-----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, GrcRTgnzVjZ0+DzKnk1SjN9F82VGVTt3IdlTp6RVQChOEStstgISUWiVjFMMjKEd FYflWNaNLlneOoRjTwW+hA== 0000906344-08-000282.txt : 20080214 0000906344-08-000282.hdr.sgml : 20080214 20080214071007 ACCESSION NUMBER: 0000906344-08-000282 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ECOTALITY, INC. CENTRAL INDEX KEY: 0001301206 STANDARD INDUSTRIAL CLASSIFICATION: CHEMICALS & ALLIED PRODUCTS [2800] IRS NUMBER: 680515422 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82098 FILM NUMBER: 08608002 BUSINESS ADDRESS: STREET 1: 6821 E. THOMAS ROAD CITY: SCOTTSDALE STATE: AZ ZIP: 85251 BUSINESS PHONE: (480) 219-5005 MAIL ADDRESS: STREET 1: 6821 E. THOMAS ROAD CITY: SCOTTSDALE STATE: AZ ZIP: 85251 FORMER COMPANY: FORMER CONFORMED NAME: ALCHEMY ENTERPRISES, LTD. DATE OF NAME CHANGE: 20040820 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Enable Capital Management, LLC CENTRAL INDEX KEY: 0001383071 IRS NUMBER: 731625368 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE FERRY BUILDING, SUITE 255 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415.677.1577 MAIL ADDRESS: STREET 1: ONE FERRY BUILDING, SUITE 255 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 SC 13G/A 1 ecotality13ga-2.htm SCHEDULE 13G/A 02-14-08 ecotality13ga-2.htm
 
 
 



 

 
UNITED STATES
 
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
 
(Amendment No. 2*)
 
Ecotality, Inc. (formerly known as Alchemy Enterprises, Ltd.)
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
01374J203
(CUSIP Number)
 
 
December 31, 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)
 
T         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).
 

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1.
 
Names of Reporting Persons.
 
I.R.S. Identification Nos. of above persons (entities only).
Enable Capital Management, LLC
 
73-1625368
2.
 
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)         £
(b)         £
3.
 
SEC Use Only
4.
 
Citizenship or Place of Organization
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
5.
 
Sole Voting Power
9,437,180
6.
 
Shared Voting Power
0
7.
 
Sole Dispositive Power
9,437,180
8.
 
Shared Dispositive Power
0
9.
 
Aggregate Amount Beneficially Owned by Each Reporting Person
9,437,180
10.
 
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
£
11.
 
Percent of Class Represented by Amount in Row (9)
7.6%
12.
 
Type of Reporting Person (See Instructions)
OO


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1.
 
Names of Reporting Persons.
 
I.R.S. Identification Nos. of above persons (entities only).
Enable Growth Partners, L.P.
 
75-3030215
2.
 
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)         £
(b)         £
3.
 
SEC Use Only
4.
 
Citizenship or Place of Organization
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
5.
 
Sole Voting Power
8,021,604
6.
 
Shared Voting Power
0
7.
 
Sole Dispositive Power
8,021,604
8.
 
Shared Dispositive Power
0
9.
 
Aggregate Amount Beneficially Owned by Each Reporting Person
8,021,604
10.
 
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
£
11.
 
Percent of Class Represented by Amount in Row (9)
6.5%
12.
 
Type of Reporting Person (See Instructions)
PN


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1.
 
Names of Reporting Persons.
 
I.R.S. Identification Nos. of above persons (entities only).
Mitchell S. Levine
2.
 
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)         £
(b)         £
3.
 
SEC Use Only
4.
 
Citizenship or Place of Organization
United States
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
5.
 
Sole Voting Power
9,437,180
6.
 
Shared Voting Power
0
7.
 
Sole Dispositive Power
9,437,180
8.
 
Shared Dispositive Power
0
9.
 
Aggregate Amount Beneficially Owned by Each Reporting Person
9,437,180
10.
 
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
£
11.
 
Percent of Class Represented by Amount in Row (9)
7.6%
12.
 
Type of Reporting Person (See Instructions)
IN


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Item 1(a).
Name of Issuer:
 
Ecotality, Inc. (formerly known as Alchemy Enterprises, Ltd.)
 
