SEC FORM 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

RESSLER RICHARD S

(Last)

(First)

(Middle)

C/O CIM GROUP

6922 HOLLYWOOD BOULEVARD

(Street)

LOS ANGELES

90028

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ENVIRONMENTAL SOLUTIONS WORLDWIDE INC [ ESWW ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/12/2011

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/12/2011⁽¹⁾		C		701,040	A	$0.12	1,789,135⁽²⁾	D
Common Stock	07/12/2011⁽¹⁾		P		345,032	A	$0.12	2,134,167⁽²⁾	D
Common Stock	07/12/2011⁽¹⁾		C		5,484,196	A	$0.12	8,238,039⁽³⁾	D
Common Stock	07/12/2011⁽¹⁾		P		2,699,181	A	$0.12	10,937,219⁽³⁾	D
Common Stock	07/12/2011⁽¹⁾		P		6,333,333	A	⁽⁵⁾	17,270,553⁽⁴⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
10% Unsecured Subordinated Promissory Note⁽⁴⁾	$0.12	07/12/2011⁽¹⁾		C			701,040⁽²⁾	07/15/2011	07/15/2011	Common Stock	701,040	$0	0	D
10% Unsecured Subordinated Promissory Note⁽⁴⁾	$0.12	07/12/2011⁽¹⁾		C			5,484,196⁽³⁾	07/15/2011	07/15/2011	Common Stock	5,484,196	$0	0	D

Explanation of Responses:

1. The securities reported herein were acquired by the Reporting Persons on July 12, 2011, but are deemed effective as of June 30, 2011.

2. These securities are directly beneficially owned by Richard Ressler.

3. These securities are directly beneficially owned by Orchard Investments, LLC ("Orchard"). Richard Ressler is the President of the Manager of Orchard, Orchard Capital Corporation.

4. Pursuant to certain rights granted to Orchard in connection with a securities subscription agreement entered into between the Company and Orchard on or about March 23, 2010, Orchard was entitled to receive an additional 6,333,333 shares of Common Stock in the event a Qualified Offering (as defined therein) closes.

5. Each 10% Unsecured Subordinated Promissory Note (each, a "Note") was (a) subject to an interest rate of 10% per annum, payable in-kind on a monthly basis and (b) was exchanged for shares of common stock of the Company, par value $0.001 per share ("Common Stock") in connection with the Company's previously announced rights offering, which closed on June 30, 2011, and the transactions contemplated by the Investment Agreement as set forth on the Company's Form 8-K filed on May 10, 2011. Accrued and unpaid interest on the Notes was also convertible into shares of Common Stock, par value $.001 per share, at the same conversion price and upon the same terms as the principal amount of the Notes and is included in the amount of Notes disposed of.

Remarks:

	/s/ See signatures attached as Exhibit 99.1	07/14/2011
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.