UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Bally Technologies, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
05874B107
(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:
[x] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] 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 the
disclosures provided in a prior cover page.
The information required in 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).
CUSIP No. 05874B107
1. Names of Reporting Persons.
Highline Capital Management, L.L.C.
I.R.S. Identification Nos. of above persons: 13-3929520
2. Check the Appropriate Box if a Member Of a Group (See Instructions)
[ ] (a)
[ ] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
New York, United States
5. Sole Voting Power: 3,105,700
Number of
Shares 6. Shared Voting Power: 0
Beneficially
Owned by 7. Sole Dispositive Power: 3,105,700
Each Reporting
Person With 8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
3,105,700
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9) 5.66%
12. Type of Reporting Person (See Instructions) IA
CUSIP No. 05874B107
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Jacob Doft
2. Check the Appropriate Box if a Member of a Group (See Instructions)
[ ] (a)
[ ] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
United States
5. Sole Voting Power: 3,105,700
Number of
Shares 6. Shared Voting Power: 0
Beneficially
Owned by 7. Sole Dispositive Power: 3,105,700
Each Reporting
Person With 8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
3,105,700
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9) 5.66%
12. Type of Reporting Person (See Instructions) HC
Item 1. (a) Issuer: Bally Technologies, Inc.
Address:
6601 S. Bermuda Rd.
Las Vegas, NV 89119
United States
Item 2. (a) Name of Person Filing:
Highline Capital Management, L.L.C.
Jacob Doft
(b) Address of Principal Business Offices:
One Rockefeller Plaza, 30th Floor
New York, New York 10020
(c) Citizenship:
Please refer to Item 4 on each cover sheet for each filing person.
(d) Title of Class of Securities
Common Stock
(e) CUSIP Number: 05874B107
Item 3. Highline Capital Management, L.L.C. is an investment advisor in
accordance with ss.240.13d-1(b)(1)(ii)(E). Jacob Doft is a control
person in accordance with ss.240.13d-1(b)(1)(ii)(G).
Item 4. Ownership
Please see Items 5 - 9 and 11 for each cover sheet for each filing
separately.
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
Not Applicable
Item 8. Identification and Classification of Members of the Group
Not Applicable
Item 9. Notice of Dissolution of Group
Not Applicable
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and held in the ordinary
course of business and 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 are 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 my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: February 17, 2009
Highline Capital Management, L.L.C.
By: /s/ Jacob Doft
--------------------------
Name: Jacob Doft
Title: CEO
By: /s/ Jacob Doft
--------------------------
Name: Jacob Doft
JOINT FILING AGREEMENT
The undersigned hereby agree that the Statement on this Schedule 13G/A, dated
February 17, 2009, (the "Schedule 13G/A"), with respect to the Common Stock of
Bally Technologies, Inc. is filed on behalf of each of us pursuant to and
in accordance with the provisions of Rule 13d-1(k) under the Securities and
Exchange Act of 1934, as amended, and that this Agreement shall be included
as an Exhibit to this Schedule 13G/A. Each of the undersigned agrees to be
responsible for the timely filing of the Schedule 13G/A, and for the
completeness and accuracy of the information concerning itself contained
therein. This Agreement may be executed in any number of counterparts, all
of which taken together shallconstitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the 17th day of February 2009.
Highline Capital Management, L.L.C.
By: /s/ Jacob Doft
--------------------------
Name: Jacob Doft
Title: CEO
By: /s/ Jacob Doft
--------------------------
Name: Jacob Doft
Statement of Control Person
The Statement on this Schedule 13G/A dated February 17, 2009 with respect
to the Common Stock of Bally Technologies, Inc. is filed by Jacob Doft
in accordance with the provisions of Rule 13d-1(b) and Rule 13d-1(k),
respectively,as control person (HC) of Highline Capital Management, L.L.C.
Highline Capital Management, L.L.C. files this statement on Schedule 13G/A in
accordance with the provisions of Rule 13d-1(b) and Rule 13d-1(k),
respectively, as investment advisor (IA).