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 * ValueAct SmallCap Management, L.P.   2. Issuer Name and Ticker or Trading Symbol EnergySolutions, Inc. [ES] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) __X__ Other (specify below) See remarks / See remarks (Last) (First) (Middle) 435 PACIFIC AVENUE, 4TH FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 06/11/2012 (Street) SAN FRANCISCO, CA 94133 4. If Amendment, Date Original Filed(Month/Day/Year) 06/11/2012 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 06/11/2012(1)   J(1)   6,322,187 (1) D (1) 0 (1) I See footnotes (1) (2) (3)

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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ValueAct SmallCap Management, L.P. 435 PACIFIC AVENUE 4TH FLOOR SAN FRANCISCO, CA 94133			See remarks	See remarks
ValueAct SmallCap Master Fund, L.P. 435 PACIFIC AVENUE 4TH FLOOR SAN FRANCISCO, CA 94133			See remarks	See remarks
VA SmallCap Partners, LLC 435 PACIFIC AVENUE 4TH FLOOR SAN FRANCISCO, CA 94133			See remarks	See remarks
ValueAct SmallCap Management, LLC 435 PACIFIC AVENUE 4TH FLOOR SAN FRANCISCO, CA 94133			See remarks	See remarks
Lockwood David James 435 PACIFIC AVENUE 4TH FLOOR SAN FRANCISCO, CA 94133			See remarks	See remarks

Signatures

VALUEACT SMALLCAP MANAGEMENT, L.P., By: VALUEACT SMALLCAP MANAGEMENT, LLC, its General Partner, By:/s/ David Lockwood, Managing Member		07/17/2012
**Signature of Reporting Person		Date
VA SMALLCAP PARTNERS, LLC, By:/s/ David Lockwood, Managing Member		07/17/2012
**Signature of Reporting Person		Date
VALUEACT SMALLCAP MASTER FUND, L.P., By: VA SMALLCAP PARTNERS, LLC, its General Partner, By:/s/ David Lockwood, Managing Member		07/17/2012
**Signature of Reporting Person		Date
VALUEACT SMALLCAP MANAGEMENT, LLC, By:/s/ David Lockwood, Managing Member		07/17/2012
**Signature of Reporting Person		Date
By:/s/ David Lockwood		07/17/2012
**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)	As of June 11, 2012, ValueAct SmallCap Master Fund, the direct owner of 6,322,187 shares of Common Stock, has undertaken to distribute in kind such shares to its investors. A total of 55,935 of these shares was held by David Lockwood for the benefit of ValueAct SmallCap Master Fund and were transferred to ValueAct SmallCap Master fund for no consideration in connection with the in kind distribution. Settlement of this in-kind distribution may occur on or after the date hereof.
(2)	Each reporting person listed herein disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(3)	The reported stock was owned directly by ValueAct SmallCap Master Fund, L.P. and was be deemed to be beneficially owned by (i) VA SmallCap Partners, LLC as the General Partner of ValueAct SmallCap Master Fund, L.P., (ii) ValueAct SmallCap Management, L.P. as the manager of ValueAct SmallCap Master Fund, L.P. and (iii) ValueAct SmallCap Management, LLC as the General Partner of ValueAct SmallCap Management, L.P. David Lockwood is the Managing Member of VA SmallCap Partners, LLC and ValueAct SmallCap Management, LLC. The reporting persons disclaimed beneficial ownership of the reported stock except to the extent of their pecuniary interest therein.
Remarks: -The reporting persons herein may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as amended. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by such reporting person. This report shall not be deemed an admission that such reporting person is a member of a group or the beneficial owner of any securities not directly owned by such reporting person.

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