Sec Form 4 Filing - Lanza Robert @ ADVANCED CELL TECHNOLOGY, INC. - 2012-09-28

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Lanza Robert 2. Issuer Name and Ticker or Trading Symbol ADVANCED CELL TECHNOLOGY, INC. [ ACTC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Scientific Officer (Last) (First) (Middle) C/O ADVANCED CELL TECHNOLOGY, 33 LOCKE DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 09/28/2012 (Street) MARLBOROUGH, MA01752 4. If Amendment, Date Original Filed (MM/DD/YY) 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 Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Common Stock 09/28/2012 A 1,285,714 A 27,814,717 D Common Stock 12/14/2012 S 20,000 D $ 0.0579 27,794,717 D Common Stock 12/14/2012 S 440,000 D $ 0.058 27,354,717 D Common Stock 12/14/2012 S 40,000 D $ 0.0585 27,314,717 D Common Stock 12/14/2012 S 545,490 D $ 0.059 26,769,227 D Common Stock 12/14/2012 S 150,000 D $ 0.0593 26,619,227 D Common Stock 12/14/2012 S 100,000 D $ 0.0594 26,519,227 D Common Stock 12/14/2012 S 43,000 D $ 0.06 26,476,227 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Lanza Robert C/O ADVANCED CELL TECHNOLOGY 33 LOCKE DRIVE MARLBOROUGH, MA01752 Chief Scientific Officer Signatures /s/ Robert Lanza 12/18/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Issued directly to Mr. Lanza by the issuer pursuant to Mr. Lanza's Amended and Restated employment agreement.

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.
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