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 *
HUGHES WILLIAM F JR
   2. Issuer Name and Ticker or Trading Symbol
NATURAL GAS SERVICES GROUP INC [NGS] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
42921 NORMANDY LANE		 3. Date of Earliest Transaction (Month/Day/Year)
03/28/2012
(Street)

LANCASTER, CA 93536		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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 03/28/2012   A   2,500 (1) A $ 13.43 6,500 D  
Common Stock               170,500 I By the William and Cheryl Hughes Trust

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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
Nonqualified Stock Option (right to buy) $ 5.55             12/31/2003 12/31/2013 Common Stock 2,500   2,500 D  
Nonqualified Stock Option (right to buy) $ 9.34             01/05/2005 01/05/2015 Common Stock 2,500   2,500 D  
Nonqualified Stock Option (right to buy) $ 16.96             12/30/2005 12/30/2015 Common Stock 2,500   2,500 D  
Nonqualified Stock Option (right to buy) $ 13.9             01/01/2007 01/01/2017 Common Stock 2,500   2,500 D  
Nonqualified Stock Option (right to buy) $ 19.61             12/31/2007 12/31/2017 Common Stock 2,500   2,500 D  
Nonqualified Stock Option (right to buy) $ 8             03/31/2009 03/18/2019 Common Stock 2,500   2,500 D  
Nonqualified Stock Option (right to buy) $ 20.48             03/31/2008 03/18/2018 Common Stock 2,500   2,500 D  
Nonqualified Stock Option (right to buy) $ 16.74             03/31/2010 03/22/2020 Common Stock 5,000   5,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HUGHES WILLIAM F JR
42921 NORMANDY LANE
LANCASTER, CA 93536		   X      

Signatures

 /s/ William F. Hughes Jr.   03/30/2012
**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) The acquisition of the 2,500 shares of common stock reflects an award of restricted stock on March 28, 2012, pursuant to the Company's 2009 Restricted Stock/Unit Plan. The award vests in installments of 625 shares beginning on March 31, 2013, with additional 625 share installments vesting on June 30, September 30 and December 31, 2013, although the award is also subject to accelerated vesting upon the death, disability or retirement of the recipient, or upon a change in control of the Company.

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