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* Sun Accuride Debt Investments, LLC (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/04/2009	3. Issuer Name and Ticker or Trading Symbol ACCURIDE CORP [ AURD ]
		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	3,499,102	I(1)	See Footnotes(2)(3)(4)
Series A Nonconvertible Preferred Stock	1	I(5)	See Footnotes(2)(3)(4)

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
Common Stock Purchase Warrant	02/04/2009	02/04/2019	Common Stock	12,061,351(6)	$0.01(7)	I(8)	See Footnotes(2)(3)(4)

1. Name and Address of Reporting Person* Sun Accuride Debt Investments, LLC (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (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* SCSF Equities, LLC (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (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* SUN CAPITAL PARTNERS V LP (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (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* SCSF Debt Investments, LLC (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (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* SCSF III Debt Investments, LP (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (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* LEDER MARC J (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (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* KROUSE RODGER R (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (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* Sun Capital Partners V, Ltd (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (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* Sun Capital Advisors V, L.P. (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (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* Sun Capital Securities, LLC (Last) (First) (Middle) 5200 TOWN CIRCLE CENTER SUITE 470 (Street) BOCA RATON FL 33486 (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. Represents Common Stock directly held by SCSF Equities, LLC ("SCSF Equities").

2. Together, Sun Capital Partners V, L.P. ("SCP V"), SCSF Debt Investments, LLC ("SCSF Debt"), and SCSF III Debt Investments, LP ("SCSF III") own all of the membership interests in Sun Accuride Debt Investments, LLC ("SADI"). Together, Sun Capital Securities Offshore Fund Ltd. and Sun Capital Securities Fund, LP own all of the membership interests in SCSF Equities. Marc J. Leder ("Leder") and Rodger R. Krouse ("Krouse") each own fifty percent (50%) of Sun Capital Partners V, Ltd., which is the general partner of Sun Capital Advisors V, L.P., which is the general partner of SCP V. Leder and Krouse each own fifty percent (50%) of Sun Capital Securities, LLC, which is the general partner of Sun Capital Securities Advisors, LP, which is the general partner of Sun Capital Securities Fund, LP, which is a member of SCSF Debt and SCSF Equities. (Continued in Footnote 3)

3. Leder and Krouse are also the only two directors of Sun Capital Securities Offshore Fund, Ltd., which is a member of SCSF Debt and SCSF Equities. Leder and Krouse each own fifty percent (50%) of Sun Capital Securities III, LLC, which is the general partner of SCSF III. As a result, SCP V, SCSF Debt, SCSF III, Leder, Krouse, Sun Capital Partners V, Ltd., Sun Capital Advisors V, L.P., Sun Capital Securities, LLC, Sun Capital Securities Advisors, LP, Sun Capital Securities Fund, LP, Sun Capital Securities Offshore Fund, Ltd., and Sun Capital Securities III, LLC (collectively, the "Indirect Sun Owners") and SCSF Equities may be deemed to have indirect beneficial ownership of the securities owned directly by SADI. Similarly, the Indirect Sun Owners and SADI may be deemed to have indirect beneficial ownership of the securities owned by SCSF Equities. (Continued in Footnote 4)

4. Each Indirect Sun Owner, and SCSF Equities, with respect to the securities beneficially owned by SADI, and SADI with respect to the securities beneficially owned by SCSF Equities, expressly disclaims beneficial ownership of any securities in which they do not have a pecuniary interest.

5. Represents Series A Nonconvertible Preferred Stock directly held by SADI.

6. The Common Stock Purchase Warrant is exercisable for twenty-five percent (25%) of the fully diluted Common Stock of Accuride Corporation as calculated under the terms of the Common Stock Purchase Warrant. To determine the number of shares of Common Stock issuable upon exercise of the Common Stock Purchase Warrant, it is assumed that the Common Stock Purchase Warrant is exercised as of February 17, 2009, and that, as of that date (and immediately prior to that exercise), there are 36,184,053 shares of Common Stock outstanding on a fully diluted basis.

7. The Exercise Price is equal to a price per share of one cent ($0.01) (such price per share, as adjusted from time to time in accordance with the provisions of the Common Stock Purchase Warrant) multiplied by the number of Warrant Shares being purchased upon such exercise.

8. Represents Common Stock Purchase Warrant directly held by SADI.

Remarks:

Form 1 of 2

	/s/ Marc J. Leder	02/17/2009
	/s/ Rodger R. Krouse	02/17/2009
	/s/ Michael J. McConvery the Vice President & Assistant Secretary of Sun Accuride Debt Investments, LLC	02/17/2009
	/s/ Michael J. McConvery the Vice President & Assistant Secretary of SCSF Equities, LLC	02/17/2009
	/s/ Michael J. McConvery the Vice President & Assistant Secretary of Sun Capital Partners V, Ltd. the General Partner of Sun Capital Advisors V, L.P. the General Partner of Sun Capital Partners V, L.P.	02/17/2009
	/s/ Michael J. McConvery the Vice President & Assistant Secretary of SCSF Debt Investments, LLC	02/17/2009
	/s/ Michael J. McConvery the Vice President & Assistant Secretary of Sun Capital Securities III, LLC the General Partner of SCSF III Debt Investments, LP	02/17/2009
	/s/ Michael J. McConvery the Vice President & Assistant Secretary of Sun Capital Partners V, Ltd.	02/17/2009
	/s/ Michael J. McConvery the Vice President & Assistant Secretary of Sun Capital Partners V, Ltd. the General Partner of Sun Capital Advisors V, L.P.	02/17/2009
	/s/ Michael J. McConvery the Vice President & Assistant Secretary of Sun Capital Securities, LLC	02/17/2009
	** Signature of Reporting Person	Date
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