UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934

Magnetek, Inc.
(Name of Issuer)

Common Stock
(Title of Class of Securities)

559424403
(CUSIP Number)


Patrick A. Blott
Blott Asset Management, L.L.C.
14 Wall Street, 20th Floor
New York, NY 10005
917-463-3822

Justyn R. Putnam
 401 N. Tryon Street, 10th Floor
Charlotte, N.C. 28202
704-904-1450


March 29, 2013
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G
to report the acquisition that is the subject of this Schedule 13D, and
is filing this schedule because of ??240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box.

SEC 1746 (3-06)



CUSIP No. 559424403


(1)Names of reporting persons.

Blott Asset Management, L.L.C., CIK: 0001491840,
I.R.S. Identification No. 46-2382241;
Patrick A. Blott

Talanta Fund L.P. I.R.S. Identification No.27-0406404,
Justyn R. Putnam



(2)Check the appropriate box if a member of a group (see instructions)

(a)  X
(b)



(3)SEC use only




(4)Source of Funds (See Instructions): WC, PF. The Reporting Persons
may be deemed to be the beneficial owner of, in the aggregate,
111165 Shares. The source of funding for these Shares was the general
working capital of the respective purchasers. The Shares are held
in margin accounts together with other securities. Such margin
accounts may from time to time have debit balances.



(5)Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)


(6)Citizenship or place of organization: USA


Number of shares beneficially owned by each reporting person with:


(7)Sole voting power: 0



(8)Shared voting power: 111165



(9)Sole dispositive power: 0



(10)Shared dispositive power: 111165


(11) Aggregate amount beneficially owned by each reporting person: 111165


(12)Check if the aggregate amount in Row (9) excludes certain shares


(13) Percent of class represented by amount in Row 9: 3.5%


(14)Type of reporting person (see instructions) PN



CUSIP No. 559424403


(1)Names of reporting persons.
Talanta Fund L.P. I.R.S. Identification No.27-0406404


(2)Check the appropriate box if a member of a group (see instructions)

(a)  X
(b)


(3)SEC use only




(4)Source of Funds (See Instructions): PF. The Reporting Persons may be
deemed to be the beneficial owner of, in the aggregate, 111165 Shares.
The source of funding for these Shares was the general working capital
of the respective purchasers. The Shares are held in margin accounts
together with other securities. Such margin accounts may from time
to time have debit balances.



(5)Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)


(6)Citizenship or place of organization: Delaware


Number of shares beneficially owned by each reporting person with:


(7)Sole voting power: 110000



(8)Shared voting power: 111165



(9)Sole dispositive power: 110000



(10)Shared dispositive power: 111165


(11) Aggregate amount beneficially owned by each reporting person: 111165


(12)Check if the aggregate amount in Row (9) excludes certain shares


(13) Percent of class represented by amount in Row 9: 3.5%


(14)Type of reporting person (see instructions) PN



CUSIP No. 559424403


(1)Names of reporting persons.
Blott Asset Management, L.L.C. I.R.S. Identification No. 46-2382241


(2)Check the appropriate box if a member of a group (see instructions)

(a)  X
(b)



(3)SEC use only




(4)Source of Funds (See Instructions): WC, PF. The Reporting Persons may
be deemed to be the beneficial owner of, in the aggregate, 111165 Shares.
The source of funding for these Shares was the general working capital
of the respective purchasers. The Shares are held in margin accounts
together with other securities. Such margin accounts may from time to
time have debit balances.



(5)Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)


(6)Citizenship or place of organization: New York


Number of shares beneficially owned by each reporting person with:


(7)Sole voting power: 1165



(8)Shared voting power: 111165



(9)Sole dispositive power: 1165



(10)Shared dispositive power: 111165


(11) Aggregate amount beneficially owned by each reporting person: 111165


(12)Check if the aggregate amount in Row (9) excludes certain shares

(13) Percent of class represented by amount in Row 9: 0.1%


(14)Type of reporting person (see instructions) PN




Item 1. Security and Issuer

The class of equity securities to which this statement on Schedule 13D relates
is the Common Stock, (Securities), of Magnetek, Inc. (the Issuer), a
Delaware corporation with principal offices located at
N94 W13650 Campbell Drive, Menomonee Falls, Wisconsin 53051.


Item 2. Identity and Background

The persons filing this statement are Blott Asset Management, L.L.C.,
IRS# 46-2382241 (Blott Asset), Patrick A. Blott, CRD# 2956404
(Patrick A. Blott), Talanta Fund L.P. IRS# 27-0406259 (Talanta),
and Justyn R. Putnam (Justyn R. Putnam), as members of an investor
group, as defined in Section 13(d)(3) and 13d-5(b)(1) of the Securities
and Exchange Act, (the Reporting Persons) that hold the securities
with a purpose of changing or influencing control of the issuer, or
in connection with and as a participant as part of a group in a
potential transaction having that purpose.


