Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
MARTIN WILLIAM C
  2. Issuer Name and Ticker or Trading Symbol
SMG Indium Resources Ltd. [SMGI.OB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
TEN PRINCETON AVENUE
3. Date of Earliest Transaction (Month/Day/Year)
01/01/2013
(Street)

ROCKY HILL, NJ 08553
4. If Amendment, Date 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
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.001 (1) 01/01/2013   J(2)   185,538 D (2) 0 I By Raging Capital Fund, LP
Common Stock, par value $0.001 (1) 01/01/2013   J(2)   3,967,342 D (2) 0 I By Raging Capital Fund (QP), LP

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (right to buy) (1) $ 5.75 01/01/2013   J(2)     1,967,342   (3) 05/04/2016 Common Stock 1,967,342 (2) 0 I By Raging Capital Fund (QP), LP
Warrants (right to buy) (1) $ 5.75 01/01/2013   J(2)     892,958   (3) 05/04/2016 Common Stock 892,958 (2) 0 I By Raging Capital Fund, LP

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MARTIN WILLIAM C
TEN PRINCETON AVENUE
ROCKY HILL, NJ 08553
    X    
Raging Capital Management, LLC
TEN PRINCETON AVENUE
ROCKY HILL, NJ 08553
    X    
Raging Capital Fund, LP
TEN PRINCETON AVENUE
ROCKY HILL, NJ 08553
      See explanation of responses
Raging Capital Fund (QP), LP
TEN PRINCETON AVENUE
ROCKY HILL, NJ 08553
      See explanation of responses

Signatures

 By: /s/ Frederick C. Wasch as attorney-in-fact for William C. Martin   01/03/2013
**Signature of Reporting Person Date

 By: Raging Capital Management, LLC, By: /s/ Frederick C. Wasch as attorney-in-fact for William C. Martin, Managing Member   01/03/2013
**Signature of Reporting Person Date

 By: Raging Capital Fund, LP, By: Raging Capital Management, LLC, General Partner, By: /s/ Frederick C. Wasch as attorney-in-fact for William C. Martin, Managing Member   01/03/2013
**Signature of Reporting Person Date

 By: Raging Capital Fund (QP), LP, By: Raging Capital Management, LLC, General Partner, By: /s/ Frederick C. Wasch as attorney-in-fact for William C. Martin, Managing Member   01/03/2013
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This Form 4 is filed jointly by Raging Capital Fund, LP ("Raging Capital Fund"), Raging Capital Fund (QP), LP ("Raging Capital Fund QP"), Raging Capital Management, LLC ("Raging Capital") and William C. Martin. Each of Raging Capital and Mr. Martin disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
(2) Effective January 1, 2013, Raging Capital Fund assigned the securities of the Issuer held by it to Raging Capital Fund (QP). Immediately thereafter, Raging Capital Fund (QP) contributed the securities of the Issuer held by it to Raging Capital Master Fund, Ltd. ("Raging Master"), an affiliate of Raging Capital. Such assignment and contribution were effected in connection with an internal restructuring implemented by such entities. As the investment manager of Raging Master, Raging Capital may be deemed to beneficially own the securities of the Issuer owned directly by Raging Master. As the managing member of Raging Capital, Mr. Martin may be deemed to beneficially own the securities of the Issuer owned directly by Raging Master. As a result of such assignment and contribution, Raging Capital Fund and Raging Capital Fund QP are no longer subject to the reporting requirements of Section 16 with respect to the securities of the Issuer.
(3) The Warrants are currently exercisable.

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