Filed by Bowne Pure Compliance

0001362310-08-005044.txt : 20080908 0001362310-08-005044.hdr.sgml : 20080908 20080908171211 ACCESSION NUMBER: 0001362310-08-005044 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080908 DATE AS OF CHANGE: 20080908 GROUP MEMBERS: GREENLIGHT MASTERS GP, LLC GROUP MEMBERS: GREENLIGHT MASTERS PARTNERS, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: POMEROY IT SOLUTIONS INC CENTRAL INDEX KEY: 0000883979 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-COMPUTER & PERIPHERAL EQUIPMENT & SOFTWARE [5045] IRS NUMBER: 311227808 STATE OF INCORPORATION: DE FISCAL YEAR END: 0105 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-43896 FILM NUMBER: 081061517 BUSINESS ADDRESS: STREET 1: 1020 PETERSBURG ROAD CITY: HEBRON STATE: KY ZIP: 41048 BUSINESS PHONE: 8595860600X1184 MAIL ADDRESS: STREET 1: 1020 PETERSBURG ROAD CITY: HEBRON STATE: KY ZIP: 41048 FORMER COMPANY: FORMER CONFORMED NAME: POMEROY COMPUTER RESOURCES INC DATE OF NAME CHANGE: 19930328 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: EINHORN DAVID CENTRAL INDEX KEY: 0001240451 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: BUSINESS PHONE: 2129731900 MAIL ADDRESS: STREET 1: 420 LEXINGTON AVE STREET 2: SUITE 1740 CITY: NEW YORK STATE: NY ZIP: 10170 SC 13G 1 c75117sc13g.htm SCHEDULE 13G Filed by Bowne Pure Compliance


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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

Pomeroy IT Solutions, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

731822102

(CUSIP Number)

August 28, 2008

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

þ Rule 13d-1(c)

o Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

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.		731822102


1	NAMES OF REPORTING PERSONS Greenlight Masters Partners, L.P.


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		5	SOLE VOTING POWER

NUMBER OF			990,934

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			990,934

WITH:		8	SHARED DISPOSITIVE POWER

			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	990,934

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	8.3%**

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	PN

**SEE ITEM 4(b).


CUSIP No.		731822102


1	NAMES OF REPORTING PERSONS Greenlight Masters GP, LLC


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		5	SOLE VOTING POWER

NUMBER OF			990,934

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			990,934

WITH:		8	SHARED DISPOSITIVE POWER

			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	990,934

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	8.3%**

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	OO

**SEE ITEM 4(b).


CUSIP No.		731822102


1	NAMES OF REPORTING PERSONS David Einhorn


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	U.S. Citizen

		5	SOLE VOTING POWER

NUMBER OF			990,934

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			990,934

WITH:		8	SHARED DISPOSITIVE POWER

			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	990,934

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	8.3%**

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	IN

**SEE ITEM 4(b).

SCHEDULE 13G

This Schedule 13G is being filed on behalf of Greenlight Masters Partners, L.P., a Delaware limited partnership (“Greenlight Fund”), Greenlight Masters GP, LLC, a Delaware limited liability company which is the general partner of Greenlight Fund (“Greenlight LLC”), and Mr. David Einhorn, the principal of Greenlight LLC (the “Principal” and collectively with Greenlight Fund and Greenlight LLC, the “Reporting Persons”).

This Schedule 13G relates to common stock, par value $0.01 (“Common Stock”), of Pomeroy IT Solutions, Inc., a Delaware corporation (the “Issuer”), acquired for the account of Greenlight Fund.

Item 1.

	(a)		Name of Issuer. Pomeroy IT Solutions, Inc.

	(b)		Address of Issuer’s Principal Executive Offices. 1020 Petersburg Road Hebron, Kentucky 41048

Item 2.

(a)

Name of Person Filing.

This statement is being filed on behalf of each of the following persons:

	(i)		Greenlight Masters GP, LLC;

	(ii)		David Einhorn; and

	(iii)		Greenlight Masters Partners, L.P.

	(b)		Address of Principal Business Office, or, if none, Residence. The principal business office of each the Reporting Persons is 140 East 45^th Street, 24^th Floor, New York, New York 10017

	(c)		Citizenship.

	(i)		Greenlight LLC is a limited liability company organized under the laws of the State of Delaware.

	(ii)		David Einhorn is a United States citizen.

	(iii)		Greenlight Fund is a limited partnership organized under the laws of the State of Delaware.

	(d)		Title of Class of Securities. Common Stock, par value $0.01 per share.

	(e)		CUSIP Number. 731822102


Item 3.		If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

		Inapplicable.

Item 4. Ownership:


Item 4(a)		Amount Beneficially Owned:

As of the date of this filing, each of the Reporting Persons may be deemed to be the beneficial owner of the following number of shares of Common Stock:

	(i)		Greenlight LLC may be deemed the beneficial owner of 990,934 shares of Common Stock held for the account of Greenlight Fund.

	(ii)		Mr. Einhorn may be deemed the beneficial owner of 990,934 shares of Common Stock held for the account of Greenlight Fund.

	(iii)		Greenlight Fund may be deemed the beneficial owner of 990,934 shares of Common Stock held for its own account.

The filing of this Schedule 13G shall not be construed as an admission that any of the Reporting Persons is for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, the beneficial owner of any of the shares of Common Stock owned by Greenlight Fund. Pursuant to Rule 13d-4, each of the Reporting Persons disclaims all such beneficial ownership.


Item 4 (b)		Percent of Class:

The information set forth in Rows 5 through 11 of the cover page for each Reporting Person is hereby incorporated by reference into this Item 4(b) for each such Reporting Person. The denominator for determining the percentage of shares of Common Stock held by each of the Reporting Persons was 11,965,776, which is the number of shares of Common Stock outstanding as of August 6, 2008, as reported in the most recent 10-Q filed by the Issuer on August 8, 2008 with the Securities and Exchange Commission.


Item 4 (c)		Number of shares as to which each such person has voting and dispositive power:

		The information set forth in Rows 5 through 11 of the cover page for each Reporting Person is hereby incorporated by reference into this Item 4(c) for each such Reporting Person.

Item 5.		Ownership of Five Percent or Less of a Class.

		Not applicable.

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 of Group.

		Not applicable.

Item 10.		Certification.

		By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Exhibits		Exhibit 1

		Joint Filing Agreement by and among the Reporting Persons.

SIGNATURE

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.

Date: September 8, 2008


Greenlight Masters GP, LLC

By:	/S/ David Einhorn

	David Einhorn, Senior Managing Member

Greenlight Masters Partners, L.P.

By:	Greenlight Masters GP, LLC,
	its general partner

	By:	/S/ David Einhorn

		David Einhorn,
		Senior Managing Member

/S/ David Einhorn

David Einhorn

EXHIBIT INDEX


Exhibit
No.		Description
Exhibit 1		Joint Filing Agreement by and among the Reporting Persons.

EX-1 2 c75117exv1.htm EXHIBIT 1 Filed by Bowne Pure Compliance

EXHIBIT 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock of Pomeroy IT Solutions, Inc., and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of September 8, 2008.


Greenlight Masters GP, LLC

By:	/S/ David Einhorn

	David Einhorn, Senior Managing Member

Greenlight Masters Partners, L.P.

By:	Greenlight Masters GP, LLC,
	its general partner

	By:	/S/ David Einhorn

		David Einhorn,
		Senior Managing Member

/S/ David Einhorn

David Einhorn