-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FBA4WO9gYt7QlDNet7cZU8W0XIRCeHkGaNpLY0QeyjR/Qko370pqZ5mlvE1mwrpF S8XUyCiVCfZc3mWcYgn65g== 0001144204-08-009169.txt : 20080214 0001144204-08-009169.hdr.sgml : 20080214 20080214131450 ACCESSION NUMBER: 0001144204-08-009169 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080214 GROUP MEMBERS: G. STACY SMITH GROUP MEMBERS: PATRICK P. WALKER GROUP MEMBERS: REID S. WALKER GROUP MEMBERS: WS CAPITAL MANAGEMENT, L.P. GROUP MEMBERS: WS CAPITAL, L.L.C. GROUP MEMBERS: WS VENTURES MANAGEMENT, L.P. GROUP MEMBERS: WSV MANAGEMENT, L.L.C. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TELULAR CORP CENTRAL INDEX KEY: 0000915324 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 363885440 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-50111 FILM NUMBER: 08612189 BUSINESS ADDRESS: STREET 1: 311 SOUTH WACKER DRIVE STREET 2: SUITE 4300 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3123798397 MAIL ADDRESS: STREET 1: 311 SOUTH WACKER DRIVE STREET 2: SUITE 4300 CITY: CHICAGO STATE: IL ZIP: 60606 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Becker Steven R CENTRAL INDEX KEY: 0001349005 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 214-756-6073 MAIL ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: SUITE 1111 CITY: DALLAS STATE: TX ZIP: 75201 SC 13G/A 1 v103229_sc13g.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

TELULAR CORPORATION
(Name of Issuer)
 
Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
87970T208 
(CUSIP Number)
 
December 31, 2007
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨ 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. 87970T208
 
 
1
NAME OF REPORTING PERSONSteven R. Becker
 
I.R.S. Identification Nos. of above persons (entities only):
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)   o
   
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION 
United States
 
 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
 
 
 
 
5

 
6
 
 
 
 
 
SOLE VOTING POWER: 732,768*
 

SHARED VOTING POWER: 0*
 

SOLE DISPOSITIVE POWER: 732,768*
 

SHARED DISPOSITIVE POWER: 0*
 

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
732,768*
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 
3.7%*
 
12
TYPE OF REPORTING PERSON
IN
 
 
* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.
 

 
   
CUSIP No. 87970T208
 
 
1
NAME OF REPORTING PERSONWS Capital, L.L.C.
 
I.R.S. Identification Nos. of above persons (entities only):
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)   o
   
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION 
Texas
 
 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
 
 
 
 
5

 
6
 
 
 
 
 
SOLE VOTING POWER: 0*
 

SHARED VOTING POWER: 347,934*
 

SOLE DISPOSITIVE POWER: 0*
 

SHARED DISPOSITIVE POWER: 347,934*
 

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
347,934*
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 
1.8%*
 
12
TYPE OF REPORTING PERSON
HC/OO
 
 
* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.
 

 
   
CUSIP No. 87970T208
 
 
1
NAME OF REPORTING PERSONWS Capital Management, L.P.
 
I.R.S. Identification Nos. of above persons (entities only):
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)   o
   
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION 
Texas
 
 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
 
 
 
 
5

 
6
 
 
 
 
 
SOLE VOTING POWER: 0*
 

SHARED VOTING POWER: 347,934*
 

SOLE DISPOSITIVE POWER: 0*
 

SHARED DISPOSITIVE POWER: 347,934*
 

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
347,934*
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 
1.8%*
 
12
TYPE OF REPORTING PERSON
IA/PN
 
 
* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.
 

 
   
CUSIP No. 87970T208
 
 
1
NAME OF REPORTING PERSONWSV Management, L.L.C.
 
I.R.S. Identification Nos. of above persons (entities only):
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)   o
   
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION 
Texas
 
 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
 
 
 
 
5

 
6
 
 
 
 
 
SOLE VOTING POWER: 0*
 

SHARED VOTING POWER: 206,990*
 

SOLE DISPOSITIVE POWER: 0
 

SHARED DISPOSITIVE POWER: 206,990*
 

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
206,990*
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 
1.1%*
 
12
TYPE OF REPORTING PERSON
HC/OO
 
 
* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.
 