The name, citizenship, present principal occupation or employment
and business address of each director and executive officer of the
Reporting Persons are set forth in Schedule A attached hereto.


The principal business address of each of Blott Asset and Patrick A. Blott
is 14 Wall Street, 20th Floor, New York, NY 10005.

The principal business address of each of Talanta and Justyn R. Putnam
is 401 N. Tryon Street, 10th Floor, Charlotte, N.C. 28202.

Patrick A. Blott is the Managing Partner of Blott Asset. As such,
Mr. Blott is in a position to directly determine the investment and
voting decisions made by Blott Asset and indirectly to determine
the investment and voting decisions made by the Reporting Persons.

Justyn R. Putnam is the Managing Member of Talanta. As such,
Mr. Putnam is in a position to directly determine the investment and
voting decisions of Talanta and indirectly determine the investment and
voting decisions made by the Reporting Persons. The Reporting Persons are
deemed to have shared voting power and dispositive power with regard to
the Shares per Schedule B, Joint Filing Agreement of the Reporting Persons
attached hereto.

Blott Asset is primarily engaged in the business of asset management of
private investments and holding direct or indirect interests in various
private equity partnerships for its own account. Patrick A. Blott's present
principal occupation or employment is serving as Managing Partner
of Blott Asset. Prior to founding Blott Asset in 2006, Mr. Blott was
employed as an asset manager and investment banker at various New York
investment firms, including J.P. Morgan & Co. (CRD# 18718), Banc of America
Securities (CRD# 2956404), BMO (CRD# 106466), Ontario Municipal Employees
Retirement System, and Borealis Capital Corporation (and related
subsidiaries, Borealis Infrastructure, OMERS PE, Oxford Properties,
Borealis REIT). Mr. Blott is a graduate of Columbia Business School.

Talanta is primarily engaged in the business of investing in securities on
behalf of its clients. Justyn R. Putnam?s present principal occupation or
employment is serving as Managing Member of Talanta. Prior to founding
Talanta in 2009, Mr. Putnam was employed by Gabelli & Co. Mr. Putnam is
a graduate of Columbia Business School. He holds an industrial engineering
degree from North Carolina State University.

None of the Reporting Persons nor any manager or executive officer of the
Reporting Persons, has, during the past five years, (a) been convicted
in a criminal proceeding, or (b) been a party to a civil proceeding of
a judicial or administrative body of competent jurisdiction and as a
result of such proceeding was or is subject to a judgment, decree or
final order enjoining future violations of, or prohibiting, or mandating
activities subject to, Federal or State securities laws or a finding of
any violation with respect to such laws.


Item 3. Source and Amount of Funds or Other Consideration


The Reporting Persons may be deemed to be the beneficial owner of, in the
aggregate, 111165 Shares. The source of funding for these Shares was the
general working capital of the respective purchasers. The Shares are held
in margin accounts together with other securities. Such margin accounts may
from time to time have debit balances.


Item 4. Purpose of Transaction

The Reporting Persons have been long-term Shareholders since 2009 and have
acquired shares in the belief that the Shares were undervalued. The Reporting
Persons have conducted significant analysis with respect to the Issuer over
several years, a summary of which is set forth in Schedule C attached hereto.

The Reporting Persons have concluded that the Company has a legitimate business
model, qualified management, outstanding products and employees, with favorable
long-term opportunities for profitable growth. Accordingly, the Reporting
Persons have formed a ?group?, as defined in Section 13(d)(3) and 13d-5(b)(1)
of the Securities and Exchange Act, for the purpose of providing to the
Issuers board of directors an expression of interest to finance a
going-private transaction for $15.00 per share, more than 30% premium to the
Issuers volume weighted average share price for the 60 and 90 days prior
to delivery of the proposal. The proposal was delivered to the Issuers board
of directors on March 6th, 2013 and is incorporated by reference in Schedule D
attached hereto.

The Reporting Persons want the Issuer to form an independent committee of its
board to consider the acquisition proposal delivered to directors on
March 6th, 2013. The all-cash purchase price, supported by debt financing
letters delivered by qualified lenders and co-investors, is superior to
current market value and represents a 30% premium to the Issuers volume
weighted average share price for the 60 and 90 days prior to delivery
of the proposal.

The board should take active steps to see this transaction to fruition for the
benefit of all stakeholders.

