Quipp Inc - Amended Statement of Beneficial Ownership (SC 13D/A)
03 June 2008 - 10:22PM
Edgar (US Regulatory)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act
of 1934
(Amendment No. 4 )*
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
(CUSIP Number)
Frederick W. Dreher, Esquire
John W. Kauffman,
Esquire
Duane Morris LLP
30 South 17th Street
Philadelphia, PA 19103;
telephone: 215-979-1234
(Name, Address and Telephone Number
of Person Authorized to
Receive Notices and Communications)
(Date of Event Which Requires Filing
of this Statement)
If the filing person has previously
filed a statement on Schedule 13G to report the acquisition that is the
subject of this Schedule 13D, and is filing this schedule because of
§§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
o
Note:
Schedules filed in paper
format shall include a signed original and five copies of the schedule,
including all exhibits. See Rule 13d-7 for other parties to whom copies are to
be sent.
* 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).
SCHEDULE
13D
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1
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NAMES OF REPORTING PERSON/I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Henry Partners, L.P.
I.R.S. I.D. No. 23-2888396
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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7
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SOLE VOTING POWER
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NUMBER OF
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-0-
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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-0-
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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-0-
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WITH
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
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-0-
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
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0.0%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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2
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1
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NAMES OF REPORTING PERSON/I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Matthew Partners, L.P.
I.R.S. I.D. No. 23-3063303
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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7
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SOLE VOTING POWER
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NUMBER OF
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-0-
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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-0-
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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-0-
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WITH
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
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-0-
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
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0.0%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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3
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1
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NAMES OF REPORTING PERSON/I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Henry Investment Trust, L.P.
I.R.S. I.D. No. 23-2887157
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Pennsylvania
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7
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SOLE VOTING POWER
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NUMBER OF
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-0-
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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-0-
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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-0-
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WITH
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
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-0-
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
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-0-%*
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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*NOTE: Henry Investment Trust,
L.P. is the sole general partner of each of Henry Partners, L.P. and Matthew
Partners, L.P.
4
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CUSIP
No.
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CUSIP No.
748802105
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1
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NAMES OF REPORTING PERSON/I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
David W. Wright
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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7
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SOLE VOTING POWER
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NUMBER OF
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-0-
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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-0-
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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-0-
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WITH
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
|
|
|
|
|
|
-0-
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|
|
|
|
|
12
|
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
|
|
o
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|
|
|
|
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
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-0-%*
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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*NOTE: David W. Wright is the
President of Canine Partners, LLC, which is the sole general partner of Henry
Investment Trust, L.P. Henry Investment Trust, L.P. is the sole general partner
of each of Henry Partners, L.P. and Matthew Partners, L.P.
5
This filing constitutes Amendment No. 4 to the Schedule 13D filed by Henry Partners, L.P., Matthew
Partners, L.P., Henry Investment Trust, L.P. and David W. Wright (collectively, the “Reporting
Persons”) with the Securities and Exchange Commission (the “SEC”). The following item of the
Schedule 13D is restated or amended and restated:
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Item 5
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Interest in Securities of the Issuer
.
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(a)-(b)
As of June 2, 2008, none of the Reporting Persons beneficially own shares of common stock of
the Issuer (“Issuer’s Shares”).
(c) The following is a list of all transactions in the Issuer’s Shares during the past sixty
days by the Reporting Persons. All of such transactions were effected in the open market.
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No. of Shares
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Sale Price
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Name of Purchaser
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Date of Sale
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Sold
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Per Share
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Henry
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4/15/2008
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41,400
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$
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5.00
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Matthew
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4/15/2008
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18,600
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$
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5.00
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Henry
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6/02/2008
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58,600
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$
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5.39
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Matthew
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6/02/2008
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26,400
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$
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5.39
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(d) Not applicable.
(e) As of June 2, 2008, each Reporting Person ceased to be the beneficial owner of more than
five percent of the Issuer’s Shares.
SIGNATURE
After reasonable inquiry and to the best of the undersigneds’ knowledge and belief, each of
the undersigned certifies that the information set forth in this statement is true, complete and
correct.
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HENRY PARTNERS, L.P., by its General
Partner, HENRY INVESTMENT TRUST, L.P.,
by its General Partner, CANINE PARTNERS,
LLC
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Date: June 2, 2008
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By:
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/s/ David W. Wright
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David W. Wright,
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President
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MATTHEW PARTNERS, L.P., by its General
Partner, HENRY INVESTMENT TRUST, L.P.,
by its General Partner, CANINE PARTNERS,
LLC
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Date: June 2, 2008
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By:
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/s/ David W. Wright
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David W. Wright,
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President
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HENRY INVESTMENT TRUST, L.P., by its
General Partner, CANINE PARTNERS, LLC
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Date: June 2, 2008
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By:
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/s/ David W. Wright
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David W. Wright,
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President
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Date: June 2, 2008
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/s/ David W. Wright
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David W. Wright
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