1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Trinad
Capital Master Fund, Ltd. 98-0447604
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)X
(joint filers)
|
||
3
|
SEC
USE ONLY
|
||
4
|
SOURCE
OF FUNDS
WC
|
||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or
2(e)
o
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands
|
||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 5
|
SOLE
VOTING POWER
|
|
8 6
|
SHARED
VOTING POWER
2,432,690
|
||
9 7
|
SOLE
DISPOSITIVE POWER
|
||
10 8
|
SHARED
DISPOSITIVE POWER
2,432,690
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,432,690
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.6%
|
||
14
|
TYPE
OF REPORTING PERSON
CO
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Trinad
Management, LLC 20-0591302
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)X
(joint filers)
|
||
3
|
SEC
USE ONLY
|
||
4
|
SOURCE
OF FUNDS
AF
|
||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or
2(e)
o
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 5
|
SOLE
VOTING POWER
|
|
8 6
|
SHARED
VOTING POWER
2,432,690
|
||
9 7
|
SOLE
DISPOSITIVE POWER
|
||
10 8
|
SHARED
DISPOSITIVE POWER
2,432,690
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,432,690
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.6%
|
||
14
|
TYPE
OF REPORTING PERSON
IA
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Trinad
Capital LP 20-0593276
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)X
(joint filers)
|
||
3
|
SEC
USE ONLY
|
||
4
|
SOURCE
OF FUNDS
AF
|
||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or
2(e)
o
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 5
|
SOLE
VOTING POWER
|
|
8 6
|
SHARED
VOTING POWER
2,043,460
|
||
9 7
|
SOLE
DISPOSITIVE POWER
|
||
10 8
|
SHARED
DISPOSITIVE POWER
2,043,460
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,043,460
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.0%
|
||
14
|
TYPE
OF REPORTING PERSON
PN
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Trinad
Advisors II, LLC 20-8107048
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)X (joint
filers)
|
||
3
|
SEC
USE ONLY
|
||
4
|
SOURCE
OF FUNDS
AF
|
||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or
2(e)
o
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 5
|
SOLE
VOTING POWER
|
|
8 6
|
SHARED
VOTING POWER
2,043,460
|
||
9 7
|
SOLE
DISPOSITIVE POWER
|
||
10 8
|
SHARED
DISPOSITIVE POWER
2,043,460
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,043,460
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.0%
|
||
14
|
TYPE
OF REPORTING PERSON
OO
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Robert
S. Ellin
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)X
(joint filers)
|
||
3
|
SEC
USE ONLY
|
||
4
|
SOURCE
OF FUNDS
AF
|
||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or
2(e)
o
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 5
|
SOLE
VOTING POWER
|
|
8 6
|
SHARED
VOTING POWER
2,432,690
|
||
9 7
|
SOLE
DISPOSITIVE POWER
|
||
10 8
|
SHARED
DISPOSITIVE POWER
2,432,690
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,432,690
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.6%
|
||
14
|
TYPE
OF REPORTING PERSON
IN
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Jay
A. Wolf
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)X
(joint filers)
|
||
3
|
SEC
USE ONLY
|
||
4
|
SOURCE
OF FUNDS
AF
|
||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or
2(e)
o
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 5
|
SOLE
VOTING POWER
|
|
8 6
|
SHARED
VOTING POWER
2,432,690
|
||
9 7
|
SOLE
DISPOSITIVE POWER
|
||
10 8
|
SHARED
DISPOSITIVE POWER
2,432,690
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,432,690
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.6%
|
||
14
|
TYPE
OF REPORTING PERSON
IN
|
(i)
|
Trinad
Capital Master Fund, Ltd., a Cayman Islands corporation, which is
a
hedge fund dedicated to investing in micro-cap companies, with respect
to
shares directly and beneficially owned by Trinad
Capital Master Fund, Ltd.
|
(iii)
|
Trinad
Management, LLC, a Delaware limited liability company, which is
principally engaged in the business of managing the investments of
Trinad
Capital Master Fund, Ltd. and Trinad Capital LP, with respect to
the
shares directly and beneficially owned by Trinad Capital Master Fund,
Ltd.
