| (Mark one) |
|------------|
|       |   |
| x          | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|       |   |
|       | For the fiscal year ended December 31, 2010 |
|       |   |
| or         |
|       |   |
| o          | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 |
|       |   |
|       | For the transition period from _____________ to _____________  |

| Delaware                                                      | 90-0181035                          |
|---------------------------------------------------------------|-------------------------------------|
| (State or other jurisdiction ofincorporation or organization) | (I.R.S. EmployerIdentification No.) |
|                                                          |                                |
| 1475 S. Bascom Ave., Suite 101                                |                                |
| Campbell, CA                                                  | 95008                               |
| (Address of principal executive offices)                      | (Zip Code)                          |

|                                     |                                        |
|------------------------------------------|---------------------------------------------|
| Common Stock, par value $0.001 per share | The NASDAQ Stock Market LLC                 |
| (Title of each class)               | (Name of each exchange on which registered) |
|                                     |                                        |

----

| Large accelerated filer  o          | Accelerated filer  o         |
|-----------------------------------------------|----------------------------------------|
| Non-accelerated filer  o            | Smaller reporting company  x |
| (Do not check if a smaller reporting company) |                                   |

----

----

PART IV

Item 15. 

Exhibits

| ExhibitNumber |   |  Description  |
|---------------|--------|-------------------------|
|          | 2.1    |                    | Agreement of Merger and Plan of Reorganization, dated August 11, 2006, by and among Fairview Energy Corporation, Inc., ASI Acquisition Sub, Inc. and Akeena Solar, Inc. (incorporated herein by reference to Exhibit 2.1 to our Current Report on Form 8-K, dated August 11, 2006 (the “August 2006 8-K”)) |
|          |   |                    |   |
|          | 3.1    |                    | Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 to our Current Report on Form 8-K, dated August 3, 2006) |
|          |   |                    |   |
|          | 3.2    |                    | By-laws (incorporated herein by reference to Exhibit 3.2 to our Current Report on Form 8-K, dated August 3, 2006) |
|          |   |                    |   |
|          | 3.3    |                    | Certificate of Amendment to the Certificate of Incorporation (incorporated herein by reference to Exhibit 3.3 to the August 2006 8-K) |
|          |   |                    |   |
|          | 3.4    |                    | Certificate of Amendment to the Certificate of Incorporation (incorporated herein by reference to Exhibit 3.4 to our Current Report on Form 10-Q filed on July 30, 2010) |
|          |   |                    |   |
|          | 4.1    |                    | Form of Restricted Stock Agreement (incorporated herein by reference to Exhibit 4.1 to our Annual Report on Form 10-KSB filed with the SEC on March 29, 2007) |
|          |   |                    |   |
|          | 4.2    |                    | Registration Rights Agreement (incorporated herein by reference to Exhibit 10.2 to the March 8, 2007 8-K) |
|          |   |                    |   |
|          | 4.3    |                    | Form of Warrant to Purchase Common Stock, dated November 2007 (incorporated herein by reference to Exhibit 4.1 to our Current Report on Form 8-K, dated November 1, 2007) |
|          |   |                    |   |
|          | 4.4    |                    | Form of Series E/F/G Warrants (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed on February 26, 2009) |
|          |   |                    |   |
|          | 4.5    |                    | Certificate of Designation with respect to Series A Preferred Stock, as filed on March 3, 2009 (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed on March 4, 2009) |
|          |   |                    |   |
|          | 4.6    |                    | Form of Securities Purchase Warrant (incorporated by reference to Exhibit 4.6 to our Current Report on Form 8-K filed on October 22, 2009) |
|          |   |                    |   |
|          | 4.7    |                    |  Form of Series I Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed on May 17, 2010) |
|          |   |                    |   |
|          | 4.8    |                    | Form of Series J Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed on October 8, 2010) |
|          |   |                    |   |