As part of the transaction, the Reporting Persons will take concrete steps
to maximize shareholder value, including the following actions:

i) Redeem the PBGC waiver for cash.  The Moving Ahead for Progress in the
21st Century Act (MAP 21) was signed into law in July 2012 and contains pension
relief legislation that relieves uncertainty regarding required future pension
funding obligations. There is no longer sufficient justification to hoard cash
and pay 6% interest to the Pension Benefit Guarantee Corp (PBGC).
The Issuer should redeem its waiver and discharge PBGCs security interest,
thereby expanding credit capacity and improving return on capital.Additionally,
such action will strengthen the commitment made to pension beneficiaries;

ii) Put excess cash to work for shareholders. To the extent the Issuer has
distribution restrictions preventing a special dividend, it should put excess
cash to work in its pension plan. This action will have the effect of reducing
the PBO burden, increasing the absolute return on plan assets, lowering the
future required contributions, and improving the Issuers credit profile, while
strengthening its pension plan;

iii) Increase director stock ownership.  Current non-executive board members
collectively own less than 2% of the shares outstanding, substantially none
of which were purchased in the open market. As part of this transaction
director ownership would increase materially. Directors should acquire 3 times
their annual retainer in shares of common stock, per the stated corporate
policy disclosed in the proxy. Stock grants, deferred retainers, and other
phantom share schemes do not align the risks taken by directors with the
risks taken by shareholders, who paid cash for their shares, and have no
similar anti-dilution and indemnity protections;

iv) Eliminate defensive measures. Contracts such as the Poison Pill adopted
April 30th 2003, as amended, Golden Parachutes, etc., discourage interested
parties from considering a change of control transaction, threaten legitimate
acquirers with a false characterization of being hostile, and provide for
excessive dilution to entrench insiders.

Four years ago, on May 8th 2009, when the share price was $17.20, the board
rejected a proposal from Riley Investment Management LLC and concluded that
it was in the best interests of the Issuers shareholders to continue to
follow the boards strategic plan rather than to pursue a potential sale of
the Issuer under then current market and economic conditions. Now, four
years later, with many similar public companies achieving all time high
share prices, the Issuers share price remains less than $14.00, and may
fall further if the Reporting Persons abandon their proposal. In order to
avoid further delays and mitigate against further potential destruction of
shareholder value, the Reporting Persons have formed a group, as defined
in Section 13(d)(3) and 13d-5(b)(1) of the Securities and Exchange Act,
for the purpose of having discussions with like-minded shareholders,
management, and directors of the Issuer to adopt the actions described
herein. The Reporting Persons intend to collaborate regarding acquiring,
holding, or disposing of their securities.

The Reporting Persons may, from time to time, and at any time: (i) acquire
additional Shares and/or other equity, debt, notes, instruments or other
securities (collectively, "Securities") of the Issuer in the open market
or otherwise; (ii) dispose of any or all of their Securities in the open
market or otherwise; (iii) enter into partnerships with like-minded
shareholders, or (iv) engage in any hedging or similar transactions with
respect to the Securities.


Item 5. Interest in Securities of the Issuer

(a) The Reporting Persons may be deemed to beneficially own, in the aggregate,
111165 Shares, representing approximately 4% of the Issuer's outstanding Shares
as of December 31st 2012 by the Issuers Form 10K for the annual periods ended
December 31, 2012. The Reporting Persons are deemed to have shared voting power
and dispositive power with regard to the Shares per Schedule B, Joint Filing
Agreement of the Reporting Persons attached hereto.


Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities

Except as otherwise described herein, there are no contracts, arrangements,
understandings or relationships (legal or otherwise) among the persons named
in Item 2 and between such persons and any person with respect to any
securities of the Issuer, including but not limited to transfer or voting
of any of the securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, division of profits
or loss, or the giving or withholding of proxies.


Item 7. Material to be Filed as Exhibits

A. Reporting Persons Directors and Officers

B. Joint Filing Agreement of the Reporting Persons

C. Financial Analysis

D. Proposal Letter



SIGNATURES
After reasonable inquiry and to the best of each of the undersigned
knowledge and belief, each of the undersigned certifies that the information
set forth in this statement is true, complete and correct.

Dated: March 31st, 2013

BLOTT ASSET MANAGEMENT, L.L.C.

__________ ___________	//PATRICK BLOTT
By: Patrick Blott
Title: Managing Partner


_____________________	//LANRE ADEJUMO
By: Lanre Adejumo
Title: Managing Director, General Counsel




TALANTA FUND L.P.