 
   
CUSIP No. 87970T208
 
 
1
NAME OF REPORTING PERSONWS Ventures Management, L.P.
 
I.R.S. Identification Nos. of above persons (entities only):
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)   o
   
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION 
Texas
 
 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
 
 
 
 
5

 
6
 
 
 
 
 
SOLE VOTING POWER: 0*
 

SHARED VOTING POWER: 206,990*
 

SOLE DISPOSITIVE POWER: 0*
 

SHARED DISPOSITIVE POWER: 206,990*
 

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
206,990*
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 
1.1%*
 
12
TYPE OF REPORTING PERSON
IA/PN
 
 
* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.
 

 
   
CUSIP No. 87970T208
 
 
1
NAME OF REPORTING PERSON: Reid S. Walker
 
I.R.S. Identification Nos. of above persons (entities only):
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)   o
   
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION 
United States
 
 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
 
 
 
 
5

 
6
 
 
 
 
 
SOLE VOTING POWER: 0*
 

SHARED VOTING POWER: 554,924*
 

SOLE DISPOSITIVE POWER: 0*
 

SHARED DISPOSITIVE POWER: 554,924*
 

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
554,924*
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 
2.8%*
 
12
TYPE OF REPORTING PERSON
IN
 
 
* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.
 

 
   
CUSIP No. 87970T208
 
 
1
NAME OF REPORTING PERSON: G. Stacy Smith
 
I.R.S. Identification Nos. of above persons (entities only):
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)   o
   
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION 
United States
 
 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
 
 
 
 
5

 
6
 
 
 
 
 
SOLE VOTING POWER: 0*
 

SHARED VOTING POWER: 554,924*
 

SOLE DISPOSITIVE POWER: 0*
 

SHARED DISPOSITIVE POWER: 554,924*
 

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
554,924*
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 
2.8%*
 
12
TYPE OF REPORTING PERSON
IN
 
 
* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.
 

 
   
CUSIP No. 87970T208
 
 
1
NAME OF REPORTING PERSON: Patrick P. Walker
 
I.R.S. Identification Nos. of above persons (entities only):
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)   o
   
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION 
Texas
 
 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
 
 
 
 
5

 
6
 
 
 
 
 
SOLE VOTING POWER: 0*
 

SHARED VOTING POWER: 206,990*
 

SOLE DISPOSITIVE POWER: 0*
 

SHARED DISPOSITIVE POWER: 206,990*
 

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
206,990*
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 
1.1%*
 
12
TYPE OF REPORTING PERSON
IN
 
 
* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.
 

 
Item 1(a).
Name of Issuer: Telular Corporation
   
Item 1(b).
Address of Issuer's Principal Executive Offices:
 
311 South Wacker Drive, Suite 4300
 
Chicago, IL 60606
   
Item 2(a).
Name of Person Filing:
 
Steven R. Becker
 
WS Capital, L.L.C.
 
WS Capital Management, L.P.
 
WSV Management, L.L.C.
 
WS Ventures Management, L.P.
 
Reid S. Walker
 
G. Stacy Smith
 
Patrick P. Walker
   
Item 2(b).
Address of Principal Business Office or if none, Residence:
 
300 Crescent Court, Suite 1111
 
Dallas, Texas 75201

Item 2(c).
Citizenship:
 
 
Steven R. Becker:
United States
 
WS Capital, L.L.C.:
Texas
 
WS Capital Management, L.P:
Texas
 
WSV Management, L.L.C.:
Texas
 
WS Ventures Management, L.P:
Texas
 
Reid S. Walker:
United States
 
G. Stacy Smith:
United States
 
Patrick P. Walker:
United States

Item 2(d).
Title of Class of Securities: American Depositary Shares (Representing Ordinary Shares)
   
Item 2(e).
CUSIP Number: 87970T208
   
Item 3.
Not Applicable.
 


