UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No 2)*

WORLD ENERGY SOLUTIONS, INC.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

98145W208

(CUSIP Number)

December 31, 2014

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

x Rule 13d-1(c)

¨ Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

CUSIP No. 98145W208

Page 2 of 8

1	NAME OF REPORTING PERSON HERSHEY MANAGEMENT I, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0%
12	TYPE OF REPORTING PERSON IA

CUSIP No. 98145W208

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1	NAME OF REPORTING PERSON hershey strategic capital, Lp
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0%
12	TYPE OF REPORTING PERSON PN

CUSIP No. 98145W208

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1	NAME OF REPORTING PERSON sherleigh associates inc. profit sharing plan
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0%
12	TYPE OF REPORTING PERSON EP

CUSIP No. 98145W208

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Item 1.

(a)

Name of Issuer:

World Energy Solutions, Inc.

(b)

Address of Issuer’s Principal Executive Offices:

100 Front Street

Worcester, MA 01608

Item 2.

(a)

Name of Person Filing:

Hershey Management I, LLC

Hershey Strategic Capital, LP

Sherleigh Associates Inc. Profit Sharing Plan

(b)

Address of Principal Business Office or, if none, Residence:

Hershey Management I, LLC and Hershey Strategic Capital, LP

888 7^th Avenue, 17^th Floor

New York, New York 10019

Sherleigh Associates Inc. Profit Sharing Plan

80 Columbus Circle PH76A

New York, NY 10023

(c)

Citizenship:

Hershey Management I, LLC is a Delaware limited liability company

Hershey Strategic Capital, LP is a Delaware limited partnership

Sherleigh Associates Inc. Profit Sharing Plan is a trust

(d)

Title of Class of Securities:

Common Stock

(e)

CUSIP Number:

98145W208

CUSIP No. 98145W208

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Item 3. If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

(a)	¨	Broker or Dealer registered under Section 15 of the Act

(b)	¨	Bank as defined in section 3(a)(6) of the Act

(c)	¨	Insurance Company as defined in section 3(a)(19) of the Act

(d)	¨	Investment Company registered under section 8 of the Investment Company Act

(e)	¨	Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)	¨	Employee Benefit Plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)	¨	Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)	¨	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)	¨	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940;

(j)	¨	A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);

(k)	¨	Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

Item 4. Ownership.

(a) – (c)

As of the date hereof, the reporting persons did not beneficially own any shares of Common Stock of World Energy Solutions, Inc.

Item 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not applicable.

CUSIP No. 98145W208

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Item 8. Identification and Classification of Members of the Group.

Not applicable.

Item 9. Notice of Dissolution of Group.

Not applicable.

Item 10. Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purposes or effect, other than activities solely in connection with a nomination under Rule 14a-11.

CUSIP No. 98145W208

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: January 29, 2015

	Hershey Management I, LLC

	By: /s/ Adam Hershey
	Adam Hershey, Managing Member

	Hershey Strategic Capital, LP
	By: Hershey Strategic Capital GP, LLC,
	general partner

	By: /s/ Adam Hershey
	Adam Hershey, Managing Member

	Sherleigh Associates Inc. Profit Sharing Plan

	By: /s/ Jack Silver
	Jack Silver, Trustee

World Energy Solutions, Inc. SC 13G/A