SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* WHEELER THOMAS M (Last) (First) (Middle) 2120 AUSTIN AVENUE SUITE 100 (Street) ROCHESTER HILLS MI 48309 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol AMERIGON INC [ ARGN ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 12/15/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

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
Common Stock	12/15/2005		J(1)		2,135,182	D	(1)	0	I	See Footnote(2)
Common Stock	12/15/2005		J(1)		519,896	A	(1)	519,896	I	See Footnote(3)

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 Securities Underlying Derivative Security (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: 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
Series A Convertible Preferred Stock	(4)	12/15/2005		J(1)			4,500	(4)	(4)	Common Stock	2,686,567	(1)	0	I	See Footnote(2)
Series A Convertible Preferred Stock	(4)	12/15/2005		J(1)		4,500		(4)	(4)	Common Stock	2,686,567	(1)	4,500	I	See Footnote(3)

1. Name and Address of Reporting Person* WHEELER THOMAS M (Last) (First) (Middle) 2120 AUSTIN AVENUE SUITE 100 (Street) ROCHESTER HILLS MI 48309 (City) (State) (Zip)

1. Name and Address of Reporting Person* TMW Enterprises Inc. (Last) (First) (Middle) 2120 AUSTIN AVE. (Street) ROCHESTER HILLS MI 48309 (City) (State) (Zip)

1. Name and Address of Reporting Person* W III H Partners, LP (Last) (First) (Middle) C/O ROCKEFELLER & CO., INC. 30 ROCKEFELLER PLAZA, ROOM 5600 (Street) NEW YORK NY 10112 (City) (State) (Zip)

Explanation of Responses:

1. Thomas M. Wheeler controls TMW Enterprises Inc. ("TMWE"), the general partner of W III H Partners, L.P. ("W III H"), which held a majority interest in Big Beaver Investments LLC, a limited liability company ("Big Beaver"). On the Transaction Date, Big Beaver distributed to its members all of its Issuer common stock and preferred stock in connection with the dissolution of Big Beaver. As permitted, the Reporting Persons previously reported on Form 4 all securities held by Big Beaver rather than the Reporting Persons' allocable portion thereof. The common stock and preferred stock distributed to W III H in connection with the dissolution of Big Beaver currently constitute a greater than 10% beneficial ownership interest of the Issuer's outstanding shares of common stock and preferred stock (on an as converted basis).

2. The securities described were held by Big Beaver, which has dissolved. Thomas M. Wheeler controls TMWE, the general partner of W III H, which held a majority interest in Big Beaver prior to Big Beaver's dissolution.

3. Thomas M. Wheeler controls TMWE, the general partner of W III H which holds the reported securities which currently constitute a greater than 10% beneficial ownership interest of the issuer's outstanding shares of common stock and preferred stock (on an as-converted basis). Thomas M. Wheeler disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. TMWE disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

4. Each share of Series A Convertible Preferred Stock is convertible into a number of shares of common stock equal to 1,000/1.675 and has no expiration date.

	Thomas M. Wheeler	12/15/2005
	W III H Partners, LP By: TMW Enterprises By: Robert T. Howard President	12/15/2005
	TMW Enterprises Inc. By: Robert T. Howard, President	12/15/2005
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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