Form D

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
AMERICAN DEFENSE SYSTEMS INC
Jurisdiction of Incorporation/Organization
DE
Year of Incorporation/Organization
Over Five Years Ago

Previous Name(s)

Entity Type
CORPORATION

Item 2 Issuer Principal Place of Business and Contact Information

255 BETTS ROAD
HOLLY SPRINGS, NC 27540
Phone Number: subscription required

Item 3. Related Persons

Name
DALE SCALES
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
GARY SIDORSKY
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
JOSEPH VAN HECKE
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 4. Industry Group

MANUFACTURING

Item 5. Issuer Size

Revenue Range (for issuer not specifying "hedge" or "other investment" fund in Item 4 above)
NOT APPLICABLE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

New Notice
Date of First Sale in this Offering:
09/27/2013

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
No

Item 9. Type(s) of Securities Offered

  • Equity
  • Option, Warrant or Other Right to Acquire Another Security
  • Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes
Clarification of Response
ON 9/27/13, COMPANY ENTERED INTO AN AGREEMENT WITH EQUITY HOLDERS OF AMERICAN PHYSICAL SECURITY GROUP, LLC PURSUANT TO WHICH IT ACQUIRED 100% OF THE EQUITY INTEREST OF APSG ISSUED CERTAIN ADSI SECURITIES TO THE APSG EQUITY HOLDERS AS CONSIDERATION.

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
0

Item 13. Offering and Sales Amounts

Total Offering Amount
2692000
Total Amount Sold
2692000
Total Remaining to be Sold
0
Clarification of Response

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
6

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0
Finders' Fees
0.0
Clarification of Response

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
0.0
Clarification of Response

Signature and Submission

Issuer Name
AMERICAN DEFENSE SYSTEMS INC
Issuer Signature
/S/ DALE S. SCALES
Signer Name
DALE S. SCALES
Signer Title
PRESIDENT CHIEF EXECUTIVE OFFICER
Signature Date
10/10/2013

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