- Amended Statement of Ownership (SC 13G/A)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

PC Group, Inc.

 

(Name of Issuer)

Common Stock, par value $.02 per share

 

(Title of Class of Securities)

70455G107

 

(CUSIP Number)

December 31, 2010

 

(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)

¨ 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).

 

Page 1 of 6 Pages

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CUSIP No. 70455G107		13G

 

1)		NAMES OF REPORTING PERSONS   York Capital Management Global Advisors, LLC
2)		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)   ¨         (b)   x
3)		SEC USE ONLY
4)		CITIZENSHIP OR PLACE OF ORGANIZATION       New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH				5)		SOLE VOTING POWER       -0-
				6)		SHARED VOTING POWER       -0-
				7)		SOLE DISPOSITIVE POWER       -0-
				8)		SHARED DISPOSITIVE POWER       -0-
9)		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON       -0-
10)		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)   ¨
11)		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)       0.0%
12)		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)       IA

 

Page 2 of 6 Pages

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Item 1

(a).

Name of Issuer:

PC Group, Inc.

Item 1

(b).

Address of Issuer’s Principal Executive Offices:

419 Park Avenue South, Suite 500 New York, New York 10016

Item 2

(a).

Name of Person Filing:

This Schedule is being filed by York Capital Management Global Advisors, LLC, a New York limited liability company (“YGA”).

Item 2

(b).

Address of Principal Business Office or, if None, Residence:

The principal business office address of YGA is:   c/o York Capital Management 767 Fifth Avenue, 17th Floor New York, New York 10153

Item 2

(c).

Citizenship:

The place of organization of YGA is New York.

Item 2

(d).

Title of Class of Securities:

Common Stock, par value $.02 per share

Item 2

(e).

CUSIP Number:

70455G107

Item 3.

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

		(a)		[   ]     Broker or dealer registered under section 15 of the Act (15 U.S.C.78o).
		(b)		[   ]     Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
		(c)		[   ]     Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
		(d)		[   ]     Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
		(e)		[X]     An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
		(f)		[   ]     An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

Page 3 of 6 Pages

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		(g)		[   ]     A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
		(h)		[   ]     A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
		(i)		[   ]     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);
		(j)		[   ]     A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
		(k)		[   ]     Group, in accordance with §240.13d-1(b)(1)(ii)(K).   If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____________.

Item 4.

Ownership.   Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:   -0-

(b)

Percent of class:   0.0%

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote   -0-

(ii)

Shared power to vote or to direct the vote   -0-

(iii)

Sole power to dispose or to direct the disposition of   -0-

(iv)

Shared power to dispose or to direct the disposition of   -0-

The number of shares beneficially owned and the percentage of outstanding shares represented thereby for YGA have been computed in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended.

 

Item 5.

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 [X].

 

Page 4 of 6 Pages

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Item 6.

Ownership of More than Five Percent on Behalf of Another Person.   Not Applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.   Not Applicable.

Item 8.

Identification and Classification of Members of the Group.   Not Applicable.

Item 9.

Notice of Dissolution of Group.   Not Applicable.

 

Page 5 of 6 Pages

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Item 10.

Certification.   By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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

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

Dated: January 10, 2010

 

						YORK CAPITAL MANAGEMENT GLOBAL ADVISORS, LLC
						By:		/s/ Adam J. Semler
								Adam J. Semler Chief Operating Officer

 

Page 6 of 6 Pages