SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* WS CAPITAL LLC (Last) (First) (Middle) 300 CRESCENT COURT, SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/19/2006	3. Issuer Name and Ticker or Trading Symbol WELUND FUND INC [ N/A ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share	7,500,000	I	See footnotes(1)(2)(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* WS CAPITAL LLC (Last) (First) (Middle) 300 CRESCENT COURT, SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* WS CAPITAL MANAGEMENT LP (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* WSV MANAGEMENT L L C (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* WS VENTURES MANAGEMENT L P (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* WS Opportunity Fund L P (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* WS Opportunity Fund QP L P (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* WS OPPORTUNITY FUND INTERNATIONAL LTD (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* WALKER REID S (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SMITH G STACY (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* WALKER PATRICK P (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Includes (i) 3,000,000 Shares beneficially owned by WS Capital, L.L.C. ("WS Capital") and WS Capital Management, L.P. ("WSC Management") for the accounts of (a) Walker Smith Capital, L.P. ("WSC"), which beneficially owns 156,000 Shares, (b) Walker Smith Capital (Q.P.), L.P. ("WSCQP"), which beneficially owns 990,000 Shares, (c) Walker Smith International Fund, Ltd. ("WS International"), which beneficially owns 1,335,000 Shares and (d) HHMI Investments, L.P. ("HHMI"), which beneficially owns 519,000 Shares and (ii) 4,500,000 shares beneficially owned by WSV Management, L.L.C. ("WSV") and WS Ventures Management, L.P. ("WSVM") for the accounts of (a) WS Opportunity Fund, L.P. ("WSO"), which beneficially owns 1,263,000 Shares, (b) WS Opportunity Fund (Q.P.), L.P. ("WSOQP"), which beneficially owns 1,107,000 Shares and (c) WS Opportunity Fund International, Ltd. ("WSO International"), which beneficially owns 2,130,000 Shares.

2. This Form 3 is filed on behalf of WS Capital, WSC Management, WSV, WSVM, WSC, WSCQP, WS International, WSO, WSOQP, WSO International, Reid S. Walker, G. Stacy Smith and Patrick P. Walker (collectively, the Filing Persons). Reid S. Walker and G. Stacy Smith are the sole principals of WS Capital, and Reid S. Walker, G. Stacy Smith and Patrick P. Walker are the sole principals of WSV. WS Capital is the general partner of WSC Management, which is the general partner of WSC and WSCQP and the agent and attorney-in-fact for WS International. WSV is the general partner of WSVM, which is the general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO International.

3. Each of the Filing Persons hereby expressly disclaims membership in a "group" under the Securities Exchange Act of 1934 with respect to the securities reported herein, and this Form 3 shall not be deemed to be an admission that any such Filing Person is a member of such a group. Each of the Filing Persons hereby expressly disclaims beneficial ownership of the securities reported herein, other than to the extent of its pecuniary interest therein, and this Form 3 shall not be deemed to be an admission that any such Filing Person is the beneficial owner of the securities reported herein for purposes of the Securities Exchange Act of 1934 or for any other purpose.

	WS Capital, L.L.C.; By: /s/ Reid S. Walker, Member	09/27/2006
	WS Capital Management, L.P.; By: WS Capital, L.L.C., its general partner; By: /s/ Reid S. Walker, Member	09/27/2006
	WSV MANAGEMENT, L.L.C.; By: /s/ Reid S. Walker, Member	09/27/2006
	WS VENTURES MANAGEMENT, L.P.; By: WSV Management, L.L.C., its general partner; By: /s/ Reid S. Walker, Member	09/27/2006
	WS OPPORTUNITY FUND, L.P.; By: WS Ventures Management, L.P., its general partner; By: WSV Management, L.L.C., its general partner; By: /s/ Reid S. Walker, Member	09/27/2006
	WS Opportunity Fund, (Q.P.) L.P.; By: WS Ventures Management, L.P., its general partner; By: WSV Management, L.L.C., its general partner; By: /s/ Reid S. Walker, Member	09/27/2006
	WS OPPORTUNITY FUND INTERNATIONAL, LTD.; By: WS Ventures Management, L.P., its agent and attorney-in-fact; By: WSV Management, L.L.C., its general partner; By: /s/ Reid S. Walker, Member	09/27/2006
	/s/ Reid S. Walker	09/27/2006
	/s/ G. Stacy Smith	09/27/2006
	/s/ Patrick P. Walker	09/27/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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