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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
EISEN HARVEY P 100 SOUTH BEDFORD ROAD MT KISCO, NY 10549 |
X | X | ||
BEDFORD OAK ADVISORS LLC 100 SOUTH BEDFORD ROAD MT. KISCO, NY 10549 |
X | |||
BEDFORD OAK PARTNERS LP 100 SOUTH BEDFORD ROAD MT. KISCO, NY 10549 |
X |
Harvey P. Eisen, for himself and on behalf of the following entities: BEDFORD OAK PARTNERS, L.P., BEDFORD OAK MANAGEMENT LLC, for itself and on behalf of the Partnership as its General Partner, BEDFORD OAK ADVISORS LLC, /s/ Harvey P. Eisen | 01/23/2006 | |
**Signature of Reporting Person | Date |
* | 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 reported shares are held directly by Harvey P. Eisen, a director of the issuer. |
(2) | 350,000 shares of common stock are owned directly by Bedford Oak Partners, L.P. (the "Partnership"). A portion of these securities may also be deemed to be beneficially owned by Bedford Oak Management, LLC, the general partner of the Partnership (the "General Partner") and by Mr. Eisen, the Managing Member of the General Partner, in accordance with the respective "pecuniary interests" of such persons (within the meaning of Exchange Act Rule 16a-1(a)(2)). Bedford Oak Advisors, LLC ("Advisors"), an affiliated entity owned and controlled by Mr. Eisen, acts as investment manager of the Partnership and has the power to vote and dispose of such shares but has no pecuniary interest therein. The General Partner and Mr. Eisen disclaim any beneficial interest in such securities in excess of their respective pecuniary interests. As a result of the transactions reported herein, the Partnership will cease to be a 10% beneficial owner with respect to the issuer. |
Remarks: * This filing is made by Harvey P. Eisen, Bedford Oak Partners, L.P., Bedford Oak Management, LLC and Bedford Oak Advisors, LLC, each having an address at 100 South Bedford Road, Mt. Kisco, New York, 10549. |