Item 4.
Ownership:

 
    (a)
Amount Beneficially Owned:
 
Steven R. Becker:
732,768*
 
WS Capital, L.L.C.:
347,934*
 
WS Capital Management, L.P.:
347,934*
 
WSV Management, L.L.C.:
206,990*
 
WS Ventures Management, L.P.:
206,990*
 
Reid S. Walker:
554,924*
 
G. Stacy Smith:
554,924*
Patrick P. Walker:
206,990*
 

* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.


 
    (b)
Percent of Class:
 
 
Steven R. Becker:
3.7%*
 
WS Capital, L.L.C.:
1.8%*
 
WS Capital Management, L.P:
1.8%*
 
WSV Management, L.L.C.:
1.1%*
 
* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.
 

 
 
WS Ventures Management, L.P:
1.1%*
 
Reid S. Walker:
2.8%*
 
G. Stacy Smith:
2.8%*
 
Patrick P. Walker:
1.1%*
 
    (c)
Number of shares as to which such person has:

 
(i)
sole power to vote or to direct the vote:
   
Steven R. Becker:
732,768*
       
 
(ii)
shared power to vote or to direct the vote:
   
WS Capital, L.L.C.:
347,934*
 

* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the


 
   
WS Capital Management, L.P.:
347,934*
   
WSV Management, L.L.C.:
206,990*
   
WS Ventures Management, L.P.:
206,990*
   
Reid S. Walker:
554,924*
   
G. Stacy Smith:
554,924*
   
Patrick P. Walker:
206,990*
     
 
(iii)
sole power to dispose or to direct the disposition of:
   
Steven R. Becker:
732,768*
 

* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.


 
 
(iv)
shared power to dispose or to direct the disposition of:
   
WS Capital, L.L.C.:
347,934*
   
WS Capital Management, L.P.:
347,934*
   
WSV Management, L.L.C.:
206,990*
   
WS Ventures Management, L.P.:
206,990*
   
Reid S. Walker:
554,924*
   
G. Stacy Smith:
554,924*
   
Patrick P. Walker:
206,990*
 

* Based on information set forth on the Form 10-Q of Telular Corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on February 11, 2008, there were 19,184,010 shares of the Company’s common stock, par value $0.01 per share (the “Shares”), issued and outstanding as of December 31, 2007. As of December 31, 2007 (the “Reporting Date”), SRB Greenway Capital, L.P. (“SRBGC”) owned (i) 3,700 Shares, (ii) Series A Warrants to purchase 38,028 Shares, and (iii) Series B Warrants to purchase 43,728 Shares, SRB Greenway Capital (Q.P.), L.P. (“SRBQP”) owned (i) 31,200 Shares, (ii) Series A Warrants to purchase 255,368 Shares, and (iii) Series B Warrants to purchase 304,568 Shares, and SRB Greenway Offshore Operating Fund, L.P. (“SRB Offshore” and collectively with SRBGC and SRBQP, the "Greenway Funds") owned (i) 1,300 Shares, (ii) Series A Warrants to purchase 26,388 Shares, and (ii) Series B Warrants to purchase 28,488 Shares. SRB Management, L.P. (“SRB Management”) is the general partner of SRBGC and SRBQP and the general partner and investment manager of SRB Offshore. BC Advisors, LLC (“BCA”) is the general partner of SRB Management. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses sole power to vote and to direct the disposition of the securities held by the Greenway Funds. In addition, as of the Reporting Date, Walker Smith Capital, L.P. (“WSC”) owned (i) 800 Shares, (ii) Series A Warrants to purchase 10,742 Shares, and (iii) Series B Warrants to purchase 12,242 Shares, Walker Smith Capital (Q.P.), L.P. (“WSCQP”) owned (i) 6,300 Shares, (ii) Series A Warrants to purchase 60,404 Shares, and (iii) Series B Warrants to purchase 70,404 Shares, and Walker Smith International Fund, Ltd. (“WS International” and collectively with WSC and WSCQP, the "WS Funds") owned (i) 9,600 Shares, (ii) Series A Warrants to purchase 80,971 Shares, and (iii) Series B Warrants to purchase 96,471 Shares. WS Capital Management, L.P. (“WSC Management”) is the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS International. WS Capital, L.L.C. (“WS Capital”) is the general partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WS Funds. In addition, as of the Reporting Date, Walker Smith Opportunity Fund, L.P. (“WSO”) owned (i) 2,800 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,357 Shares, Walker Smith Opportunity Fund (Q.P.), L.P. (“WSOQP”) owned (i) 2,600 Shares, (ii) Series A Warrants to purchase 26,757 Shares, and (iii) Series B Warrants to purchase 31,057 Shares, and Walker Smith Opportunity Fund International, Ltd. (“WSO International” and collectively with WSO and WSOQP, the "WSO Funds") owned (i) 4,400 Shares, (ii) Series A Warrants to purchase 37,801 Shares, and (iii) Series B Warrants to purchase 44,181 Shares. WS Ventures Management, L.P. (“WSVM”) is the general partner of WSO and WSOQP, the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. (“WSV”) is the general partner of WSVM. Reid S. Walker, Patrick P. Walker and G. Stacy Smith are principals of WS Capital. As a result, WSVM, WSV Capital, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Steven R. Becker is deemed to beneficially own 732,768 Shares, or approximately 3.7% of the Shares deemed issued and outstanding as of the Reporting Date, (ii) WSC Management and WS Capital are deemed to beneficially own 347,934 Shares, or approximately 1.8% of the Shares Deemed issued and outstanding as of the Reporting Date, (iii) Messrs. Reid S. Walker and G. Stacy Smith are deemed to beneficially own 554,924 Shares, or approximately 2.8% of the Shares deemed issued and outstanding as of the Reporting Date, and (iv) WSV, WSVM and Mr. Patrick P. Walker are deemed to beneficially own 206,990 Shares, or approximately 1.1% of the Shares deemed issued and outstanding as of the Reporting Date. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with respect to the Shares reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.


