Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Taylor George W
2. Date of Event Requiring Statement (Month/Day/Year)
04/24/2007
3. Issuer Name and Ticker or Trading Symbol
Ocean Power Technologies, Inc. [OPTT]
(Last)
(First)
(Middle)
C/O OCEAN POWER TECHNOLOGIES, INC., 1590 REED ROAD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PENNINGTON, NJ 08534
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 867,801 (1)
D
 
Common Stock 321,287 (1)
I
See footnote (2)
Common Stock 543 (1)
I
See footnote (3)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy)   (4) 06/08/2008 Common Stock 15,000 (6) $ 16.7 (6) D  
Employee Stock Option (right to buy)   (4) 01/12/2010 Common Stock 27,000 (6) $ 6.7 (6) D  
Employee Stock Option (right to buy)   (4) 01/12/2010 Common Stock 63,000 (6) $ 20 (6) D  
Employee Stock Option (right to buy)   (4) 03/23/2010 Common Stock 52,500 (6) $ 6.7 (6) D  
Employee Stock Option (right to buy)   (4) 03/23/2010 Common Stock 30,000 (6) $ 20 (6) D  
Employee Stock Option (right to buy)   (4) 07/30/2011 Common Stock 60,000 (6) $ 6.7 (6) D  
Employee Stock Option (right to buy)   (4) 03/01/2008 Common Stock 37,500 (6) $ 17 (6) D  
Employee Stock Option (right to buy)   (4) 03/01/2008 Common Stock 25,000 (6) $ 19.7 (6) D  
Employee Stock Option (right to buy)   (4) 11/22/2009 Common Stock 20,000 (6) $ 14.5 (6) D  
Employee Stock Option (right to buy)   (5) 06/17/2010 Common Stock 13,500 (6) $ 13.1 (6) D  
Employee Stock Option (right to buy)   (4) 06/16/2011 Common Stock 45,000 (6) $ 13.8 (6) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Taylor George W
C/O OCEAN POWER TECHNOLOGIES, INC.
1590 REED ROAD
PENNINGTON, NJ 08534
  X   X   Chief Executive Officer  

Signatures

/s/ Charles F. Dunleavy as attorney-in-fact for George W. Taylor 04/24/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Reflects a one-for-ten reverse stock split that became effective on April 20, 2007.
(2) Reflects shares owned by Joanne Burns over which Dr. Taylor has sole voting power pursuant to a Voting and First Refusal Agreement between Dr. Taylor and Ms. Burns, dated September 27, 2003 and amended and restated on April 18, 2005.
(3) Shares held by Princeton Research Associates, Inc. Dr. Taylor is President and a director of Princeton Research Associates. Dr. Taylor disclaims beneficial ownership of the shares held by Princeton Research Associates, Inc. except to the extent of his pecuniary interest therein.
(4) Exercisable in full on the date of grant.
(5) Exercisable in five equal annual installments beginning one year after date of grant.
(6) Reflects a one-for-ten reverse stock split, which became effective on April 20, 2007 pursuant to which (i) the number of shares of common stock underlying the options were divided by ten and (ii) the exercise price of the option was multiplied by ten.

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