-----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, LybaU0bh47bEEHsKzExfQ0LtEoawMWr2dY1eeH7QWqrg7MuAylvq1B0CyrzCq8va i8w5Sq21nqf7QbpnvtpYkw== 0001116502-07-001939.txt : 20071015 0001116502-07-001939.hdr.sgml : 20071015 20071015172802 ACCESSION NUMBER: 0001116502-07-001939 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20071015 DATE AS OF CHANGE: 20071015 GROUP MEMBERS: B. RILEY AND CO. INC. GROUP MEMBERS: BRYANT RILEY GROUP MEMBERS: RILEY INVESTMENT MANAGEMENT LLC GROUP MEMBERS: RILEY INVESTMENT PARTNERS MASTER FUND, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INPHONIC INC CENTRAL INDEX KEY: 0001133324 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 522199384 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80170 FILM NUMBER: 071172682 BUSINESS ADDRESS: STREET 1: 1010 WISCONSIN AVE STREET 2: SUITE 600 CITY: WASHINGTON STATE: DC ZIP: 20007 BUSINESS PHONE: 2023330001 MAIL ADDRESS: STREET 1: 1010 WISCONSIN AVE STREET 2: SUITE 600 CITY: WASHINGTON STATE: DC ZIP: 20007 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Riley Investment Partners Master Fund, L.P. CENTRAL INDEX KEY: 0001385084 IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 11100 SANTA MONICA BOULEVARD STREET 2: SUITE 810 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: (310) 966-1445 MAIL ADDRESS: STREET 1: 11100 SANTA MONICA BOULEVARD STREET 2: SUITE 810 CITY: LOS ANGELES STATE: CA ZIP: 90025 SC 13G/A 1 inpcsc13ga1.htm SC 13G/A United States Securities and Exchange Commission EDGAR Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


SCHEDULE 13G


Under the Securities Exchange Act of 1934

(Amendment No. 1)*


InPhonic, Inc.

(Name of Issuer)


Common Stock

(Title of Class of Securities)


45772G105

 (CUSIP Number)



October 11, 2007

(Date of Event which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:


 

 Rule 13d-1(b)

 

 

X

 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).

 



CUSIP No.   45772G105

 

 




1

Name of Reporting Persons.

I.R.S. Identification Nos. of above person (entities only)


Riley Investment Partners Master Fund, L.P.

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


Cayman Islands

Number of

                              

Shares

5

Sole Voting Power


0

Beneficially


Owned by

6

Shared Voting Power


0

Each


Reporting

7

Sole Dispositive Power


0

Person


With

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%

12

Type Of Reporting Person (See Instructions)


PN





2



CUSIP No.   45772G105

 

 




1

Name of Reporting Persons.

I.R.S. Identification Nos. of above person (entities only)


Riley Investment Management 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


Delaware

Number of

                              

Shares

5

Sole Voting Power


0

Beneficially


Owned by

6

Shared Voting Power


0

Each


Reporting

7

Sole Dispositive Power


0

Person


With

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)

[x]

11

Percent of Class Represented by Amount in Row (9)


0%

12

Type Of Reporting Person (See Instructions)


IA



3



CUSIP No.   45772G105

 

 




1

Name of Reporting Persons.

I.R.S. Identification Nos. of above person (entities only)


B. Riley and Co. Inc.

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


Delaware

Number of

                              

Shares

5

Sole Voting Power


0

Beneficially


Owned by

6

Shared Voting Power


0

Each


Reporting

7

Sole Dispositive Power


0

Person


With

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%

12

Type Of Reporting Person (See Instructions)


BD



4



CUSIP No.   45772G105

 

 




1

Name of Reporting Persons.

I.R.S. Identification Nos. of above person (entities only)


Bryant Riley

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


United States

Number of

                              

Shares

5

Sole Voting Power


0

Beneficially


Owned by

6

Shared Voting Power


0

Each


Reporting

7

Sole Dispositive Power


0

Person


With

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)

[x]

11

Percent of Class Represented by Amount in Row (9)


0%

12

Type Of Reporting Person (See Instructions)


IN




5



CUSIP No.   45772G105

 

 



Item 1.


(a) Name of Issuer

InPhonic, Inc.


(b) Address of Issuer’s Principal Executive Offices

1010 Wisconsin Avenue, Suite 600

Washington, D.C.  20007



Item 2.


(a) (i)

Riley Investment Partners Master Fund, L.P. (Cayman Islands limited partnership)

Riley Investment Management LLC (Delaware limited liability company)

Bryant Riley (individual residing in California)

      (ii)

B. Riley and Co. Inc. (Delaware corporation)



(b) Address of Principal Business Office or, if none, Residence

      (i)

11100 Santa Monica Blvd.

Suite 810

Los Angeles, CA 90025

      (ii)

11100 Santa Monica Blvd.

Suite 800

Los Angeles, CA 90025



(c) Citizenship

United States


(d) Title of Class of Securities

Common Stock


(e) CUSIP Number

45772G105


Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-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)

 

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);

 

 

 

(g)

 

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);




6



CUSIP No.   45772G105

 

 




 

 

 

(h)

 

A savings associations 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)

 

Group, in accordance with §240.13d-1(b)(1)(ii)(J).


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.


For each Reporting Person:


(a) Amount beneficially owned: Please see Line 9 on the cover sheet for each reporting person (including footnotes thereto).


(b) Percent of class: Please see Line 11 on the cover sheet for each reporting person (including footnotes thereto).


(c) Number of shares as to which the person has:


(i) Sole power to vote or to direct the vote:   Please see Line 5 on the cover sheet for each reporting person (including footnotes thereto).


(ii) Shared power to vote or to direct the vote:   Please see Line 6 on the cover sheet for each reporting person (including footnotes thereto).


(iii) Sole power to dispose or to direct the disposition of:   Please see Line 7 on the cover sheet for each reporting person (including footnotes thereto).


(iv) Shared power to dispose or to direct the disposition of:   Please see Line 8 on the cover sheet for each reporting person (including footnotes thereto).





7



CUSIP No.   45772G105

 

 



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  ].


Instruction: Dissolution of a group requires a response to this item.


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.


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



(b)

The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):


By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.




8



CUSIP No.   45772G105

 

 



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: October 15, 2007



 

 

Riley Investment Partners Master Fund, L.P.

 

 

 

By: Riley Investment Management, its General

 

 

 

        Partner

 

 

By:

/s/ Bryant R. Riley

 

 

 

Bryant R. Riley, Managing Member


 

 

Riley Investment Management, LLC

 

 

 

 

 

 

By:

/s/ Bryant R. Riley

 

 

 

Bryant R. Riley, Managing Member


 

 

B. Riley and Co. Inc.

 

 

 

 

 

 

By:

/s/ Bryant R. Riley

 

 

 

Bryant R. Riley, Chairman

 

 

 

 

 

 

 

 

 

 

By:

/s/ Bryant R. Riley

 

 

 

Bryant R. Riley




9



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