----

|   | 4.9    |          | Form of Series K Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed on February 17, 2011)                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|--------|--------|---------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 4.10   |          | Certificate of Designation with respect to Series B Preferred Stock, as filed on February 17, 2011 (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed on February 17, 2011)                                                                                                                                                                                                                                                                                                                                                                                                               |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.1   | ‡       | Akeena Solar, Inc. 2006 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the August 14, 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.1a  | ‡       | Akeena Solar, Inc. 2006 Stock Incentive Plan Form of Restricted Stock Agreement (incorporated herein by reference to Exhibit 10.11 to the August 14, 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.1b  | ‡       | Akeena Solar, Inc. 2006 Stock Incentive Plan Form of Nonqualified Stock Option Agreement (incorporated herein by reference to Exhibit 10.11 to the August 14, 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.2   | ‡  | First Amendment to the Akeena Solar, Inc. 2006 Incentive Stock Plan (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K, dated December 20, 2006)                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.3   |          | Form of Subscription Agreement (incorporated herein by reference to Exhibit 10.2 to the August 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.4   |          | Form of Registration Rights Agreement (incorporated herein by reference to Exhibit 10.3 to the August 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.5   |          | Form of Lockup Agreement (incorporated herein by reference to Exhibit 10.4 to the August 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.6   | ‡       | Restricted Stock Agreement, dated December 29, 2006, between the Company and Edward Roffman (incorporated herein by reference to Exhibit 10.8 to our Annual Report on Form 10-KSB filed with the SEC on March 29, 2007)                                                                                                                                                                                                                                                                                                                                                                                                  |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.7   |          | Form of Director and Officer Indemnification Agreement (incorporated herein by reference to Exhibit 10.9 to the August 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.8   | ‡       | Second Amendment to the Akeena Solar, Inc. 2006 Incentive Stock Plan (incorporated herein by reference to Exhibit 10.11 to our Quarterly Report on Form 10-KSB filed with the SEC on March 19, 2008)                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.9   |          | Standard Industrial/Commercial Single-Tenant Lease - Net, dated September 30, 2002, between Mattiuz Children’s Trust and the Company, as amended by First Addendum to Standard Industrial/Commercial Single-Tenant Lease — Net, dated April 26, 2004, Second Addendum Standard Industrial/Commercial Single-Tenant Lease — Net, dated April 30, 2005 and Third Addendum to Standard Industrial/Commercial Single-Tenant Lease, dated July 7, 2006 (incorporated herein by reference to Exhibit 10.11 to our Current Report on Form 8-K/A, dated August 11, 2006 (the “August 2006 8-K/A”)) |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.10  |          | Securities Purchase Agreement, dated March 8, 2007, between the Company and the purchasers signatory thereto (incorporated herein by reference to Exhibit 10.1 to the March 8, 2007 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.11  |          | Securities Purchase Agreement, dated May 25, 2007, between the Company and the purchasers signatory thereto (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K, dated June 4, 2007)                                                                                                                                                                                                                                                                                                                                                                                                     |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.12  |          | Registration Rights Agreement (incorporated herein by reference to Exhibit 10.2 to our Current Report on Form 8-K, dated June 4, 2007)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.13  |          | Securities Purchase Agreement, dated November 1, 2007, between the Company and the investors signatory thereto (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K, dated November 1, 2007)                                                                                                                                                                                                                                                                                                                                                                                         |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.14  |          | Stock Purchase Agreement by and among Akeena Solar, Inc. and the Purchaser(s) (as defined therein), dated as of February 26, 2009 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on February 26, 2009)                                                                                                                                                                                                                                                                                                                                                                               |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |

