero and Carla may each be deemed to beneficially own the shares owned by Global Alpha. Each of Ruggero and Carla disclaims beneficial ownership of such shares except to the extent of his or her pecuniary interest therein.

12. 37,500 shares underlying the option vest at the beginning of each quarter, beginning on the issuance date of June 24, 2012.

13. None.

14. Represents an option to purchase shares of Common Stock owned directly by Ruggero.

15. 25,000 shares underlying the option vest at the beginning of each quarter, beginning on the issuance date of June 24, 2012.

16. Represents an option to purchase shares of Common Stock owned directly by Carla.

17. 25,000 shares underlying the option vest at the beginning of each quarter, beginning on the issuance date of June 24, 2012.

18. Represents an option to purchase shares of Common Stock owned directly by Luisa.

19. 37,500 shares underlying the option vest at the beginning of each quarter, beginning on the issuance date of June 24, 2012.

20. Represents an option to purchase shares of Common Stock owned directly by Ermanno.

	HyFuels, Inc., By: /s/ Luisa Ingargiola, as Attorney In Fact for Dr. Ruggero Maria Santilli, President	08/23/2012
	Global Alpha, LLC, By: /s/ Luisa Ingargiola, as Attorney In Fact for Dr. Ruggero Maria Santilli, Managing Member	08/23/2012
	Global Beta, LLC, By: /s/ Luisa Ingargiola, as Attorney In Fact for Dr. Ruggero Maria Santilli, Managing Member	08/23/2012
	Clean Energies Tech Corp., By: /s/ Luisa Ingargiola, as Attorney In Fact for Dr. Ruggero Maria Santilli, President	08/23/2012
	RM Santilli Foundation, By: /s/ Luisa Ingargiola, as Attorney In Fact for ErmannoSantilli, President	08/23/2012
	/s/ Luisa Ingargiola, as Attorney In Fact for Dr. Ruggero Maria Santilli	08/23/2012
	/s/ Luisa Ingargiola, as Attorney In Fact for Carla Santilli	08/23/2012
	/s/ Luisa Ingargiola, as Attorney In Fact for ErmannoSantilli	08/23/2012
	/s/ Luisa Ingargiola, as Attorney In Fact for Luisa Ingargiola	08/23/2012
	** 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 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).
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