SC 13G/A 1 microneticsamended2008.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Under the Securities Exchange Act of 1934) (Amendment No.2)* Micronetics, Inc. ------------------------------------------------------ (Name of Issuer) Common Stock --------------------------------- (Title of Class of Securities) 595125105 ----------------------- (Cusip Number) December 31, 2008 _______________________________ (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this schedule is filed: [X] Rule 13d-1 (b)Babson Capital Management LLC [X] Rule 13d-1 (c)Cobbs Wharf Master Fund, L.P. [ ] Rule 13d-1 (d) *The remainder of this cover page shall be filled out for a reporting person's initial filing of 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.) [Continued on the following page(s)] Page 1 of 8 Pages CUSIP No 595125105 Page 2 of 8 Pages ---------------------------------------------------------------- 1. Name of reporting person S.S. or I.R.S. identification no. of above person Babson Capital Management LLC 51-0504477 ---------------------------------------------------------------- 2. Check the appropriate box if a member of a group (a)( ) (b)( X ) ---------------------------------------------------------------- 3. SEC use only ---------------------------------------------------------------- 4. Citizenship or place of organization Delaware ---------------------------------------------------------------- 5. Sole Voting Power 0 Number of ----------------------------- shares 6. Shared Voting Power beneficially owned by 365,000 each ----------------------------- Reporting 7. Sole Dispositive Power person with 0 ----------------------------- 8. Shared Dispositive Power 365,000 --------------------------------------------------------------- 9. Aggregate amount beneficially owned by each reporting person 365,000 (1) --------------------------------------------------------------- 10. Check if the aggregate amount in row (9) excludes certain shares* ---------------------------------------------------------------- 11. Percent of class represented by amount in row 9 6.77% ---------------------------------------------------------------- 12. Type of Reporting person IA (1) Babson Capital Management LLC (Babson Capital) serves as investment adviser to Cobbs Wharf Master Fund, L.P., a Cayman Islands limited partnership, which was the registered holder of the shares reported as beneficially owned by Babson Capital. CUSIP No 595125105 Page 3 of 8 Pages ---------------------------------------------------------------- 1. Name of reporting person S.S. or I.R.S. identification no. of above person Cobbs Wharf Master Fund, L.P. ---------------------------------------------------------------- 2. Check the appropriate box if a member of a group (a)( ) (b)( X ) ---------------------------------------------------------------- 3. SEC use only ---------------------------------------------------------------- 4. Citizenship or place of organization Delaware ---------------------------------------------------------------- 5. Sole Voting Power 0 Number of ----------------------------- shares 6. Shared Voting Power beneficially owned by 365,000 each ----------------------------- Reporting 7. Sole Dispositive Power person with 0 ----------------------------- 8. Shared Dispositive Power 365,000 --------------------------------------------------------------- 9. Aggregate amount beneficially owned by each reporting person 365,000 (1) --------------------------------------------------------------- 10. Check if the aggregate amount in row (9) excludes certain shares* ---------------------------------------------------------------- 11. Percent of class represented by amount in row 9 6.77% ---------------------------------------------------------------- 12. Type of Reporting person IA (1) Babson Capital Management LLC (Babson Capital) serves as investment adviser to Cobbs Wharf Master Fund, L.P., a Cayman Islands limited partnership, which was the registered holder of the shares reported as beneficially owned by Babson Capital. CUSIP No 595125105 Page 4 of 8 Pages ---------------------------------------------------------------- SCHEDULE 13G ITEM 1(A): NAME OF ISSUER: Micronetics, Inc. 1(B): ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 26 HAMPSHIRE