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 * PICKENS BOONE   2. Issuer Name and Ticker or Trading Symbol Clean Energy Fuels Corp. [CLNE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O CLEAN ENERGY FUELS CORP., 3020 OLD RANCH PARKWAY #400 3. Date of Earliest Transaction (Month/Day/Year) 06/14/2013 (Street) SEAL BEACH, CA 90740 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

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

7.5% Convertible Promissory Note

$ 15.8

06/14/2013

P(1)

1

(2)

(3)

Common Stock

1,582,278

$ 22,500,000 (4)

1

D

7.5% Convertible Promissory Note

$ 15.8

06/14/2013

P(1)

1

(2)

(5)

Common Stock

1,582,278

$ 22,500,000 (4)

1

D

7.5% Convertible Promissory Note

$ 15.8

06/14/2013

P(6)

1

(2)

(7)

Common Stock

949,367

$ 15,000,000 (6)

1

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
PICKENS BOONE C/O CLEAN ENERGY FUELS CORP. 3020 OLD RANCH PARKWAY #400 SEAL BEACH, CA 90740	X	X

Signatures

/s/ Mitchell W. Pratt, Attorney-in-Fact		06/18/2013
**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)	The Reporting Person purchased the Note on June 14, 2013, from Chesapeake NG Ventures Corporation ("Chesapeake"), an indirect wholly owned subsidiary of Chesapeake Energy Corporation.
(2)	The Note is convertible into Common Stock of the Issuer ("Common Stock") at the Reporting Person's option upon issuance and, therefore, the Reporting Person is deemed to beneficially own the underlying Common Stock as of June 14, 2013.
(3)	The entire principal balance of the Note is due and payable on July 11, 2018, and the Issuer may repay the Note in Common Stock or cash.
(4)	The Reporting Person paid Chesapeake $22,500,000 for the Note.
(5)	The entire principal balance of the Note is due and payable on July 10, 2019, and the Issuer may repay the Note in Common Stock or cash.
(6)	The Reporting Person acquired the Note on June 14, 2013, from the Issuer by satisfying Chesapeake's obligation to deliver $15 million to the Issuer (the Reporting Person had previously assumed such obligation from Chesapeake).
(7)	The entire principal balance of the Note is due and payable on June 14, 2020, and the Issuer may repay the Note in Common Stock or cash.

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