SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* BRIGHTLINE CAPITAL MANAGEMENT, LLC (Last) (First) (Middle) 1120 AVENUE OF THE AMERICAS SUITE 1505 (Street) NEW YORK NY 10036 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Z TRIM HOLDINGS, INC [ ZTHO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 08/20/2013
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $.00005 par value	08/20/2013		C		2,573,438	A	$1.25	17,940,584	I	See Footnote(1)
Common Stock, $.00005 par value	08/20/2013		P		376,000	A	$1.25	18,316,584	I	See Footnote(2)
Common Stock, $.00005 par value	08/20/2013		C		3,347	A	$1.25	214,186	I	See Footnote(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Stock Warrant	$1.25	08/20/2013		C			5,718,750	(4)	(5)	Common Stock, $.0005 par value	2,573,438	(4)	11,582,983	I	See Footnote(1)
Common Stock Warrant	$1.25	08/20/2013		C			7,436	(4)	01/07/2016	Common Stock, $.00005 par value	3,347	(4)	15,064	I	See Footnote(3)
Common Stock Warrant	$1.25	08/20/2013		J		2,316,597		(6)	(7)	Common Stock, $.00005 par value	2,316,597	(6)	13,899,580	I	See Footnote(1)
Common Stock Warrant	$1.25	08/20/2013		J		3,013		(6)	01/07/2016	Common Stock, $.00005 par value	3,013	(6)	18,077	I	See Footnote(3)

1. Name and Address of Reporting Person* BRIGHTLINE CAPITAL MANAGEMENT, LLC (Last) (First) (Middle) 1120 AVENUE OF THE AMERICAS SUITE 1505 (Street) NEW YORK NY 10036 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* BRIGHTLINE GP, LLC (Last) (First) (Middle) 1120 AVENUE OF THE AMERICAS SUITE 1505 (Street) NEW YORK NY 10036 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* BRIGHTLINE VENTURES I, LLC (Last) (First) (Middle) 1120 AVENUE OF THE AMERICAS SUITE 1505 (Street) NEW YORK NY 10036 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Smith Edward B III (Last) (First) (Middle) C/O BRIGHTLINE CAPITAL MANAGEMENT, LLC 1120 AVE OF THE AMERICAS, STE 1505 (Street) NEW YORK NY 10036 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* KHERA, NICK (Last) (First) (Middle) 1120 AVENUE OF THE AMERICAS SUITE 1505 (Street) NEW YORK NY 10036 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The securities are held in the account of Brightline Ventures I, LLC and may be deemed to be beneficially owned by (a) Brightline Capital Management, LLC, the investment manager of Brightline Ventures I, LLC, (b) Brightline GP, LLC, the managing member of Ventures I, LLC, (c) Edward B Smith III, a managing member of Brightline Capital Management, LLC and Brightline GP, LLC and (d) Nick Khera, a managing member of Brightline Capital Management, LLC and Brightline GP, LLC. Each of Brightline Capital Management, LLC, Brightline GP, LLC, Edward B Smith III and Nick Khera disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

2. The securities are held in the account of Brightline Ventures I-C, LLC and may be deemed to be beneficially owned by (a) Brightline Capital Management, LLC, the investment manager of Brightline Ventures I-C, LLC, (b) Brightline GP, LLC, the managing member of Ventures I-C, LLC, (c) Edward B Smith III, a managing member of Brightline Capital Management, LLC and Brightline GP, LLC and (d) Nick Khera, a managing member of Brightline Capital Management, LLC and Brightline GP, LLC. Each of Brightline Capital Management, LLC, Brightline GP, LLC, Edward B Smith III and Nick Khera disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

3. The securities are held in the account of Edward B. Smith III.

4. The derivatives were acquired through the purchase of convertible Note Units (the "Units") from Z Trim Holdings, Inc. (the "Issuer"). Each Unit consists of (i) a $10,000 24-month senior secured promissory note, bearing interest at the rate of 8% per annum and immediately convertible at the rate of $1.00 per share into 10,000 shares of the Common Stock of the Issuer and (ii) one five-year warrant to immediately purchase 15,000 shares of Common Stock of the Issuer per Unit at an exercise price of $1.50 per share (each, a "Warrant", and collectively, the "Warrants"). Following the purchase of the Units, the exercise price of the Warrants changed to $1.25.

5. The Warrants have expiration dates of January 15, 2015, July 14, 2014, August 7, 2014, August 26, 2014, September 2, 2014, September 30, 2014 and October 15, 2014.

6. The Warrants were acquired through an anti-dilution provision whereby the exercise price of the Warrants changed to $1.25 and Brightline Ventures I, LLC received a new warrant for every five warrants owned.

7. The Warrants have expiration dates of June 7, 2015, September 7, 2015, October 13, 2015, November 12, 2015, November 19, 2015, November 29, 2015, December 7, 2015, December 29, 2015 and March 18, 2016.

	Brightline Capital Management, LLC, By: /s/ Nick Khera, Managing Member	08/21/2013
	Brightline GP, LLC, By: /s/ Nick Khera, Managing Member	08/21/2013
	Brightline Ventures I, LLC, By: Brightline GP, LLC, its Managing Member, By: /s/ Nick Khera, Managing Member	08/21/2013
	/s/ Edward B. Smith III	08/21/2013
	/s/ Nick Khera	08/21/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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