UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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OMB APPROVAL
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OMB Number:3235-0145
Expires: February 28, 2009
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SCHEDULE 13G
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Under the Securities Exchange Act of 1934
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(Amendment No. ___)*
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Famous Dave’s of America, Inc.
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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307068106
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(CUSIP Number)
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June 18, 2013
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(Date of Event which Requires Filing of this Statement)
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1
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Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Pleasant Lake Partners LLC
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [x]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
404,225 shares
Refer to Item 4 below.
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
404,225 shares
Refer to Item 4 below.
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
404,225 shares
Refer to Item 4 below.
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] N/A
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11
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Percent of Class Represented by Amount in Row (9)*
5.3%
Refer to Item 4 below.
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12
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Type of Reporting Person (See Instructions)
OO (Limited Liability Company)
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1
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Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
PLP MM LLC
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [x]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
404,225 shares
Refer to Item 4 below.
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
404,225 shares
Refer to Item 4 below.
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
404,225 shares
Refer to Item 4 below.
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] N/A
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11
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Percent of Class Represented by Amount in Row (9)*
5.3%
Refer to Item 4 below.
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12
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Type of Reporting Person (See Instructions)
OO (Limited Liability Company)
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1
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Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Pleasant Lake Onshore GP LLC
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [x]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
404,225 shares
Refer to Item 4 below.
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
404,225 shares
Refer to Item 4 below.
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
404,225 shares
Refer to Item 4 below.
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] N/A
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11
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Percent of Class Represented by Amount in Row (9)*
5.3%
Refer to Item 4 below.
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12
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Type of Reporting Person (See Instructions)
OO (Limited Liability Company)
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1
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Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Pleasant Lake Offshore Master Fund L.P.
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [x]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Cayman Islands
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
373,404 shares
Refer to Item 4 below.
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
373,404 shares
Refer to Item 4 below.
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
373,404 shares
Refer to Item 4 below.
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] N/A
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11
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Percent of Class Represented by Amount in Row (9)*
4.9%
Refer to Item 4 below.
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12
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Type of Reporting Person (See Instructions)
PN (Limited Partnership)
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1
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Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Pleasant Lake Co-Invest I LLC
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [x]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
30,821 shares
Refer to Item 4 below.
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
30,821 shares
Refer to Item 4 below.
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
30,821 shares
Refer to Item 4 below.
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] N/A
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11
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Percent of Class Represented by Amount in Row (9)*
0.4%
Refer to Item 4 below.
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12
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Type of Reporting Person (See Instructions)
OO (Limited Liability Company)
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1
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Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Jonathan Lennon
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [x]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
United States
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
404,225 shares
Refer to Item 4 below.
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
404,225 shares
Refer to Item 4 below.
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
404,225 shares
Refer to Item 4 below.
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] N/A
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11
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Percent of Class Represented by Amount in Row (9)*
5.3%
Refer to Item 4 below.
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12
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Type of Reporting Person (See Instructions)
IN
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SCHEDULE 13G
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Item 1.
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(a)
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Name of Issuer
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Famous Dave’s of America, Inc.
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(b)
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Address of Issuer’s Principal Executive Offices
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12701 White water Drive, Suite 200
Minnetonka, Minnesota 55343
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Item 2.
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(a)
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Name of Person Filing
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Pleasant Lake Partners LLC
PLP MM LLC
Pleasant Lake Onshore GP LLC
Pleasant Lake Offshore Master Fund L.P.
Pleasant Lake Co-Invest I LLC
Jonathan Lennon
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(b)
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Address of Principal Business Office or, if none, Residence
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110 Greene Street, Suite 604
New York, New York 10012
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(c)
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Citizenship
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Pleasant Lake Partners LLC - Delaware
PLP MM LLC - Delaware
Pleasant Lake Onshore GP LLC - Delaware
Pleasant Lake Offshore Master Fund L.P. - Cayman Islands
Pleasant Lake Co-Invest I LLC - Delaware
Jonathan Lennon - United States
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(d)
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Title of Class of Securities
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Common Stock
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(e)
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CUSIP Number
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307068106
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Item 3.
