0001010192-13-000017.txt : 20130201 0001010192-13-000017.hdr.sgml : 20130201 20130201161555 ACCESSION NUMBER: 0001010192-13-000017 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130201 DATE AS OF CHANGE: 20130201 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN SELECT PORTFOLIO INC CENTRAL INDEX KEY: 0000908785 IRS NUMBER: 411755339 STATE OF INCORPORATION: MN FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52383 FILM NUMBER: 13566913 BUSINESS ADDRESS: STREET 1: 800 NICOLLET MALL STREET 2: BC- MN-H04N CITY: MINNEAPOLIS STATE: MN ZIP: 55402-3804 BUSINESS PHONE: 612-303-7987 MAIL ADDRESS: STREET 1: 800 NICOLLET MALL STREET 2: BC- MN-H04N CITY: MINNEAPOLIS STATE: MN ZIP: 55402 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Roumell Asset Management, LLC CENTRAL INDEX KEY: 0001331693 IRS NUMBER: 522145132 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2 WISCONSIN CIR STREET 2: SUITE 660 CITY: CHEVY CHASE STATE: MD ZIP: 20815 BUSINESS PHONE: 301-656-8500 MAIL ADDRESS: STREET 1: 2 WISCONSIN CIR STREET 2: SUITE 660 CITY: CHEVY CHASE STATE: MD ZIP: 20815 SC 13G/A 1 scd13g-a.htm AMERICAN SELECT PORTFOLIO 13G/A scd13g-a.htm





UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549


SCHEDULE 13G/A
(Amendment No. 1)


Under the Securities Exchange Act of 1934


American Select Portfolio, Inc.
(Name of Issuer)


Common Stock
(Title of Class of Securities)


029570108
(CUSIP Number)


December 31, 2012
(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)

o           Rule 13d-1(c)

o           Rule 13d-1(d)


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).

 
 
 
CUSIP No. 029570108
13G/A
Page 2 of 6 Pages



 
1.
Name of Reporting Person.
I.R.S. Identification Nos. of above persons (entities only).
 
Roumell Asset Management, LLC (“RAM”)
52-2145132
 
 
2.
Check the Appropriate Box if a Member of a Group
 
 
(a)o
(b)o
 
 
3.
SEC Use Only
 
 
 
4.
Citizenship or Place of Organization
 
Maryland
 
 
Number of
 
Shares
 
Beneficially
 
Owned by
 
Each
 
Reporting
 
Person
 
With:
 
 
5.
Sole Voting Power
 
0
 
6.
Shared Voting Power
 
0
 
7.
Sole Dispositive Power
 
0
 
8.
Shared Dispositive Power
 
0
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
0
 
 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
 
o Not Applicable
 
 
11.
Percent of Class Represented by Amount in Row (9)
 
0
 
 
12.
Type of Reporting Person
 
IA
 

.

 
 
 
CUSIP No. 029570108
13G/A
Page 3 of 6 Pages



 
1.
Name of Reporting Person.
I.R.S. Identification Nos. of above persons (entities only).
 
James C. Roumell
 
 
2.
Check the Appropriate Box if a Member of a Group
 
(c)o
(d)o
 
 
3.
SEC Use Only
 
 
4.
Citizenship or Place of Organization
 
U.S.A.
 
 
Number of
 
Shares
 
Beneficially
 
Owned by
 
Each
 
Reporting
 
Person
 
With:
 
 
5.
Sole Voting Power
 
0
 
6.
Shared Voting Power
 
0
 
7.
Sole Dispositive Power
 
0
 
8.
Shared Dispositive Power
 
0
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
0
 
 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
 
o Not Applicable
 
 
11.
Percent of Class Represented by Amount in Row (9)
 
0
 
 
12.
Type of Reporting Person
 
IN
 


 
 
 
CUSIP No. 029570108
13G/A
Page 4 of 6 Pages




 
Item 1(a).
Name of Issuer:
 
American Select Portfolio, Inc.
Item 1(b).
Address of Issuer’s Principal Executive Offices:
 
