0001041885-12-000027.txt : 20120207 0001041885-12-000027.hdr.sgml : 20120207 20120207154957 ACCESSION NUMBER: 0001041885-12-000027 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120207 DATE AS OF CHANGE: 20120207 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HANDLEMAN CO /MI/ CENTRAL INDEX KEY: 0000314727 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DURABLE GOODS, NEC [5099] IRS NUMBER: 381242806 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-34210 FILM NUMBER: 12577829 BUSINESS ADDRESS: STREET 1: 500 KIRTS BLVD STREET 2: PO BOX 7045 CITY: TROY STATE: MI ZIP: 48084-4142 BUSINESS PHONE: 2483624400 MAIL ADDRESS: STREET 1: 500 KIRTS BLVD STREET 2: P O BOX 7045 CITY: TROY STATE: MI ZIP: 48084-4142 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: INGALLS & SNYDER LLC CENTRAL INDEX KEY: 0001041885 IRS NUMBER: 135156620 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 61 BROADWAY STREET 2: C/O INGALLS & SNYDER CITY: NEW YORK STATE: NY ZIP: 100006 BUSINESS PHONE: 2122697812 MAIL ADDRESS: STREET 1: 61 BROADWAY CITY: NEW YORK STATE: NY ZIP: 100006 SC 13G/A 1 hand13gaisdec11.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Handleman Company ----------------------------------------------------------------- (Name of Issuer) Common Stock ----------------------------------------------------------------- (Title of Class of Securities) 410252100 -------------------- (CUSIP Number) December 31, 2011 ---------------------------------------------------------------- (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). 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. CUSIP No. 410252100 --------------------------------------------------------------------- 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Ingalls & Snyder, LLC 13-5156620 ------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) ----- (b) ----- 3. SEC Use Only --------------------------------------------- 4. Citizenship or Place of Organization New York State ---------------------------------------- Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power 0 -------------------------- 6. Shared Voting Power 1,800,926 -------------------------- 7. Sole Dispositive Power 0 -------------------------- 8. Shared Dispositive Power 1,800,926 -------------------------- 9. Aggregate Amount Beneficially Owned by Each Reporting Person 1,800,926 --------- 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares --------- 11. Percent of Class Represented by Amount in Row (9) 8.8% --------- 12. Type of Reporting Person BD,IA --------- Item 1. (a) Name of Issuer Handleman Company ------------------------------------------------------- (b) Address of Issuer's Principal Executive Offices 500 Kirts Boulevard Troy, Michigan 48084-5225 ------------------------------------------------------- Item 2. (a) Name of Persons Filing Ingalls & Snyder, LLC ------------------------------------------------------- (b) Address of Principal Business Office or, if none, Residence 61 Broadway, New York, NY 10006 ------------------------------------------------------- (c) Citizenship New York State ------------------------------------------------------- (d) Title of Class of Securities Common Stock ------------------------------------------------------- (e) CUSIP Number 410252100 ------------------------------------------------------- Item 3. This statement is filed pursuant to Rule 13d-1(b), and the Person Filing is a: (a) [X] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (e) [X] An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E); Item 4. Ownership (a) Amount beneficially owned: 1,800,926 (b) Percent of Class: 8.8% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: 1,800,926 (iii)sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: 1,800,926 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 Ingalls & Snyder, LLC ("I&S") is a registered broker dealer and a registered investment advisor. Shares reported under shared dispositive power include shares held in accounts managed under investment advisory contracts. Included in shares reported under shared voting power and in shares reported under shared dispositive power are 1,800,926 shares owned by Underhill Partners, L.P. 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 are 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. February 6, 2012 ------------------------------- Date Ingalls & Snyder, LLC By: /s/ Thomas O. Boucher, Jr. ------------------------------- Thomas O. Boucher, Jr. Manager