8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________

Form 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (date of earliest event reported):

December 14, 2010

AKEENA SOLAR, INC.

(d/b/a Westinghouse Solar)

(Exact name of registrant as specified in its charter)

Delaware	001-33695	90-0181035
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

1475 S. Bascom Ave., Suite 101

Campbell, California 95008-0528

(Address of principal executive offices)

Registrant’s telephone number, including area code:

 (408) 402-9400

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

On December 15, 2010 Akeena Solar, Inc. d/b/a Westinghouse Solar (the “Registrant”) issued a press release updating revenue and cash operating expense guidance for the fourth quarter of 2010. A copy of the press release is attached as Exhibit 99.1 hereto (the “Press Release”).

Item 8.01Other Events.

Update regarding certain pending litigation

On December 10, 2010, the court granted Akeena Solar, Inc.’s (the “Company”) Motion to Dismiss And/Or Stay the derivative lawsuit pending in the United States District Court for the Northern District of California, Sabbag v. Cinnamon, et al. (Case No. 5:10-cv-02735-JF (HRL)).  The court dismissed plaintiff’s claim under Section 14(a) of the Securities Exchange Act of 1934 and stayed the remainder of the action.

The Company’s demurrer to the complaint in the similar derivative lawsuit pending in Santa Clara Superior Court, Dulgarian v. Cinnamon, et al. (Case No. 1-10-CV-173351) is currently pending.  The Company argues that the named plaintiff does not have standing to assert claims on behalf of the Company.  A hearing on the demurrer to dismiss the lawsuit is currently scheduled for February 4, 2011.  If the court grants the demurrer with prejudice, the derivative complaints brought against the Company and its officers will be dismissed.

On October 22, 2010, lead plaintiffs filed a motion seeking class certification in the federal action Hodges v. Akeena Solar, Inc. et al., Case No. CV-09-02147-JW (“Class Action”).  On November 15, 2010, lead plaintiff Sharon Hodges filed a motion to withdraw as a representative plaintiff in the Class Action.  Ms. Hodges was one of three court-appointed co-lead plaintiffs in the Class Action.  The remaining two lead plaintiffs filed a corrected motion seeking class certification on November 15, 2010.  On December 13, 2010, the Company filed an opposition to plaintiffs’ motion for class certification and against the appointment of the remaining lead plaintiffs as class representatives.  The plaintiffs’ reply in support of their motion for class certification is due January 13, 2011.  The hearing on the motion for class certification is currently scheduled for February 7, 2011.  If the Company’s motion is successful, plaintiffs will not be able to proceed with their class action against the Company.

The Company continues to believe that the class action and derivative claims have no merit and that it has strong defenses to the claims.  As the Company has stated in connection with the securities class action matter, it believes that its disclosures concerning its business during the relevant period of the lawsuit were appropriate and were in full compliance with the federal securities laws.  The Company intends to continue defending the remaining claims vigorously. 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description of Exhibit
99.1	Press Release providing updated guidance for the quarter ended December 31, 2010, issued by the Registrant on December 15, 2010 (furnished herewith).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:  December 15, 2010

AKEENA SOLAR, INC.

By: /s/ Margaret R. Randazzo

Margaret R. Randazzo,

Chief Financial Officer

EXHIBIT INDEX

No.	Description
99.1	Press Release dated December 15, 2010.

EX-99.1

Exhibit 99.1

Corporate Headquarters: 1475 South Bascom Avenue, Suite 101, Campbell, CA  95008

Westinghouse Solar Fourth Quarter 2010 Update

Campbell, CA, December 15, 2010 – Akeena Solar, Inc. d/b/a Westinghouse Solar, (NASDAQ:WEST - News), a manufacturer and distributor of solar power systems, today provided a fourth quarter 2010 business update.

On September 10, 2010 Westinghouse Solar announced it would be expanding its distribution business to include sales of its Westinghouse Solar Power Systems directly to dealers in California, and exiting its solar panel installation business.  The company provided guidance on October 28 that it anticipated sequential revenue growth for its distribution business of approximately 40-50% in the fourth quarter of 2010 as compared to the third quarter.

“We are encouraged by the pace of sales in the fourth quarter and we are confident that we will see sequential revenue growth in excess of 50%,” said Barry Cinnamon, CEO of Westinghouse Solar. “Our agreement with Real Goods Solar to become an authorized Westinghouse Solar installer jump-started our California distribution business as they are installing Westinghouse Solar systems in the fourth quarter on projects we transferred to them, and are selling new systems that will be installed in 2011. We continue to add new dealers both within California and in the rest of the country, and our network of installers is now over 130 independent solar dealers extending into 34 states plus Canada.

“So far, we are seeing positive signs that the distribution business should prove to be as scalable as we anticipated when we made the decision to exit the installation business.  We are also continuing discussions with new strategic distribution partners to increase our top line sales, and supplier partners to reduce our costs. We continue to anticipate that our cash operating expenses for continuing operations will be approximately $1.5 – 1.6 million in the fourth quarter. In addition, our efforts to protect our solar panel installation technology are evidenced by the latest patent we received from the U.S. Patent and Trademark Organization,” concluded Cinnamon.

About Akeena Solar, Inc. d/b/a Westinghouse Solar (NASDAQ:WEST - News)

Westinghouse Solar is a manufacturer and distributor of solar power systems. Award winning Westinghouse Solar Power Systems provide a leading combination of safety, performance and reliability, while backed by the proven quality of the Westinghouse name. For more information on Westinghouse Solar, visit www.westinghousesolar.com.

The Westinghouse Solar logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7801

Safe Harbor

Statements made in this release that are not historical in nature, including those related to future revenue, revenue growth, operating expense rates and cost reductions, and product offerings in future periods, constitute forward-looking statements within the meaning of the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the use of words such as “expects,” “projects,” “plans,” “will,” “may,” “anticipates,” believes,” “should,” “intends,” “estimates,” and other words of similar meaning. These statements are subject to risks and uncertainties that cannot be predicted or quantified, and our actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks associated with the inherent uncertainty of future financial results, additional capital financing requirements, development of new products by us or our competitors, the effectiveness, profitability, and marketability of such products, our ability to protect proprietary rights and information, the impact of current, pending, or future legislation, regulation and incentive programs on the solar power industry, the impact of competitive products or pricing, technological changes, our ability to identify and successfully acquire and grow distribution customers, and the effect of general economic and business conditions. All forward-looking statements included in this release are made as of the date of this press release, and Akeena Solar assumes no obligation to update any such forward-looking statements.

Company Contact:

Barry Cinnamon, Chief Executive Officer

Westinghouse Solar

(408) 402-9400

bcinnamon@westinghousesolar.com