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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  BAKSA STEPHEN D
 2. Date of Event Requiring Statement (Month/Day/Year)
12/06/2012		 3. Issuer Name and Ticker or Trading Symbol
AMP Holding Inc. [AMPD]
(Last)
(First)
(Middle)
2 WOODS LANE		 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 Original Filed(Month/Day/Year)
01/11/2013
(Street)

CHATAM, NJ 07928		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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, $0.001 par value per share 6,041,941
D
 
Common Stock, $0.001 par value per share 310,000
I
SEE FOOTNOTE (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Purchase Warrant 12/03/2010 12/03/2013 Common Stock, Par Value $0.001 83,334 $ 0.8 D  
Common Stock Purchase Warrant 04/06/2011 04/06/2014 Common Stock, Par Value $0.001 125,000 $ 0.8 D  
Common Stock Purchase Warrant 01/31/2012 01/31/2015 Common Stock, Par Value $0.001 150,000 $ 0.25 D  
Common Stock Purchase Warrant 05/11/2012 05/11/2015 Common Stock, Par Value $0.001 50,000 $ 0.25 D  
Common Stock Purchase Warrant 08/03/2012 08/03/2012 Common Stock, Par Value $0.001 100,000 $ 0.25 D  
Common Stock Purchase Warrant 02/21/2013 02/21/2016 Common Stock, Par Value $0.001 250,000 $ 0.4 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BAKSA STEPHEN D
2 WOODS LANE
CHATAM, NJ 07928		     X    

Signatures

/s/ Stephen D. Baksa 03/06/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Shares held by the Stephen D. Baksa 2012 Trust F/B/O Sarah E. Marra, F/B/O Brian S. Baksa

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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