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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1. Name and Address of Reporting Person * Nickolas Steven Paul   2. Issuer Name and Ticker or Trading Symbol ALKALINE WATER Co INC [WTR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President CEO Chairman (Last) (First) (Middle) 14301 NORTH 87 STREET, SUITE 301 3. Date of Earliest Transaction (Month/Day/Year) 05/21/2014 (Street) SCOTTSDALE, AZ 85260 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               21,500,000 I WiN Investments, LLC (1) Common Stock               21,500,000 I Lifewater Industries, LLC (2) Series A Preferred Stock (3)               10,000,000 D

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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

Stock Options

$ 0.605

10/09/2013(4)

10/09/2023

Common

3,000,000

3,000,000

D

Stock Options

$ 0.165

05/12/2014

05/12/2019

Common

600,000

3,600,000

D

Stock Options

$ 0.1455

05/21/2014

A

3,000,000

05/21/2014(5)

05/21/2024

Common

3,000,000

$ 0.1455

6,600,000

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Nickolas Steven Paul 14301 NORTH 87 STREET, SUITE 301 SCOTTSDALE, AZ 85260	X	X	President CEO Chairman
LIFEWATER INDUSTRIES, LLC 14301 NORTH 87 STREET, SUITE 301 SCOTTSDALE, AZ 85260		X
WIN INVESTMENTS, LLC 14301 NORTH 87 STREET SUITE 301 SCOTTSDALE, AZ 85260		X

Signatures

/s/ Steven P. Nickolas		05/22/2014
**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)	Steven P. Nickolas is the manager of WiN Investments, LLC and holds voting and dispositive control over these shares.
(2)	Steven P. Nickolas is the manager of Lifewater Industries, LLC and holds voting and dispositive control over these shares.
(3)	The Series A Preferred Stock has 10 votes per share and is not convertible into shares of common stock.
(4)	The stock options vest as follows: (i) 1,000,000 on October 9, 2013; and (ii) 500,000 per quarter until fully vested.
(5)	The stock options vest as follows: (I) 1,500,000 on May 21, 2014 and (ii) 1,500,000 on November 21, 2014.

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