Ownership Submission
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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Scott Sterling C.
   2. Issuer Name and Ticker or Trading Symbol
GROWLIFE, INC. [PHOT] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO, President, and Secretary
(Last)
(First)
(Middle)
717 E. GARDENA BLVD.		 3. Date of Earliest Transaction (Month/Day/Year)
09/28/2012
(Street)

GARDENA, CA 90248		 4. If Amendment, Date Original Filed(Month/Day/Year)
 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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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

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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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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
(Month/Day/Year)		 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
6% Senior Secured Convertible Note $ 0.007 09/28/2012   P   $ 131,680   09/28/2012 04/15/2015 Common Stock 18,811,429 (1) 59,097,143 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Scott Sterling C.
717 E. GARDENA BLVD.
GARDENA, CA 90248		   X   X   CEO, President, and Secretary  

Signatures

 /s/ Sterling Scott   10/19/2012
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) On April 5, 2012, GrowLife, Inc., a Delaware corporation, issued a 6% Senior Secured Convertible Promissory Note to Sterling C. Scott in the original principal amount of $282,000 (the "Original Note"). On September 28, 2012, the Reporting Person invested an additional $131,680 in the Company (the "Additional Capital") and exchanged the Original Note for an Amended and Restated 6% Senior Secured Convertible Note (the "Note") in the original principal amount of $413,680. The Note bears interest at the rate of 6% per annum and is due on April 15, 2015. The Note may be converted at any time into shares of common stock at a price of $0.007 per share, subject to certain anti-dilution protection. The number of shares set forth in the table includes the 18,811,429 shares issuable upon the conversion of the Additional Capital portion of the Note. It does not include the variable amount of shares issuable upon conversion of the interest accrued on the Note.

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