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*
Victory Park Capital Advisors, LLC

(Last) (First) (Middle)
227 WEST MONROE STREET
SUITE 3900

(Street)
CHICAGO IL 60606

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/13/2009
3. Issuer Name and Ticker or Trading Symbol
Global Employment Holdings, Inc. [ GEYH ]
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 1,279,465 I(1) See Footnote(1)
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
Senior Secured Convertible Notes 03/13/2009(2) 03/31/2011 Common Stock 1,932,144(3) $4.4(3) I(1) See Footnote(1)
Series A Convertible Preferred Stock 03/13/2009(2) 03/31/2013 Common Stock 3,397,901(4) $4.07(4) I(1) See Footnote(1)
1. Name and Address of Reporting Person*
Victory Park Capital Advisors, LLC

(Last) (First) (Middle)
227 WEST MONROE STREET
SUITE 3900

(Street)
CHICAGO IL 60606

(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*
Victory Park Master Fund, Ltd.

(Last) (First) (Middle)
C/O WALKERS SPV LIMITED, WALKER HOUSE
87 MARY STREET

(Street)
GEORGE TOWN, GRAND CAYMAN E9 KY1 9002

(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*
Jacob Capital, L.L.C.

(Last) (First) (Middle)
227 WEST MONROE STREET
SUITE 3900

(Street)
CHICAGO IL 60606

(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*
Levy Richard N

(Last) (First) (Middle)
227 WEST MONROE STREET
SUITE 3900

(Street)
CHICAGO IL 60606

(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. All of the reported securities are owned directly by Victory Park Credit Opportunities Master Fund, Ltd. (the "Fund") and indirectly by (i) Victory Park Capital Advisors, LLC as the investment manager for the Fund, (ii) Jacob Capital, L.L.C., as the manager of Victory Park Capital Advisors, LLC and (iii) Richard Levy, as the sole member of Jacob Capital, L.L.C. Victory Park Capital Advisors, LLC, Jacob Capital, L.L.C. and Richard Levy disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.
2. Acquired on this date by the reporting person, but first convertible under its terms on March 31, 2006.
3. The conversion price and the number of shares of the issuer's common stock issuable upon conversion of Senior Secured Convertible Notes is subject to future adjustment pursuant to the terms of the Senior Secured Convertible Notes.
4. The conversion price and the number of shares of the issuer's common stock issuable upon conversion of the Series A Convertible Preferred Stock is subject to future adjustment pursuant to the terms of the Series A Convertible Preferred Stock.
/s/ Richard Levy, Victory Park Credit Opportunities Master Fund, Ltd., Attorney-in-fact 09/25/2009
/s/ Richard Levy, Jacob Capital, L.L.C., Sole Member 09/25/2009
/s/ Richard Levy, Victory Park Capital Advisors, LLC, Jacob Capital, L.L.C., Manager, Sole Member 09/25/2009
/s/ Richard Levy 09/25/2009
** 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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