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
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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*
HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.

(Last) (First) (Middle)
C/O INTERNATIONAL FUND SERVICES LIMITED
THIRD FL BISHOP'S SQUARE REDMOND'S HILL

(Street)
DUBLIN IRELAND L2 00000

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SERACARE LIFE SCIENCES INC [ SRLS ]
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)
05/17/2007
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 05/17/2007 X(1) 841,585 A $4.75 3,670,843(2) D
Common Stock 05/17/2007 X(1) 0 A $0 3,670,843(3) I By Harbinger Capital Partners Master Fund I, Ltd.
Common Stock 05/17/2007 X(1) 40,989 A $4.75 178,789(4) I By Harbinger Capital Partners Special Situations Fund, L.P.
Common Stock 05/17/2007 P(5) 471,740 A $4.75 650,529(4) I By Harbinger Capital Partners Special Situations Fund, L.P.
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
Subscription Rights (right to buy) $4.75 05/17/2007 X(1) 841,585 05/17/2007 01/31/2007 Common Stock 841,585 (6) 0(2) D
Subscription Rights (right to buy) $0 05/17/2007 X(1) 0 05/17/2007 01/31/2007 Common Stock 0 $0 0(3) I By Harbinger Capital Partners Master Fund I, Ltd.
Subscription Rights (right to buy) $4.75 05/17/2007 X(1) 40,989 05/17/2007 01/31/2007 Common Stock 40,989 (6) 0(4) I By Harbinger Capital Partners Special Situations Fund, L.P.
1. Name and Address of Reporting Person*
HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.

(Last) (First) (Middle)
C/O INTERNATIONAL FUND SERVICES LIMITED
THIRD FL BISHOP'S SQUARE REDMOND'S HILL

(Street)
DUBLIN IRELAND L2 00000

(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*
HARBINGER CAPITAL PARTNERS OFFSHORE MANAGER, L.L.C.

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(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*
HMC INVESTORS, L.L.C.

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(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*
HARBERT MANAGEMENT CORP

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(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*
FALCONE PHILIP

(Last) (First) (Middle)
555 MADISON AVE
16TH FLOOR

(Street)
NEW YORK NY 10022

(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*
HARBERT RAYMOND J

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(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*
LUCE MICHAEL D

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(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. On May 17, 2007, SeraCare Life Sciences, Inc.'s (the "Company") First Amended Joint Plan of Reorganization of the Company and Ad Hoc Equity Committee, as Modified (the "Plan"), as confirmed by the United States Bankruptcy Court for the Southern District of California on February 21, 2007, became effective and the Company emerged from Chapter 11 protection. In connection with the Plan and pursuant to the rights offering conducted by the Company, Harbinger Capital Partners Master Fund I, Ltd. (the "Harbinger Master Fund") purchased 841,585 shares of common stock of the Company. In connection with the Plan and pursuant to the rights offering conducted by the Company, Harbinger Capital Partners Special Situations Fund, L.P. (the "Special Situations Fund") purchased 40,989 shares of common stock of the Company.
2. These securities are owned or, in the case of the subscription rights, were owned, by the Harbinger Master Fund, which is a Reporting Person.
3. These securities may be deemed or, in the case of the subscription rights, may have been deemed to be beneficially owned by Harbinger Capital Partners Offshore Manager, L.L.C. ("Harbinger Management"), the investment manager of the Harbinger Master Fund, HMC Investors, L.L.C., its managing member ("HMC Investors"), Harbert Management Corporation ("HMC"), the managing member of HMC Investors, Philip Falcone, a shareholder of HMC and the portfolio manager of the Harbinger Master Fund, Raymond J. Harbert, a shareholder of HMC, and Michael D. Luce, a shareholder of HMC. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
4. These securities are owned by the Special Situations Fund. These securities may be deemed, or, in the case of the subscription rights, may have been deemed to be beneficially owned by HMC, Philip Falcone, Raymond J. Harbert and Michael D. Luce. HMC wholly owns the managing member of the Special Situations Fund's general partner. Philip Falcone is the portfolio manager of the Special Situations Fund and is a shareholder of HMC. Raymond J. Harbert and Michael D. Luce are shareholders of HMC. Each such Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
5. On November 10, 2006, the Special Situations Fund, along with certain other members of the Ad Hoc Committee, entered into a Plan Support Agreement with the Company (as amended, the "Plan Support Agreement"), and executed a commitment letter contemporaneously therewith, wherein the Special Situations Fund agreed, among other things, to provide a backstop commitment to purchase a percentage of the unsubscribed shares in the rights offering by the Company to its shareholders, and the Company agreed to sell such unsubscribed shares to the Special Situations Fund. Following the expiration of the rights offering, the Special Situations Fund purchased 471,740 shares on May__, 2007, in accordance with the Plan Support Agreement and the commitment letter from the Special Situations Fund executed contemporaneously therewith.
6. N/A
Remarks:
(+) Prior to May 17, 2007, the Reporting Persons may have been deemed to be a member of a group with certain other participants in an Ad Hoc Committee of Equity Holders (the "Ad Hoc Committee") of SeraCare Life Sciences, Inc. within the meaning of Section 13(d) of the Securities Exchange Act of 1934, as amended, as described in a statement on Schedule 13D jointly filed on November 16, 2006 by the Reporting Persons and other participants in the Ad Hoc Committee (as the same may be amended from time to time, the "AD Hoc Committee Schedule 13D"). For the reasons described in the Ad Hoc Committee Schedule 13D, the Reporting Persons reserved all rights to disclaim membership in a group, for purposes of Section 13(d) under the Securities Exchange Act of 1934, with the other participants in the Ad Hoc Committee. The Reporting Persons have filed a statement on Schedule 13D/A on May 18, 2007, disclaiming group membership and any continuing obligation to file jointly with the other members of the Ad Hoc Committee, in light of the dissolution of the Ad Hoc Committee on May 17, 2007. (++) On May 17, 2007, SeraCare Life Sciences, Inc., a Delaware corporation, became the successor of SeraCare Life Sciences, Inc., a California corporation, pursuant to a merger. The merger had the effect of changing SeraCare Life Sciences, Inc.'s domicile, but did not alter the proportionate interests of security holders.
Harbinger Capital Partners Master Fund I, Ltd.(+)(++), By: Harbinger Capital Partners Offshore Manager, L.L.C., By: HMC Investors, L.L.C., Managing Member, By: /s/ William R. Lucas, Jr. 05/18/2007
Harbinger Capital Partners Offshore Manager, L.L.C.(+)(++), By: HMC Investors, L.L.C., Managing Member, By: /s/ William R. Lucas, Jr. 05/18/2007
HMC Investors, L.L.C.(+)(++), By: /s/ William R. Lucas, Jr. 05/18/2007
Harbert Management Corporation(+)(++), By: /s/ William R. Lucas, Jr. 05/18/2007
/s/ Philip Falcone(+)(++) 05/18/2007
/s/ Raymond J. Harbert(+)(++) 05/18/2007
/s/ Michael D. Luce(+)(++) 05/18/2007
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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