 
Ownership of Five Percent or Less of a Class:
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.
   
Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
 
Not Applicable.
   
Item 7.
Identification and Classification of Subsidiary Which Acquired the Securities: 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.


 
SIGNATURE
 
 
February 12, 2008
 
/s/ Steven R. Becker
Steven R. Becker
 
/s/ Reid S. Walker
REID S. WALKER
 
/s/ G. Stacy Smith
G. STACY SMITH
 
/s/ Patrick P. Walker
Patrick P. WALKER

WS CAPITAL, L.L.C.
   
By:
/s/ Reid S. Walker
 
Reid S. Walker, Member
   
WS CAPITAL MANAGEMENT, L.P.
   
By:
WS Capital, L.L.C., its general partner
   
By:
/s/ Reid S. Walker
 
Reid S. Walker, Member
 

 
WSV MANAGEMENT, L.L.C.
   
By:
/s/ Reid S. Walker
 
Reid S. Walker, Member
   
WS VENTURES MANAGEMENT, L.P.
   
By:
WSV Management, L.L.C., its general partner
   
By:
/s/ Reid S. Walker
 
Reid S. Walker, Member

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)


 
EX-1 2 v103229_ex1.htm
EXHIBIT 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them a Statement on Schedule 13G (including amendments thereto) with regard to the common stock of Telular Corporation and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, hereby execute this Joint Filing Agreement as of February 12, 2008.

/s/ Steven R. Becker
Steven R. Becker
 
/s/ Reid S. Walker
REID S. WALKER
 
/s/ G. Stacy Smith
G. STACY SMITH

WS CAPITAL, L.L.C.
   
By:
/s/ Reid S. Walker
 
Reid S. Walker, Member
   
WS CAPITAL MANAGEMENT, L.P.
   
By:
WS Capital, L.L.C., its general partner
   
By:
/s/ Reid S. Walker
 
Reid S. Walker, Member
   
 
 
 

 
 
WSV MANAGEMENT, L.L.C.
   
By:
/s/ Reid S. Walker
 
Reid S. Walker, Member
   
WS VENTURES MANAGEMENT, L.P.
   
By:
WSV Management, L.L.C., its general partner
   
By:
/s/ Reid S. Walker
 
Reid S. Walker, Member

 
 

 
-----END PRIVACY-ENHANCED MESSAGE-----