----

|   | 10.15  |    | Loan and Security Agreement (Cash Collateral Account) with Comerica Bank, dated as of February 10, 2009 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on March 9, 2009)                                                                                                    |
|--------|--------|---------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.16  |    | Amendment Agreement by and among Akeena Solar, Inc. and the Purchasers (as defined therein), dated as of June 1, 2009 (incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K filed on June 1, 2009)                                                                                       |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.17  |    | Securities Purchase Agreement by and among Akeena Solar, Inc. and the Purchaser (as defined therein), dated as of October 21, 2009 (incorporated by reference to Exhibit 10.18 to our Current Report on Form 8-K filed on October 22, 2009)                                                                |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.18  | ‡ | Third Amendment to the Akeena Solar, Inc. 2006 Incentive Stock Plan (incorporated by reference to Exhibit 10.17 to our Annual Report on Form 10-K filed on March 16, 2009)                                                                                                                                      |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.19  |    | Stock Purchase Agreement by and among Akeena Solar, Inc. and the Purchaser (as defined therein), dated as of May 17, 2010 (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on May 17, 2010)                                                                       |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.20  |    | Stock Purchase Agreement by and among Akeena Solar, Inc. and the Purchaser (as defined therein), dated as of October 7, 2010 (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on October 7, 2010)                                                                 |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.21  | §  | Master Assignment and Assumption Agreement by and among Akeena Solar, Inc., Real Goods Energy Tech, Inc. and SunRun Inc., dated as of October 12, 2010 (incorporated herein by reference to Exhibit 10.2 to our Current Report on Form 10-Q filed on November 10, 2010)                                         |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.22  | §  | Supply and Warranty Agreement by and between Akeena Solar, Inc. and Real Goods Energy Tech, Inc., dated as of October 7, 2010 (incorporated herein by reference to Exhibit 10.3 to our Current Report on Form 10-Q filed on November 10, 2010)                                                                  |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.23  |    | Business Financing Agreement by and among Akeena Solar, Inc. its subsidiaries and Bridge Bank, National Association, dated February 15, 2011.                                                                                                                                                                   |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.24  |    | Securities Purchase Agreement by and among Akeena Solar, Inc. and the Purchaser (as defined therein), dated as of February 17, 2011 (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on February 17, 2011)                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.25  |    | Form of Registration Rights Agreement by and among Akeena Solar, Inc. and the Purchases (as defined therein) (incorporated herein by reference to Exhibit 10.2 to our Current Report on Form 8-K filed on February 17, 2011)                                                                                    |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.26  | *μ | Supply agreement by and among Akeena Solar, Inc. and Enphase Energy, dated on January 31, 2009.                                                                                                                                                                                                            |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.27  | μ  | License Agreement by and among Akeena Solar, Inc. and Westinghouse Electric Corporation, dated on January 1, 2010.                                                                                                                                                                                         |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.28  |    | Trade Name Agreement by and among Akeena Solar, Inc. and Westinghouse Electric Corporation, dated on January 1, 2010.                                                                                                                                                                                      |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 21.1   |    | List of Subsidiaries                                                                                                                                                                                                                                                                                            |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 23.1   |    | Consent of Independent Registered Accounting Firm Burr Pilger Mayer Inc.                                                                                                                                                                                                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 31.1   | *       | Section 302 Certification of Principal Executive Officer                                                                                                                                                                                                                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 31.2   | *       | Section 302 Certification of Principal Financial Officer                                                                                                                                                                                                                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 32.1   | *       | Section 906 Certification of Principal Executive Officer                                                                                                                                                                                                                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 32.2   | *       | Section 906 Certification of Principal Financial Officer                                                                                                                                                                                                                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   |   | *       | Filed herewith.                                                                                                                                                                                                                                                                                                 |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   |   | §  | Confidential treatment has been granted with respect to certain confidential portions of this exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, which confidential portions have been omitted from the exhibit and filed separately with the Securities and Exchange Commission.   |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   |   | μ  | Confidential treatment has been requested with respect to certain confidential portions of this exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, which confidential portions have been omitted from the exhibit and filed separately with the Securities and Exchange Commission. |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   |   | ‡ | Management compensation agreement or plan.                                                                                                                                                                                                                                                                      |

----

SIGNAT

|               |                                  |               |
|--------------------|---------------------------------------|--------------------|
|               | WESTINGHOUSE SOLAR, INC.              |
|     |                        |     |
|               |                                  | /s/ Barry Cinnamon |
|               |  Barry Cinnamon                  |
|               | President and Chief Executive Officer |
|               | (Principal Executive Officer)         |

----

Exhibi

| ExhibitNumber |   |  Description  |
|---------------|--------|-------------------------|
|          | 2.1    |                    | Agreement of Merger and Plan of Reorganization, dated August 11, 2006, by and among Fairview Energy Corporation, Inc., ASI Acquisition Sub, Inc. and Akeena Solar, Inc. (incorporated herein by reference to Exhibit 2.1 to our Current Report on Form 8-K, dated August 11, 2006 (the “August 2006 8-K”)) |
|          |   |                    |   |
|          | 3.1    |                    | Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 to our Current Report on Form 8-K, dated August 3, 2006) |
|          |   |                    |   |
|          | 3.2    |                    | By-laws (incorporated herein by reference to Exhibit 3.2 to our Current Report on Form 8-K, dated August 3, 2006) |
|          |   |                    |   |
|          | 3.3    |                    | Certificate of Amendment to the Certificate of Incorporation (incorporated herein by reference to Exhibit 3.3 to the August 2006 8-K) |
|          |   |                    |   |
|          | 3.4    |                    | Certificate of Amendment to the Certificate of Incorporation (incorporated herein by reference to Exhibit 3.4 to our Current Report on Form 10-Q filed on July 30, 2010) |
|          |   |                    |   |
|          | 4.1    |                    | Form of Restricted Stock Agreement (incorporated herein by reference to Exhibit 4.1 to our Annual Report on Form 10-KSB filed with the SEC on March 29, 2007) |
|          |   |                    |   |
|          | 4.2    |                    | Registration Rights Agreement (incorporated herein by reference to Exhibit 10.2 to the March 8, 2007 8-K) |
|          |   |                    |   |
|          | 4.3    |                    | Form of Warrant to Purchase Common Stock, dated November 2007 (incorporated herein by reference to Exhibit 4.1 to our Current Report on Form 8-K, dated November 1, 2007) |
|          |   |                    |   |
|          | 4.4    |                    | Form of Series E/F/G Warrants (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed on February 26, 2009) |
|          |   |                    |   |
|          | 4.5    |                    | Certificate of Designation with respect to Series A Preferred Stock, as filed on March 3, 2009 (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed on March 4, 2009) |
|          |   |                    |   |
|          | 4.6    |                    | Form of Securities Purchase Warrant (incorporated by reference to Exhibit 4.6 to our Current Report on Form 8-K filed on October 22, 2009) |
|          |   |                    |   |
|          | 4.7    |                    |  Form of Series I Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed on May 17, 2010) |
|          |   |                    |   |
|          | 4.8    |                    | Form of Series J Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed on October 8, 2010) |
|          |   |                    |   |

