-----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, WSeJhFauMx4OE7GqHeHGRvQwI2sYLFXJBFvgBmpBVngpnePfd/oCMoUnuRZPdmoP qwZiC6Qrm3za3o+Pda2+yw== 0000357235-07-000123.txt : 20070209 0000357235-07-000123.hdr.sgml : 20070209 20070209103732 ACCESSION NUMBER: 0000357235-07-000123 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070209 DATE AS OF CHANGE: 20070209 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PHOTON DYNAMICS INC CENTRAL INDEX KEY: 0001002663 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 943007502 STATE OF INCORPORATION: CA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49707 FILM NUMBER: 07595955 BUSINESS ADDRESS: STREET 1: 5970 OPTICAL COURT CITY: SAN JOSE STATE: CA ZIP: 95138-1400 BUSINESS PHONE: 4082269900 MAIL ADDRESS: STREET 1: 5970 OPTICAL COURT CITY: SAN JOSE STATE: CA ZIP: 95138-1400 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Clearbridge Advisors, LLC CENTRAL INDEX KEY: 0001348883 IRS NUMBER: 010846058 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 399 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 800-691-6959 MAIL ADDRESS: STREET 1: 399 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: CAM North America, LLC DATE OF NAME CHANGE: 20060105 SC 13G/A 1 photontwo.txt PHOTON DYNAMICS Securities and Exchange Commission Washington, D. C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 ) Photon Dynamics Inc Common Stock CUSIP Number 719364101 Date of Event Which Requires Filing of this Statement: December 31, 2006 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) - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - CUSIP No. 719364101 1) Name of reporting person: ClearBridge Advisors, LLC Tax Identification No.: 01-0846058 2) Check the appropriate box if a member of a group: a) x b) n/a 3) SEC use only 4) Place of organization: DE Number of shares beneficially owned by each reporting person with: 5) Sole voting power: - 0 - 6) Shared voting power: 1,266,172 7) Sole dispositive power: - 0 - 8) Shared dispositive power: 1,272,502 9) Aggregate amount beneficially owned by each reporting person: 1,272,502 10) Check if the aggregate amount in row (9) excludes certain shares: n/a 11) Percent of class represented by amount in row (9): 7.46% 12) Type of reporting person: IA Item 1a) Name of issuer: Photon Dynamics Inc Item 1b) Address of issuer s principal executive offices: 5970 Optical Court San Jose, CA 95138 Item 2a) Name of person filing: ClearBridge Advisors, LLC Item 2b) Address of principal business office: 399 Park Avenue New York, NY 10022 Item 2c) Citizenship: ClearBridge Advisors, LLC Delaware Limited Liability Corporation Item 2d) Title of class of securities: Common Stock Item 2e) CUSIP number: 719364101 Item 3) If this statement is filed pursuant to Rule 13d-1(b), or 13d 2(b), check whether the person filing is a: (a) [ ] Broker or dealer under Section 15 of the Act. (b) [ ] Bank as defined in Section 3(a)(6) of the Act. (c) [ ] Insurance Company as defined in Section 3(a)(6) of the Act. (d) [ ] Investment Company registered under Section 8 of the Investment Company Act. (e) [X] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940. (f) [ ] Employee Benefit Plan, Pension Fund which is subject to ERISA of 1974 or Endowment Funds; see 240.13d-1(b)(ii)(F). (g) [ ] Parent holding company, in accordance with 240.13d-1(b)(ii)(G), (h) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(J). Item 4) Ownership: (a) Amount beneficially owned: 1,272,502 (b) Percent of Class: 7.46% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: 1,266,172 (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: 1,272,502 Item 5) Ownership of Five Percent or less of a class: n/a Item 6) Ownership of more than Five Percent on behalf of another person: The interest of one account, Legg Mason Partners Capital Fund, Inc. an investment company registered under the Investment Company Act of 1940 and managed by Clearbridge Advisors, LLC., amounted to 1,190,002 shares or 6.98% of the total shares outstanding. Item 7) Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company: n/a Item 8) Identification and classification of members of the group: ClearBridge Advisors, LLC Item 9) Notice of dissolution of group: n/a 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 my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. -------------------------------- Date February 9, 2007 ClearBridge Advisors, LLC By: /s/ Leonard P. Larrabee Leonard P. Larrabee, Secretary -----END PRIVACY-ENHANCED MESSAGE-----