ecotality_sc13g-070709.htm

Item 1

(a)

Name of Issuer:

Ecotality, Inc.

Item 1

(b)

Address of Issuer’s Principal Executive Offices:

6821 E. Thomas Road

Scottsdale, AZ 85251

Item 2

(a)

Name of Person Filing:

BridgePointe Master Fund, Ltd.

Roswell Capital Partners, LLC

Eric S. Swartz

Michael C. Kendrick

Item 2

(b)

Address of Principal Business Offices or, if none, Residence:

The principal business address of the reporting persons is : 1120 Sanctuary Parkway, Suite 325, Alpharetta, GA 30009

Item 2

(c)

Citizenship

Reference is made to Item 4 of pages 2, 3, 4 and 5 of this Schedule 13G (this “Schedule”), which Items are incorporated herein by this reference.

Item 2

(d)

Title of Class of Securities:

Common Stock, $0.001 par value per share

Item 2

(e)

CUSIP Number:

01374J203

Item 3.

If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b), check whether the person filing is a:

Not Applicable.

Item 4.

Ownership.

(a)

Amount Beneficially Owned:

Reference is hereby made to Items 5-9 and 11 of pages 2, 3, 4 and 5 of this Schedule, which Items are incorporated herein by this reference.

BridgePointe Master Fund, Ltd. is the beneficial owner of: (i) convertible debentures (the “Convertible Notes”) which are currently convertible into up to 36,451,283 shares of the Issuer’s common stock (subject to the Ownership Limitations described in more detail below); and (ii) warrants (“Warrants”) to purchase up to 118,774,072 shares of the Issuer’s common stock (subject to the Ownership Limitations).

** The conversion of the Convertible Notes and the exercise of the Warrants are subject to restrictions (the “Ownership Limitations”) that prohibit conversion or exercise to the extent that, after giving effect to such conversion or exercise, the holder of the Convertible Notes or Warrants (together with such holder’s affiliates, and any other person or entity acting as a group together with such holder or any of such holder’s affiliates) would, as a result of such conversion or exercise, beneficially own in excess of 9.99% of the total number of issued and outstanding shares of the Issuer’s common stock (including for such purposes the shares of the Issuer’s common stock issued upon such conversion and/or exercise).

Based on 161,951,564 shares of common stock of the Issuer outstanding as of July 2, 2009, as indicated in the Issuer’s Form 8-K filed with the Securities and Exchange Commission on July 6, 2009, the Reporting Persons currently have the right (consistent with the Ownership Limitations) to acquire up to 16,178,961 shares of the Issuer’s common stock through the conversion of the Convertible Notes and/or exercise of the Warrants.

Roswell Capital Partners, LLC (“RCP”), as investment manager of BridgePointe Master Fund, Ltd. and Eric S. Swartz and Michael C. Kendrick, as RCP’s principals and co-owners, may be deemed to beneficially own the securities owned by such accounts, in that they may be deemed to have the same power to direct the voting or disposition of those securities. Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that RCP. Eric S. Swartz or Michael C. Kendrick is, for any purpose, the beneficial owner of any securities to which this Schedule relates (the “Securities”), and each of RCP , Eric S. Swartz and Michael C. Kendrick disclaims beneficial ownership as to the Securities, except to the extent of its or his pecuniary interests therein.

Under the definition of “beneficial ownership” in Rule 13d-3 under the Act, it is also possible that the individual general partners, executive officers, and members of the foregoing entities might be deemed the “beneficial owners” of some or all of the Securities insofar as they may be deemed to share the power to direct the voting or disposition of the Securities. Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that any of such individuals is, for any purpose, the beneficial owner of any of the Securities, and such beneficial ownership is expressly disclaimed.

(b)

Percent of Class: 9.99%

The calculation of percentage of beneficial ownership here and in Item 11 of pages 2, 3, 4 and 5 was based on a total of 178,130,525 shares of common stock derived from the Issuer’s Form 8-K filed with the Securities and Exchange Commission on July 6, 2009, in which the issuer reported that the current number of shares of its common stock outstanding was 161,951,564 plus, an additional 16,178,961 shares of common stock that BridgePointe Master Fund, Ltd may acquire upon the exercise of a warrant within 60 days of the date of this Schedule.

(c)

Number of shares as to which such person has:

(i)

sole power to vote or to direct the vote:

16,178,961

(ii)

shared power to vote or to direct the vote:


1	NAMES OF REPORTING PERSONS

	BridgePointe Master Fund, Ltd
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
	(a) ¨
	(b) ¨
3	SEC USE ONLY

4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5 SOLE VOTING POWER

		16,178,961
		6 SHARED VOTING POWER


		7 SOLE DISPOSITIVE POWER

		16,178,961
		8 SHARED DISPOSITIVE POWER



9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	16,178,961
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)		¨


11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	9.99%**
12	TYPE OF REPORTING PERSON (See Instructions)

	CO


1	NAMES OF REPORTING PERSONS

	Roswell Capital Partners, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
	(a) ¨
	(b) ¨
3	SEC USE ONLY

4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Georgia

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5 SOLE VOTING POWER

		16,178,961
		6 SHARED VOTING POWER


		7 SOLE DISPOSITIVE POWER

		16,178,961
		8 SHARED DISPOSITIVE POWER



9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	16,178,961
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)		x


11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	9.99%**
12	TYPE OF REPORTING PERSON (See Instructions)

	OO


1	NAMES OF REPORTING PERSONS

	Eric S. Swartz
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
	(a) ¨
	(b) ¨
3	SEC USE ONLY

4	CITIZENSHIP OR PLACE OF ORGANIZATION

	United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5 SOLE VOTING POWER

		16,178,961
		6 SHARED VOTING POWER


		7 SOLE DISPOSITIVE POWER

		16,178,961
		8 SHARED DISPOSITIVE POWER



9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	16,178,961
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)		x


11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	9.99%**
12	TYPE OF REPORTING PERSON (See Instructions)

	IN


1	NAMES OF REPORTING PERSONS

	Michael C. Kendrick
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
	(a) ¨
	(b) ¨
3	SEC USE ONLY

4	CITIZENSHIP OR PLACE OF ORGANIZATION

	United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5 SOLE VOTING POWER

		16,178,961
		6 SHARED VOTING POWER


		7 SOLE DISPOSITIVE POWER

		16,178,961
		8 SHARED DISPOSITIVE POWER



9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	16,178,961
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)		x


11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	9.99%**
12	TYPE OF REPORTING PERSON (See Instructions)

	IN

Dated: July 20, 2009			Roswell Capital Partners, LLC

			By: /s/ Michael C. Kendrick
			Michael C. Kendrick, its Co-Manager


			BridgePointe Master Fund, Ltd.

			By: Roswell Capital Partners, LLC, its investment manager

			By: /s/ Michael C. Kendrick
			Michael C. Kendrick, its Co-Manager


			ERIC S. SWARTZ

			/s/ Eric S. Swartz
			Eric S. Swartz


			MICHAEL C. KENDRICK

			/s/ Michael C. Kendrick
			Michael C. Kendrick