UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13G
(Amendment No. 3)
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Under the Securities Exchange Act of 1934
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rue21, inc.
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(Name of Issuer)
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Common Stock, $0.001 par value
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(Title of Class of Securities)
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781295100
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(CUSIP Number)
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December 31, 2012
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(Date of Event Which Requires Filing of this Statement)
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1)
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Name of Reporting Person
I.R.S. Identification
No. of Above Person
(Entities Only)
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SKM Equity Fund II, L.P.
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||||
2)
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Check the Appropriate Box
if a Member of a Group
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(a) [X]
(b) [ ]
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||||
3)
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SEC Use Only
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|||||
4)
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Citizenship or Place
of Organization
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Delaware
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||||
Number of Shares Beneficially
Owned by Each Reporting
Person With
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5)
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Sole Voting Power
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6,952,861 *
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|||
6)
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Shared Voting Power
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-0-
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||||
7)
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Sole Dispositive Power
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6,952,861 *
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||||
8)
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Shared Dispositive Power
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-0-
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||||
9)
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Aggregate Amount Beneficially Owned by Each Reporting Person
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6,952,861 *
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||||
10)
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Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
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[ ]
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||||
11)
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Percent of Class Represented by Amount in
Row (9)
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29.2% **
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||||
12)
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Type of Reporting Person
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PN
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1)
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Name of Reporting Person
I.R.S. Identification
No. of Above Person
(Entities Only)
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SKM Investment Fund II
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||||
2)
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Check the Appropriate Box
if a Member of a Group
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(a) [X]
(b) [ ]
|
||||
3)
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SEC Use Only
|
|||||
4)
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Citizenship or Place
of Organization
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Delaware
|
||||
Number of Shares Beneficially
Owned by Each Reporting
Person With
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5)
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Sole Voting Power
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139,057 *
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|||
6)
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Shared Voting Power
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-0-
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||||
7)
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Sole Dispositive Power
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139,057 *
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||||
8)
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Shared Dispositive Power
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-0-
|
||||
9)
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Aggregate Amount Beneficially Owned by Each Reporting Person
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139,057 *
|
||||
10)
|
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
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[ ]
|
||||
11)
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Percent of Class Represented by Amount in
Row (9)
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0.6% **
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||||
12)
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Type of Reporting Person
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PN
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1)
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Name of Reporting Person
I.R.S. Identification
No. of Above Person
(Entities Only)
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Saunders Karp & Megrue Partners, L.L.C.
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||||
2)
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Check the Appropriate Box
if a Member of a Group
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(a) [X]
(b) [ ]
|
||||
3)
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SEC Use Only
|
|||||
4)
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Citizenship or Place
of Organization
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Delaware
|
||||
Number of Shares Beneficially
Owned by Each Reporting
Person With
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5)
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Sole Voting Power
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7,091,918 *
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|||
6)
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Shared Voting Power
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-0-
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||||
7)
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Sole Dispositive Power
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7,091,918 *
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||||
8)
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Shared Dispositive Power
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-0-
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||||
9)
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Aggregate Amount Beneficially Owned by Each Reporting Person
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7,091,918 *
|
||||
10)
|
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
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[ ]
|
||||
11)
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Percent of Class Represented by Amount in
Row (9)
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29.0% **
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||||
12)
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Type of Reporting Person
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OO
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SKM EQUITY FUND II, L.P.
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By:
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SKM Partners, L.P., its General Partner
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By:
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Saunders Karp & Megrue Partners, L.L.C., its General Partner
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By:
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/s/ John F. Megrue
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Name: John F. Megrue
Title: Managing Member
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SKM INVESTMENT FUND II
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By:
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Saunders Karp & Megrue Partners, L.L.C., its General Partner
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By:
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/s/ John F. Megrue
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Name: John F. Megrue
Title: Managing Member
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SAUNDERS KARP & MEGRUE PARTNERS, L.L.C.
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By:
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/s/ John F. Megrue
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Name: John F. Megrue
Title: Managing Member
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