Item 1(b).
Address of Issuer’s Principal Executive Office:
 
6821 E. Thomas Road
Scottsdale, AZ  85251
 
Item 2(a).
Name of Person Filing:
 
Enable Capital Management, LLC (“ECM”)
 
Enable Growth Partners, L.P. (“EGP”)
 
Mitchell S. Levine
 
Item 2(b).
Address of Principal Business Office or, if none, Residence:
 
The principal business address of the reporting persons is One Ferry Building, Suite 255, San Francisco, CA  94111.
 
Item 2(c).
Citizenship:
 
Reference is made to Item 4 of pages 2, 3, and 4, of this Schedule 13G (this “Schedule”), which Items are incorporated by reference herein.
 
Item 2(d).
Title of Class of Securities:
 
Common Stock
 
Item 2(e).
CUSIP Number:
 
01374J203
 
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).
 

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£
(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);
 
 
£
(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:
 
Reference is hereby made to Items 5-9 and 11 of pages 2, 3, and 4, of this Schedule 13G, which Items are incorporated by reference herein.
 
ECM, as investment manager of EGP and various client accounts, and Mitchell S. Levine, as ECM’s manager and majority owner, may be deemed to beneficially own the securities owned by such accounts, in that they may be deemed to have the power to direct the voting or disposition of those securities.  Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that ECM or Mitchell S. Levine is, for any purpose, the beneficial owner of any securities to which this Schedule relates (the “Securities”), and each of ECM and Mitchell S. Levine disclaims beneficial ownership as to the Securities, except to the extent of his or its pecuniary interests therein.  Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that any of the other individual officers and members of ECM is, for any purpose, the beneficial owner of any of the Securities, and such beneficial ownership is expressly disclaimed.
 
The calculation of percentage of beneficial ownership in item 11 of pages 2, 3, and 4 was derived from the Issuer’s Quarterly Report on Form 10-QSB filed with the Securities and Exchange Commission on November 14, 2007, in which the Issuer stated that as of November 12, 2007 number of shares of its common stock outstanding was 122,224,528 shares.
 
Item 5.
Ownership of Five Percent or Less of a Class:
 
Not applicable.
 

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Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
 
ECM is the investment manager of EGP and one or more other investment partnerships, pooled investment vehicles and/or other client accounts that beneficially hold the Securities and, in that capacity, has been granted the authority to dispose of and vote the Securities held by those accounts.  Mitchell S. Levine is ECM’s managing member and majority owner.  The client accounts have the right to receive (or the power to direct the receipt of) dividends received in connection with ownership of the Securities and the proceeds from the sale of such Securities.  Other than EGP, no single ECM client’s holdings exceed five percent of the Securities.
 
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:
 
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.
 

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SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
Dated:  February 13, 2008
ENABLE CAPITAL MANAGEMENT, LLC
 
 
By:      /s/ Mitchell S. Levine
Mitchell S. Levine, its Managing Member
 
 
 
ENABLE GROWTH PARTNERS, L.P.
By:   Enable Capital Management, LLC,
its General Partner
 
 
By:      /s/ Mitchell S. Levine
Mitchell S. Levine, its Managing Member
 
 
 
MITCHELL S. LEVINE
 
 
/s/ Mitchell S. Levine                                                                           
Mitchell S. Levine
 


 
EXHIBITS LIST
 
Exhibit A                           Joint Filing Undertaking                                                       Page 9
 


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EXHIBIT A
 
JOINT FILING UNDERTAKING
 
The undersigned, being authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13G to evidence the agreement of the below-named parties, in accordance with rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule, as it may be amended, jointly on behalf of each of such parties.
 
Dated:  February 13, 2008
ENABLE CAPITAL MANAGEMENT, LLC
 
 
By:      /s/ Mitchell S. Levine
Mitchell S. Levine, its Managing Member
 
 
 
ENABLE GROWTH PARTNERS, L.P.
By:   Enable Capital Management, LLC,
its General Partner
 
 
By:      /s/ Mitchell S. Levine
Mitchell S. Levine, its Managing Member
 
 
 
MITCHELL S. LEVINE
 
 
/s/ Mitchell S. Levine                                                                           
Mitchell S. Levine
 


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