Sec Form 4 Filing - Boston Avenue Capital LLC @ LITTLEFIELD CORP - 2012-12-28

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 Boston Avenue Capital LLC 2. Issuer Name and Ticker or Trading Symbol LITTLEFIELD CORP [ LTFD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 15 EAST 5TH STREET, SUITE 3200 3. Date of Earliest Transaction (MM/DD/YY) 12/28/2012 (Street) TULSA, OK74103 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 12/28/2012 S 3,008,196 D $ 0.1995 ( 1 ) 4,496,293 D ( 2 )

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 Boston Avenue Capital LLC 15 EAST 5TH STREET, SUITE 3200 TULSA, OK74103 X Heyman Stephen J 15 EAST 5TH STREET, SUITE 3200 TULSA, OK74103 X Adelson James F 15 EAST 5TH STREET, SUITE 3200 TULSA, OK74103 X Gillman Charles M 15 EAST 5TH STREET-SUITE 3200 TULSA, OK74103 X X Signatures Stephen J. Heyman 01/02/2013 Signature of Reporting Person Date James F. Aldeson 01/02/2013 Signature of Reporting Person Date Charles M. Gillman 01/02/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The sale price for the 3,008,196 shares of Common Stock is $600,000, payable as follows: (i) $225,000 on or before December 31, 2012; (ii) $182,481.75 plus interest in the amount of $20,625 on or before December 31, 2013; and (iii) $181,929.74 plus interest in the amount of $10,588.50 on or before December 31, 2014. ( 2 )Boston Avenue Capital LLC ("BAC") beneficially owns and has voting and dispositive power over the reported Common Stock. As the managers of BAC, Messrs. Heyman and Adelson may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) any shares of Common Stock beneficially owned by BAC. Neither Messrs. Heyman nor Adelson hold any shares of Common Stock directly, and each disclaims beneficial ownership of any shares of Common Stock beneficially owned by BAC. As the portfolio manager of BAC, Mr. Gillman may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) any shares of Common Stock beneficially owned by BAC. Mr. Gillman does not own any shares of Common Stock directly, and disclaims beneficial ownership of any shares of Common Stock beneficially owned by BAC.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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