----

|   | 4.9    |          | Form of Series K Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed on February 17, 2011)                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|--------|--------|---------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 4.10   |          | Certificate of Designation with respect to Series B Preferred Stock, as filed on February 17, 2011 (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed on February 17, 2011)                                                                                                                                                                                                                                                                                                                                                                                                               |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.1   | ‡       | Akeena Solar, Inc. 2006 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the August 14, 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.1a  | ‡       | Akeena Solar, Inc. 2006 Stock Incentive Plan Form of Restricted Stock Agreement (incorporated herein by reference to Exhibit 10.11 to the August 14, 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.1b  | ‡       | Akeena Solar, Inc. 2006 Stock Incentive Plan Form of Nonqualified Stock Option Agreement (incorporated herein by reference to Exhibit 10.11 to the August 14, 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.2   | ‡  | First Amendment to the Akeena Solar, Inc. 2006 Incentive Stock Plan (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K, dated December 20, 2006)                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.3   |          | Form of Subscription Agreement (incorporated herein by reference to Exhibit 10.2 to the August 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.4   |          | Form of Registration Rights Agreement (incorporated herein by reference to Exhibit 10.3 to the August 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.5   |          | Form of Lockup Agreement (incorporated herein by reference to Exhibit 10.4 to the August 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.6   | ‡       | Restricted Stock Agreement, dated December 29, 2006, between the Company and Edward Roffman (incorporated herein by reference to Exhibit 10.8 to our Annual Report on Form 10-KSB filed with the SEC on March 29, 2007)                                                                                                                                                                                                                                                                                                                                                                                                  |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.7   |          | Form of Director and Officer Indemnification Agreement (incorporated herein by reference to Exhibit 10.9 to the August 2006 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.8   | ‡       | Second Amendment to the Akeena Solar, Inc. 2006 Incentive Stock Plan (incorporated herein by reference to Exhibit 10.11 to our Quarterly Report on Form 10-KSB filed with the SEC on March 19, 2008)                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.9   |          | Standard Industrial/Commercial Single-Tenant Lease - Net, dated September 30, 2002, between Mattiuz Children’s Trust and the Company, as amended by First Addendum to Standard Industrial/Commercial Single-Tenant Lease — Net, dated April 26, 2004, Second Addendum Standard Industrial/Commercial Single-Tenant Lease — Net, dated April 30, 2005 and Third Addendum to Standard Industrial/Commercial Single-Tenant Lease, dated July 7, 2006 (incorporated herein by reference to Exhibit 10.11 to our Current Report on Form 8-K/A, dated August 11, 2006 (the “August 2006 8-K/A”)) |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.10  |          | Securities Purchase Agreement, dated March 8, 2007, between the Company and the purchasers signatory thereto (incorporated herein by reference to Exhibit 10.1 to the March 8, 2007 8-K)                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.11  |          | Securities Purchase Agreement, dated May 25, 2007, between the Company and the purchasers signatory thereto (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K, dated June 4, 2007)                                                                                                                                                                                                                                                                                                                                                                                                     |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.12  |          | Registration Rights Agreement (incorporated herein by reference to Exhibit 10.2 to our Current Report on Form 8-K, dated June 4, 2007)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.13  |          | Securities Purchase Agreement, dated November 1, 2007, between the Company and the investors signatory thereto (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K, dated November 1, 2007)                                                                                                                                                                                                                                                                                                                                                                                         |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|   | 10.14  |          | Stock Purchase Agreement by and among Akeena Solar, Inc. and the Purchaser(s) (as defined therein), dated as of February 26, 2009 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on February 26, 2009)                                                                                                                                                                                                                                                                                                                                                                               |
|   |   |          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |