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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:
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(a)
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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[ ]
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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Insurance Company as defined in Section 3(a)(19) of the Act
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(d)
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
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(e)
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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[ ]
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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[ ]
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A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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(h)
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[ ]
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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[ ]
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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[ ]
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A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
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(k)
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[ ]
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Group, in accordance with §240.13d-1(b)(1)(ii)(K).
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Item 4.
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Ownership***
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(a)
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Amount Beneficially Owned***
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Pleasant Lake Partners LLC - 404,225 shares
PLP MM LLC - 404,225 shares
Pleasant Lake Onshore GP LLC - 404,225 shares
Pleasant Lake Offshore Master Fund L.P. - 373,404 shares
Pleasant Lake Co-Invest I LLC - 30,821 shares
Jonathan Lennon - 404,225 shares
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(b)
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Percent of Class
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Pleasant Lake Partners LLC - 5.3%
PLP MM LLC - 5.3%
Pleasant Lake Onshore GP LLC - 5.3%
Pleasant Lake Offshore Master Fund L.P. - 4.9%
Pleasant Lake Co-Invest I LLC - 0.4%
Jonathan Lennon - 5.3%
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(c)
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Number of shares as to which such person has:
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(i)
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sole power to vote or to direct the vote
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Pleasant Lake Partners LLC - 0 shares
PLP MM LLC - 0 shares
Pleasant Lake Onshore GP LLC - 0 shares
Pleasant Lake Offshore Master Fund L.P. - 0 shares
Pleasant Lake Co-Invest I LLC - 0 shares
Jonathan Lennon - 0 shares
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(ii)
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shared power to vote or to direct the vote
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Pleasant Lake Partners LLC - 404,225 shares
PLP MM LLC - 404,225 shares
Pleasant Lake Onshore GP LLC - 404,225 shares
Pleasant Lake Offshore Master Fund L.P. - 373,404 shares
Pleasant Lake Co-Invest I LLC - 30,821 shares
Jonathan Lennon - 404,225 shares
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(iii)
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sole power to dispose or to direct the disposition of
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Pleasant Lake Partners LLC - 0 shares
PLP MM LLC - 0 shares
Pleasant Lake Onshore GP LLC - 0 shares
Pleasant Lake Offshore Master Fund L.P. - 0 shares
Pleasant Lake Co-Invest I LLC - 0 shares
Jonathan Lennon - 0 shares
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(iv)
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shared power to dispose or to direct the disposition of
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Pleasant Lake Partners LLC - 404,225 shares
PLP MM LLC - 404,225 shares
Pleasant Lake Onshore GP LLC - 404,225 shares
Pleasant Lake Offshore Master Fund L.P. - 373,404 shares
Pleasant Lake Co-Invest I LLC - 30,821 shares
Jonathan Lennon - 404,225 shares
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Item 5.
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Ownership of Five Percent or Less of a Class
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
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Not applicable.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
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Not applicable.
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Item 8.
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Identification and Classification of Members of the Group
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Not applicable.
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Item 9.
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Notice of Dissolution of Group
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Not applicable.
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Item 10.
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Certification
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Exhibits
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Exhibit
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99.1
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Joint Filing Agreement by and among the Reporting Persons.
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June 28, 2013
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PLEASANT LAKE PARTNERS LLC
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By: PLP MM LLC
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its Managing Member
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Manager
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PLP MM LLC
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Manager
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PLEASANT LAKE ONSHORE GP LLC
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Manager
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PLEASANT LAKE OFFSHORE MASTER FUND L.P.
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By: Pleasant Lake Onshore GP LLC
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its General Partner
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Manager
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PLEASANT LAKE CO-INVEST I LLC
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By: Pleasant Lake Onshore GP LLC
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its General Partner
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Manager
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JONATHAN LENNON
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Individually
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PLEASANT LAKE PARTNERS LLC
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By: PLP MM LLC
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its Managing Member
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Manager
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PLP MM LLC
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Manager
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PLEASANT LAKE ONSHORE GP LLC
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Manager
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PLEASANT LAKE OFFSHORE MASTER FUND L.P.
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By: Pleasant Lake Onshore GP LLC
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its General Partner
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Manager
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PLEASANT LAKE CO-INVEST I LLC
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By: Pleasant Lake Onshore GP LLC
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its General Partner
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Manager
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JONATHAN LENNON
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By: /s/ Jonathan Lennon
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Jonathan Lennon, Individually
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