800 Nicollet Avenue
Minneapolis, MN  55402
Item 2(a).
Name of Persons Filing:
 
1.  Roumell Asset Management, LLC
2.  James C. Roumell
Item 2(b).
Address of Principal Business Office or, if none, Residence:
 
2 Wisconsin Circle, Suite 660, Chevy Chase, MD  20815
Item 2(c).
Citizenship:
 
1.  RAM – Maryland
2.  Roumell – U.S.A.
Item 2(d).
Title of Class of Securities:
 
Common Stock
Item 2(e).
CUSIP Number:
 
029570108

Item 3.
If this statement is filed pursuant to Rule 13(d)-1(b), or 13(d)-2(b), or (c), check whether the person filing is a:
 
 
(a)
o
Broker or dealer registered under Section 15 of the Exchange Act.
 
 
(b)
o
Bank as defined in Section 3(a)(6) of the Exchange Act.
 
 
(c)
o
Insurance company as defined in Section 3(a)(19) of the Exchange Act.
 
 
(d)
o
Investment company registered under Section 8 of the Investment Company Act of 1940.
 
 
(e)
x*
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
 
 
(f)
o
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
 
 
(g)
x*
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
 
 
(h)
o
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
 
 
(i)
o
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
 
 
(j)
o
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
 
 
*
RAM is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940.  Mr. Roumell is the President of RAM and holds a controlling percentage of its outstanding voting securities.  Roumell is joining in this filing on Schedule 13G/A pursuant to Rule 13d-1(k)(1).
 

 
 
 
CUSIP No. 029570108
13G/A
Page 5 of 6 Pages



Item 4.                      Ownership.
 
(a)
Amount beneficially owned:
0
(b)
Percent of class:
0
 
(c)
 
Number of shares as to which each person has:
(i)
 
Sole power to vote or to direct the vote
 
0
(ii)
 
Shared power to vote or to direct the vote
 
0
(iii)
 
Sole power to dispose or to direct the disposition of
 
0
(iv)
 
Shared power to dispose or to direct the disposition of
 
0
 

 
 
Item 5.                      Ownership of Five Percent or Less of a Class.
 
 
If this Schedule 13G/A is being filed to report the fact that as of the date hereof the reporting persons have ceased to beneficially own more than 5% of the Issuer’s common stock, check the following [X].
 
 
Item 6.                      Ownership of More than Five Percent on Behalf of Another Person.
 
 
Not applicable.
 
 
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 Group.
 
 
Not applicable.
 
 
Item. 10.
Certification.
 
 
By signing below, the undersigned (i) certify that, to the best of their knowledge and belief, the securities reported herein were acquired in the ordinary course of business and were not acquired and are not held for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired and are not held in connection with or as a participant in any transaction having such purposes or effect and (ii) hereby declare and affirm that the filing of this Schedule 13G/A shall not be construed as an admission that either of the reporting persons is the beneficial owner of the securities reported herein, which beneficial ownership is hereby expressly disclaimed, except to the extent of their respective pecuniary interest therein.
 

 
 
 
CUSIP No. 029570108
13G/A
Page 6 of 6 Pages


 
SIGNATURES
 
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 1, 2013
(Date)
 
 
/s/ James C. Roumell
(Signature)
 
Roumell Asset Management, LLC
By: James C. Roumell, President
(Name/Title)

February 1, 2013
(Date)
 
 
/s/ James C. Roumell
(Signature)
 
 
James C. Roumell
(Name)

 
 
 

JOINT FILING AGREEMENT



In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them this Schedule 13G (including further amendments thereto) with respect to the common stock of American Select Portfolio, Inc., and that this Joint Filing Agreement be included as an exhibit to such joint filing.

This Joint Filing Agreement may be executed in one or more counterparts, and each such counterpart shall be an original but all of which, taken together, shall constitute but one and the same instrument.

IN WITNESS WHEREOF, the undersigned hereby execute this Joint filing Agreement as of this 8th day of February 2012.

     
       
 
By:
/s/ James C. Roumell  
    James C. Roumell  
       
       

 
  ROUMELL ASSET MANAGEMENT, LLC  
       
       
 
By:
/s/ James C. Roumell  
    James C. Roumell, President