DRIVE HUDSON NH 03051 ITEM 2(A): NAME OF PERSON FILING: (i) Babson Capital Management LLC (Babson) as investment adviser. (ii) Cobbs Wharf Master Fund, L.P. (Cobbs Wharf) ITEM 2(B): ADDRESS OF PRINCIPAL BUSINESS OFFICE: Babson Capital Management LLC 470 Atlantic Avenue Boston, MA 02210-2208 Cobbs Wharf Master Fund, L.P. 470 Atlantic Avenue Boston, MA 02210-2208 ITEM 2(C): CITIZENSHIP: See Item 4 of Cover Page ITEM 2(D): TITLE OF CLASS OF SECURITIES: See Cover Page ITEM 2(E): CUSIP NUMBER: See Cover Page ITEM 3: TYPE OF REPORTING PERSON: This statement is filed pursuant to Rule 13d-1 (b) (1) (ii) (E) for Babson Capital. ITEM 4: OWNERSHIP: (a)AMOUNT BENEFICIALLY OWNED: Babson Capital, in its capacity as investment adviser, may be deemed the beneficial owner of 365,000 shares of common stock of the Issuer which are owned by investment advisory client(s). (b) PERCENT OF CLASS: 6.77% (c) For information on voting and dispositive power with respect to the above listed shares, see Items 5 - 8 of Cover Page. CUSIP No 595125105 Page 5 of 8 Pages ---------------------------------------------------------------- ITEM 5: OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS: Not Applicable ITEM 6: OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON: Cobbs Wharf Master Fund, L.P. 6.77% ITEM 7: IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY: Not Applicable ITEM 8: IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP: Not Applicable ITEM 9: NOTICE OF DISSOLUTION OF GROUP: Not Applicable ITEM 10: CERTIFICATION: BABSON CAPITAL MANAGEMENT LLC CERTIFICATION By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. SIGNATURE: After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: June 2, 2009 Babson Capital Managment LLC Signature: // John Robbins // Name/Title: John Robbins Managing Director CUSIP No 595125105 Page 6 of 8 Pages ---------------------------------------------------------------- COBBS WHARF MASTER FUND, L.P. CERTIFICATION By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and held in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. SIGNATURE: After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: June 2, 2009 COBBS WHARF MASTER FUND, L.P. BY: Cobbs Wharf Management, LLC Its General Partner BY: //John Robbins // Name: John Robbins Title: Managing Director CUSIP No 595125105 Page 7 of 8 Pages ---------------------------------------------------------------- JOINT FILING AGREEMENT This will confirm the agreement by and among all the undersigned that the amended Schedule 13G filed on or about this date and any future amendments thereto with respect to the beneficial ownership by the undersigned of common shares of Carriage Services, Inc. is being filed on behalf of each of the undersigned in accordance with Rule 13d-1(k)(1). This agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. June 2, 2009 -------------------- Date Babson Capital Management LLC _____________________________ By: //John Robbins // Name: John Robbins Title: Managing Director Cobbs Wharf Master Fund, L.P. _____________________________ By: Cobbs Wharf Management, LLC Its General Partner By: //John Robbins // Name: John Robbins Title: Managing Director CUSIP No 595125105 Page 8 of 8 Pages ---------------------------------------------------------------- June 2, 2009 Securities and Exchange Commission Operations Center Attn: Stop 0-7 6432 General Green Way Alexandria, VA 22312-2413 Re: SCHEDULE 13G ON BEHALF OF MICRONETICS INC FOR THE YEAR ENDING DECEMBER 31, 2008 Dear Sir or Madam: Babson Capital Management LLC and Cobbs Wharf Master Fund, L.P. are filing today an amended Schedule 13G through the EDGAR system to reflect a change in reporting persons. Please note that the shares as to which this Schedule is filed are owned by various investment advisory clients of Babson Capital, which may be deemed a beneficial owner of the shares only by virtue of the direct or indirect investment discretion it possesses pursuant to the provisions of investment advisory agreements with such clients. A copy of the Schedule 13G is being sent to the issuer as required by Rule 13d-7. Comments or questions concerning the above may be directed to the undersigned at (617) 761-3730. Sincerely, // John Robbins // John Robbins Managing Director