-----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, T/9N81doj+m9U/XtCYa6f6380w6u8ZN3BzMnmnxiSILqIRnJ697SPq2YITGmA5XF 4y4zXzY7/FS0hVWd+8miZA== 0001348883-06-000124.txt : 20060911 0001348883-06-000124.hdr.sgml : 20060911 20060911150713 ACCESSION NUMBER: 0001348883-06-000124 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060911 DATE AS OF CHANGE: 20060911 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HouseValues, Inc. CENTRAL INDEX KEY: 0001298978 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 911982679 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-80332 FILM NUMBER: 061083977 BUSINESS ADDRESS: STREET 1: 11332 N.E. 122ND WAY STREET 2: BUILDING A2 CITY: KIRKLAND STATE: WA ZIP: 98005 BUSINESS PHONE: (425) 454-0088 MAIL ADDRESS: STREET 1: 11332 N.E. 122ND WAY STREET 2: BUILDING A2 CITY: KIRKLAND STATE: WA ZIP: 98005 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LMM LLC /MD/ CENTRAL INDEX KEY: 0001135778 IRS NUMBER: 522204753 STATE OF INCORPORATION: MD FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 100 LIGHT ST CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4104545300 MAIL ADDRESS: STREET 1: 100 LIGHT ST CITY: BALTIMORE STATE: MD ZIP: 21202 SC 13G 1 housevalues.txt HOUSEVALUES INC Securities and Exchange Commission Washington, D. C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 HouseValues Inc. Common Stock CUSIP Number 44183Y10 Date of Event Which Requires Filing of this Statement: August 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. 44183Y10 1) Name of reporting person: LMM LLC Tax Identification No.: 52-2204753 2) Check the appropriate box if a member of a group: a) n/a b) n/a 3) SEC use only 4) Place of organization: Delaware Number of shares beneficially owned by each reporting person with: 5) Sole voting power: - 0 - 6) Shared voting power: 3,506,100 7) Sole dispositive power: - 0 - 8) Shared dispositive power: 3,506,100 9) Aggregate amount beneficially owned by each reporting person: 3,506,100 10) Check if the aggregate amount in row (9) excludes certain shares n/a 11) Percent of class represented by amount in row (9): 13.46% 12) Type of reporting person: IA, OO CUSIP No. 44183Y10 1) Name of reporting person: Legg Mason Opportunity Trust, a portfolio of Legg Mason Investment Trust, Inc. Tax Identification No.: 52-2203385 2) Check the appropriate box if a member of a group: a) n/a b) n/a 3) SEC use only 4) Place of organization: Maryland Number of shares beneficially owned by each reporting person with: 5) Sole voting power: - 0 - 6) Shared voting power: 3,506,100 7) Sole dispositive power - 0 - 8) Shared dispositive power: 3,506,100 9) Aggregate amount beneficially owned by each reporting person: 3,506,100 10) Check if the aggregate amount in row (9) excludes certain shares: n/a 11) Percent of class represented by amount in row (9): 13.46% 12) Type of reporting person: IV, CO - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Item 1a) Name of issuer: HouseValues Inc. Item 1b) Address of issuer's principal executive offices: 11332 NE 122nd Way, Building A2 Kirkland, WA 98034 Item 2a) Name of person filing: LMM LLC Item 2b) Address of principal business office: 100 Light Street Baltimore, MD 21202 Item 2c) Citizenship: LMM LLC Delaware limited liability company Item 2d) Title of class of securities: Common Stock Item 2e) CUSIP number: 44183Y10 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: 3,506,100 (b) Percent of Class: 13.46% (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: 3,506,100 (iii) sole power to dispose or to direct the disposition of: - 0 - (iv) shared power to dispose or to direct the disposition of 3,506,100 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 Opportunity Trust, a portfolio of Legg Mason Investment Trust, Inc. an investment company registered under the Investment Company Act of 1940 and managed by LMM LLC, amounted to 3,506,100 shares or 13.46% 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: n/a 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 - September 11, 2006 LMM LLC By___________________________________________ Jennifer Murphy, Chief Operations Officer Exhibit A Joint Filing Agreement -------------------------------------- This Joint Filing Agreement confirms the agreement by and among the undersigned that the Schedule 13G is filed on behalf of each of the reporting person(s) identified below. LMM LLC By_________________________________________________ Jennifer Murphy, Chief Operations Officer Legg Mason Opportunity Trust, a portfolio of Legg Mason Investment Trust, Inc. By___________________________________________________ Gregory T. Merz, Vice President -----END PRIVACY-ENHANCED MESSAGE-----