_____________________	//JUSTYN PUTNAM
By: Justyn Putnam
Title: Managing Member





Schedule A


Blott Asset Management, L.L.C.
IRS# 46-2382241 DOS# 3958908
14 Wall Street, 20thFloor
New York, NY 10005
New York Domicile


Managing Partner: 					Patrick A. Blott

Managing Director and General Counsel: 			Lanre Adejumo

Talanta Fund L.P.
IRS# 27-0406259
401 N. Tryon Street, 10th Floor, Charlotte, N.C. 28202
Delaware Domicile


Managing Member: 					Justyn R. Putnam




Schedule B

JOINT FILING AGREEMENT


In accordance with Rule 13d- 1(f) under the securities Exchange Act of 1934,
as amended, the undersigned hereby agree to the joint filing with all other
Reporting Entities (as such term is defined in the Schedule 13D referred
to below) on behalf of each of them of a statement on Schedule 13D
(including amendments thereto) with respect to the Common Stock of
Magnetek Inc.,and that this Agreement be included as an Exhibit to
such joint filing.This Agreement may be executed in any number of
counterparts all of which taken together shall constitute one and the
same instrument.


IN WITNESS WHEREOF, the undersigned hereby execute this Agreement this
March 31st, 2013.


Patrick A. Blott

By:/s/ Patrick A. Blott __________________________//PATRICK BLOTT


Justyn R. Putnam

By: /s/ Justyn R. Putnam__________________________//JUSTYN PUTNAM



Blott Asset Management, L.L.C.


By:/s/ Lanre Adejumo __________________________//LANRE ADEJUMO

Attorney- in- Fact



By:/s/ Patrick A. Blott __________________________//PATRICK BLOTT

Managing Partner



Talanta Investment Group


By: /s/ Justyn R. Putnam__________________________//JUSTYN PUTNAM

Managing Member



Schedule C

CUSIP No. 559424403



Schedule D

CUSIP No. 559424403

March 6, 2013

Board of Directors
Magnetek Inc.
N49 W13650 Campbell Drive
Menomonee Falls, WI  53051

Re: Magnetek, Inc. Confidential Expression of Interest

Gentlemen:

   Pursuant to our letter dated September 6, 2012, and various
discussions with Mitchell Quain, Peter McCormick and management
regarding the prospects for Magnetek, Inc., Blott Asset
Management, L.L.C., Talanta Investment Group, L.L.C.
(the Sponsors or we) and our investors would like to provide
this non-binding proposal to acquire the Company.

  Pension uncertainty, competitive factors, and ongoing
litigation limit the Company?s access to capital and
preclude it from achieving its full potential as a
public company. We would like to provide capital to
help consolidate the Company?s market position, fund
an expansion plan, and mitigate future pension funding
risk. We are prepared to offer a price in the range of
$15.00 per share, which would be more than a 30% premium
over MAG?s 90-day volume weighted share price. Our
transaction would be structured as an all-cash reverse
merger involving a newly formed acquisition company (Newco).
We expect that a number of members of management and shareholders
holding substantial blocks of shares would exchange their MAG
shares for Newco common stock.

  Should the Company signify its interest in our proposal,
this will constitute a non-binding understanding upon which
we can proceed to commence due diligence immediately and
proceed with the transactions herein described for our
mutual benefit.

  We have attached non-binding expressions of interest
from our co-investors and two alternative debt financing
sources. Assuming a satisfactory due diligence review, we
plan to deliver definitive acquisition agreements and
financing commitments for shareholder approval by
April 30, 2013, and would seek to close the transaction
following a successful shareholder vote
before July 15, 2013.

 We recognize that the Company?s Board of Directors and/or
an independent committee of its Directors will need to review
this proposal under such process as they determine to be
appropriate.  We will keep you informed of developments that
may be material to this process and cooperate with you
in this regard.

 This proposal is subject to the completion of financing
arrangements, the execution and delivery of definitive
agreements with respect to the proposed acquisition and
the financing thereof, and the approval of the Companys
Board of Directors.  As we trust you will appreciate,
given among other things the volatility of the capital
markets, we reserve the right to withdraw or modify this
proposal.

 We believe our involvement with the Company will be viewed
positively by employees, shareholders, customers, and management,
and that the Company will be well served by bringing our proposal
to fruition. We believe shareholders would welcome the liquidity
provided by our proposed transaction and the opportunity to
see the Company resolve its pension funding and other issues
for the benefit of all its stakeholders. We are pleased to
offer the Board this attractive opportunity to take action
on behalf of its shareholders.

  Should you have any questions, please feel free to call
Patrick Blott at 917-609-3131, or
Justyn Putnam at 704-904-1450.


Very truly yours,

On behalf of Newco:

BLOTT ASSET MANAGEMENT, L.L.C.

//PATRICK BLOTT_____________________
By: Patrick Blott
Title: Managing Partner


TALANTA INVESTMENT GROUP, LLC

//JUSTYN PUTNAM_____________________
By: Justyn Putnam
Title: Managing Member





CC: 	John W. Kaufmann, Dorsey & Whitney LLP
Mitchell I. Quain, Peter McCormick, Magnetek, Inc.