UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d-1(b), (c)
AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No.2)*
TurboChef Technologies, Inc.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
900006206
(CUSIP Number)
December 31, 2008
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
x Rule 13d-1(c)
o 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 disclosures provided in a prior cover page.
The information required on 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 (however, see the Notes).
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1 |
NAME OF REPORTING PERSONS Bluenose Capital Fund (QP), L.P. |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) o
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3. |
SEC USE ONLY |
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4. |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
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NUMBER OF |
5. |
SOLE VOTING POWER 0 |
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6. |
SHARED VOTING POWER 0 |
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7. |
SOLE DISPOSITIVE POWER 0 |
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8. |
SHARED DISPOSITIVE POWER 0 |
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9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING 0 |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES o CERTAIN SHARES |
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11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.00% |
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12. |
TYPE OF REPORTING PERSON PN |
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1 |
NAME OF REPORTING PERSONS Bluenose Master Fund, Ltd. |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) o
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3. |
SEC USE ONLY |
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4. |
CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands |
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NUMBER OF |
5. |
SOLE VOTING POWER 0 |
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6. |
SHARED VOTING POWER 0 |
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7. |
SOLE DISPOSITIVE POWER 0 |
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8. |
SHARED DISPOSITIVE POWER 0 |
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9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING 0 |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES o CERTAIN SHARES |
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11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.00% |
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12. |
TYPE OF REPORTING PERSON CO |
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1 |
NAME OF REPORTING PERSONS Intrepid Capital Advisors, LLC |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) o
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3. |
SEC USE ONLY |
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4. |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
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NUMBER OF |
5. |
SOLE VOTING POWER 0 |
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6. |
SHARED VOTING POWER 0 |
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7. |
SOLE DISPOSITIVE POWER 0 |
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8. |
SHARED DISPOSITIVE POWER 0 |
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9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING 0 |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES o CERTAIN SHARES |
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11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.00% |
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12. |
TYPE OF REPORTING PERSON OO |
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1 |
NAME OF REPORTING PERSONS Intrepid Fund Management, LLC |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) o
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3. |
SEC USE ONLY |
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4. |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
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NUMBER OF |
5. |
SOLE VOTING POWER 0 |
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6. |
SHARED VOTING POWER 0 |
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7. |
SOLE DISPOSITIVE POWER 0 |
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8. |
SHARED DISPOSITIVE POWER 0 |
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9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING 0 |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES o CERTAIN SHARES |
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11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.00% |
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12. |
TYPE OF REPORTING PERSON OO |
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1 |
NAME OF REPORTING PERSONS Steven Shapiro |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) o
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3. |
SEC USE ONLY |
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4. |
CITIZENSHIP OR PLACE OF ORGANIZATION United States |
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NUMBER OF |
5. |
SOLE VOTING POWER 0 |
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6. |
SHARED VOTING POWER 0 |
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7. |
SOLE DISPOSITIVE POWER 0 |
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8. |
SHARED DISPOSITIVE POWER 0 |
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9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING 0 |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES o CERTAIN SHARES |
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11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.00% |
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12. |
TYPE OF REPORTING PERSON IN |
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This statement is filed with respect to the common stock (“Common Stock”) of TurboChef Technologies, Inc. (the “Issuer”) beneficially owned by the Reporting Persons identified below as of February 11, 2009, and amends and supplements the Schedule 13G originally filed by the Reporting Persons on March 16, 2007, as amended (collectively, the “Schedule 13G”). Except as set forth herein, the Schedule 13G is unmodified.
The names of the persons filing this statement on Schedule 13G are (collectively, the “Reporting Persons”): Bluenose Capital Fund (QP), L.P., Bluenose Master Fund, Ltd., Intrepid Capital Advisors, LLC, Intrepid Fund Management, LLC and Steven Shapiro.
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ITEM 4. |
OWNERSHIP. |
None of the Reporting Persons beneficially owns any shares of Common Stock in the Issuer
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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 Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.
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ITEM 10. |
CERTIFICATION. (if filing pursuant to Rule 13d-1(c)) |
By signing below each Reporting Person certifies that, to the best of its 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 not held in connection with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete, and correct.
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Dated: |
February 17, 2009 |
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/s/ Steven Shapiro |
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Steven Shapiro, individually, |
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as Manager of Intrepid Capital Advisors, LLC, on behalf of itself and of Bluenose Capital Fund (QP), L.P., as its general partner, and as Manager of Intrepid Fund Management, LLC, on behalf of itself and of Bluenose Master Fund, Ltd., as its investment manager |
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