UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Kensico Associates, L.P. C/O KENSICO CAPITAL MANAGEMENT 55 RAILROAD AVENUE, 2ND FLOOR GREENWICH, CT 06830 |
 |  X |  |  |
Kensico Capital, LLC C/O KENSICO CAPITAL MANAGEMENT 55 RAILROAD AVENUE, 2ND FLOOR GREENWICH, CT 06830 |
 |  X |  |  |
Lowenstein Michael Bernard C/O KENSICO CAPITAL MANAGEMENT 55 RAILROAD AVENUE, 2ND FLOOR GREENWICH, CT 06830 |
 |  X |  |  |
Coleman Thomas Jason C/O KENSICO CAPITAL MANAGEMENT 55 RAILROAD AVENUE, 2ND FLOOR GREENWICH, CT 06830 |
 |  X |  |  |
/s/ Michael Bernard Lowenstein, Managing Member of Kensico Capital, L.L.C., General Partner of Kensico Associates, L.P. | 11/10/2008 | |
**Signature of Reporting Person | Date | |
/s/ Michael Bernard Lowenstein, Managing Member of Kensico Capital, L.L.C. | 11/10/2008 | |
**Signature of Reporting Person | Date | |
/s/ Michael Bernard Lowenstein | 11/10/2008 | |
**Signature of Reporting Person | Date | |
/s/ Thomas Jason Coleman | 11/10/2008 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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 securities reported as directly beneficially owned by Kensico Associates, L.P. may be deemed to be indirectly beneficially owned by Kensico Capital, L.L.C., Thomas Jason Coleman and Michael Bernard Lowenstein. Michael Bernard Lowenstein and Thomas Jason Coleman are managing members of Kensico Capital, L.L.C., which is the sole general partner of Kensico Associates, L.P. Pursuant to Instruction 5(b)(iv) of Form 3, Kensico Capital, L.L.C., Thomas Jason Coleman and Michael Bernard Lowenstein have elected to report as indirectly beneficially owned the entire number of securities owned by Kensico Associates, L.P. but each of them disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed its or his pecuniary interest therein and/or that are not actually distributed to it or him. |