----

|   | 10.15  |    | Loan and Security Agreement (Cash Collateral Account) with Comerica Bank, dated as of February 10, 2009 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on March 9, 2009)                                                                                                    |
|--------|--------|---------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.16  |    | Amendment Agreement by and among Akeena Solar, Inc. and the Purchasers (as defined therein), dated as of June 1, 2009 (incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K filed on June 1, 2009)                                                                                       |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.17  |    | Securities Purchase Agreement by and among Akeena Solar, Inc. and the Purchaser (as defined therein), dated as of October 21, 2009 (incorporated by reference to Exhibit 10.18 to our Current Report on Form 8-K filed on October 22, 2009)                                                                |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.18  | ‡ | Third Amendment to the Akeena Solar, Inc. 2006 Incentive Stock Plan (incorporated by reference to Exhibit 10.17 to our Annual Report on Form 10-K filed on March 16, 2009)                                                                                                                                      |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.19  |    | Stock Purchase Agreement by and among Akeena Solar, Inc. and the Purchaser (as defined therein), dated as of May 17, 2010 (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on May 17, 2010)                                                                       |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.20  |    | Stock Purchase Agreement by and among Akeena Solar, Inc. and the Purchaser (as defined therein), dated as of October 7, 2010 (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on October 7, 2010)                                                                 |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.21  | §  | Master Assignment and Assumption Agreement by and among Akeena Solar, Inc., Real Goods Energy Tech, Inc. and SunRun Inc., dated as of October 12, 2010 (incorporated herein by reference to Exhibit 10.2 to our Current Report on Form 10-Q filed on November 10, 2010)                                         |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.22  | §  | Supply and Warranty Agreement by and between Akeena Solar, Inc. and Real Goods Energy Tech, Inc., dated as of October 7, 2010 (incorporated herein by reference to Exhibit 10.3 to our Current Report on Form 10-Q filed on November 10, 2010)                                                                  |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.23  |    | Business Financing Agreement by and among Akeena Solar, Inc. its subsidiaries and Bridge Bank, National Association, dated February 15, 2011.                                                                                                                                                                   |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.24  |    | Securities Purchase Agreement by and among Akeena Solar, Inc. and the Purchaser (as defined therein), dated as of February 17, 2011 (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on February 17, 2011)                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.25  |    | Form of Registration Rights Agreement by and among Akeena Solar, Inc. and the Purchases (as defined therein) (incorporated herein by reference to Exhibit 10.2 to our Current Report on Form 8-K filed on February 17, 2011)                                                                                    |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.26  | *μ | Supply agreement by and among Akeena Solar, Inc. and Enphase Energy, dated on January 31, 2009.                                                                                                                                                                                                            |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.27  | μ  | License Agreement by and among Akeena Solar, Inc. and Westinghouse Electric Corporation, dated on January 1, 2010.                                                                                                                                                                                         |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 10.28  |    | Trade Name Agreement by and among Akeena Solar, Inc. and Westinghouse Electric Corporation, dated on January 1, 2010.                                                                                                                                                                                      |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 21.1   |    | List of Subsidiaries                                                                                                                                                                                                                                                                                            |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 23.1   |    | Consent of Independent Registered Accounting Firm Burr Pilger Mayer Inc.                                                                                                                                                                                                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 31.1   | *       | Section 302 Certification of Principal Executive Officer                                                                                                                                                                                                                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 31.2   | *       | Section 302 Certification of Principal Financial Officer                                                                                                                                                                                                                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 32.1   | *       | Section 906 Certification of Principal Executive Officer                                                                                                                                                                                                                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   | 32.2   | *       | Section 906 Certification of Principal Financial Officer                                                                                                                                                                                                                                                        |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   |   | *       | Filed herewith.                                                                                                                                                                                                                                                                                                 |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   |   | §  | Confidential treatment has been granted with respect to certain confidential portions of this exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, which confidential portions have been omitted from the exhibit and filed separately with the Securities and Exchange Commission.   |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   |   | μ  | Confidential treatment has been requested with respect to certain confidential portions of this exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, which confidential portions have been omitted from the exhibit and filed separately with the Securities and Exchange Commission. |
|   |   |    |                                                                                                                                                                                                                                                                                                            |
|   |   | ‡ | Management compensation agreement or plan.                                                                                                                                                                                                                                                                      |