and Trinad Capital LP.
|
(ii)
|
Trinad
Capital LP, a Delaware limited partnership, which is principally
engaged
in investing in Trinad Capital Master Fund, Ltd.,
with respect to shares indirectly and beneficially owned by Trinad
Capital LP.
|
(iv)
|
Trinad
Advisors II, LLC, a Delaware limited liability company (successor
to
Trinad Advisors GP, LLC) and the general partner of Trinad Capital
LP,
which principally serves as the general partner of Trinad Capital
LP, with
respect to the shares directly and beneficially owned by Trinad
Capital
LP.
|
(v)
|
Robert
S. Ellin, an individual and a director of the Issuer, whose principal
occupation is to serve as portfolio manager for Trinad Management,
LLC.
Mr. Ellin is the managing member of Trinad Advisors II, LLC; the
general
partner of Trinad Capital LP a principal stockholder of Trinad Capital
Master Fund, Ltd. Mr. Ellin is the managing member of Trinad Management,
LLC, the manager of Trinad Capital Master Fund, Ltd. Mr. Ellin is
a United
States citizen.
|
(vi)
|
Jay
A. Wolf, an individual, whose principal occupation is to serve as
portfolio manager and member of Trinad Management, LLC, the manager
of
Trinad Capital Master Fund, Ltd. Mr. Wolf is a member of Trinad Advisors
II, LLC; the general partner of Trinad Capital LP, a principal stockholder
of Trinad Capital Master Fund, Ltd. Mr. Wolf is a member of Trinad
Management, LLC that is the manager of Trinad Capital Master Fund,
Ltd.
Mr. Wolf is a United States
citizen.
|
Date
|
|
Shares
Acquired
|
|
Cost
per Share
|
8/15/2007
|
|
75,000
|
|
$3.15
|
TRINAD
CAPITAL MASTER FUND, LTD.
a
Cayman Islands exempted company
By:
/s/
Robert S. Ellin
Robert
S. Ellin, Director
Date:
August 27, 2007
|
TRINAD
MANAGEMENT, LLC
a
Delaware limited liability company
By:
/s/
Robert S. Ellin
Robert
S. Ellin, Managing Member
Date:
August 27, 2007
|
TRINAD
CAPITAL LP
a
Delaware limited partnership
By:
TRINAD ADVISORS II, LLC
a
Delaware limited liability company
As
its General Partner
By:
/s/
Robert S. Ellin
Robert
S. Ellin, Managing Member
Date:
August 27, 2007
|
TRINAD
ADVISORS II, LLC
a
Delaware limited liability company
By:
/s/
Robert S. Ellin
Robert
S. Ellin, Managing Member
Date:
August 27, 2007
|
By:
/s/
Robert S. Ellin
Robert
S. Ellin, an individual
Date:
August 27, 2007
|
By:
/s/
Jay A. Wolf
Jay
A. Wolf, an individual
Date:
August 27, 2007
|
TRINAD
CAPITAL MASTER FUND, LTD.
a
Cayman Islands exempted company
By:
/s/
Robert S. Ellin
Robert
S. Ellin, Director
Date:
August 27, 2007
|
TRINAD
MANAGEMENT, LLC
a
Delaware limited liability company
By:
/s/
Robert S. Ellin
Robert
S. Ellin, Managing Member
Date:
August 27, 2007
|
TRINAD
CAPITAL LP
a
Delaware limited partnership
By:
TRINAD ADVISORS II, LLC
a
Delaware limited liability company
As
its General Partner
By:
/s/
Robert S. Ellin
Robert
S. Ellin, Managing Member
Date:
August 27, 2007
|
TRINAD
ADVISORS II, LLC
a
Delaware limited liability company
By:
/s/
Robert S. Ellin
Robert
S. Ellin, Managing Member
Date:
August 27, 2007
|
By:
/s/
Robert S. Ellin
Robert
S. Ellin, an individual
Date:
August 27, 2007
|
By:
/s/
Jay A. Wolf
Jay
A. Wolf, an individual
Date:
August 27, 2007
|