Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

ARENS GEOFFREY W

2. Date of Event Requiring Statement (MM/DD/YYYY) 12/19/2014

3. Issuer Name and Ticker or Trading Symbol

VISCOUNT SYSTEMS INC [VSYS]

(Last) (First) (Middle)

C/O DENDERA CAPITAL FUND LP, 237 PARK AVENUE

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)

NEW YORK, NY 10017

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

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	1361111	I	By Dendera Capital Fund LP ⁽¹⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		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)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Warrants (Right to Buy)	3/10/2014	3/10/2019	Common Stock	555555	$.20	I	By Dendera Capital Fund LP ⁽¹⁾
Warrants (Right to Buy)	12/19/2014	12/19/2019	Common Stock	250000	$.095	D ⁽²⁾

Explanation of Responses:
( 1)	The reporting person is the Managing Partner of Dendera Capital Fund LP The reporting person disclaims beneficial ownership of the securities held by Dendera Capital Fund LP, except to the extent of his pecuniary interest therein.
( 2)	The reporting person was issued 250,000 compensation warrants pursuant to his appointment to the Board of the Issuer as disclosed by the Issuer on its Form 8-K filed with the Commission dated December 22, 2014.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
ARENS GEOFFREY W C/O DENDERA CAPITAL FUND LP 237 PARK AVENUE NEW YORK, NY 10017	X

Signatures
Geoffrey W. Arens		12/29/2014
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.