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* Hound Partners, LLC (Last) (First) (Middle) 101 PARK AVENUE 48TH FLOOR (Street) NEW YORK NY 10178 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Avantair, Inc [ AAIR ]	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) 05/03/2010
	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 $.0001 par value per share	05/03/2010	05/03/2010	S(1)		94,275	D	$3.1	623,787	I	By Hound Partners Offshore Fund, LP(2)
Common Stock $.0001 par value per share	05/03/2010	05/03/2010	S(1)		25,481	D	$3.1	436,897	I	By Hound Partners, LP(3)
Common Stock $.0001 par value per share	05/03/2010	05/03/2010	P(1)		119,756	A	$3.1	119,756	I	By Hound Partners, LLC(4)

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
Series A Convertible Preferred Stock	$3.5749(5)	05/03/2010	05/03/2010	P(1)		1,893		11/13/2007	(6)	Common Stock	52,952(7)	$84	52,843(8)	I	Byt Hound Partners Offshore Fund, LP(2)
Series A Convertible Preferred Stock	$3.5749(5)	05/03/2010	05/03/2010	S(1)			12,039	11/13/2007	(6)	Common Stock	336,764(7)	$84	37,011(8)	I	By Hound Partners, LP(3)
Series A Convertible Preferred Stock	$3.5749(5)	05/03/2010	05/03/2010	P(1)		10,146		11/13/2007	(6)	Common Stock	283,811(7)	$84	10,146(8)	I	By Hound Partners, LLC(4)

1. Name and Address of Reporting Person* Hound Partners, LLC (Last) (First) (Middle) 101 PARK AVENUE 48TH FLOOR (Street) NEW YORK NY 10178 (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* Hound Performance, LLC (Last) (First) (Middle) 101 PARK AVENUE 48TH FLOOR (Street) NEW YORK NY 10178 (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* AUERBACH JONATHAN A G (Last) (First) (Middle) 101 PARK AVENUE 48TH FLOOR (Street) NEW YORK NY 10178 (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. Re-balancing transactions among related entities over which the Reporting Person may be deemed to have beneficial ownership.

2. The securities are held in the account of Hound Partners Offshore Fund, LP and may be deemed to be beneficially owned by (a) Hound Performance, LLC, the general partner of Hound Partners Offshore Fund, LP; (b) Hound Partners, LLC, the investment manager of Hound Partners Offshore Fund, LP and (c) Jonathan Auerbach, the managing member of Hound Performance, LLC and Hound Partners, LLC. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of his or its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

3. The securities are held in the account of Hound Partners, LP and may be deemed to be beneficially owned by (a) Hound Performance, LLC, the general partner of Hound Partners, LP; (b) Hound Partners, LLC, the investment manager of Hound Partners, LP and (c) Jonathan Auerbach, the managing member of Hound Performance, LLC and Hound Partners, LLC. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of his or its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

4. The securities are held in a separately managed account managed by Hound Partners, LLC and may be deemed to be beneficially owned by (a) Hound Partners, LLC and (b) Jonathan Auerbach, the managing member of Hound Partners, LLC. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of his or its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

5. The complete conversion price of the Series A Convertible Preferred Stock is $3.574909.

6. Each share of Series A Convertible Preferred Stock (a) may be redeemed by the Issuer in connection with certain change of control or acquisition transactions, (b) may be redeemed by the Issuer following the seventh anniversary of the issuance of the shares of Series A Convertible Preferred Stock, and (c) will be redeemed by the Issuer following the ninth anniversary of the issuance of the shares of Series A Convertible Preferred Stock, upon receipt of the written consent of the holders of a majority of the then outstanding shares of Series A Convertible Preferred Stock.

7. Each share of Series A Convertible Preferred Stock can be converted into the number of fully paid and nonassessable shares of Common Stock equal to the quotient of the Series A Convertible Preferred Stock issue price (i.e., $100) divided by the conversion price (i.e., $3.574909). Accordingly, each share of Series A Convertible Preferred Stock can be converted into 27.973 shares of Common Stock.

8. The entries in column 9 of the previous Form 4s filed by the Reporting Persons that reported transactions in the Series A Convertible Preferred Stock of the Issuer incorrectly listed the number of Common Shares underlying the Series A Convertible Preferred Stock, and not the number of Series A Convertible Preferred Shares, beneficially owned following the reported transactions. This Form 4 correctly includes the number of Series A Convertible Preferred Shares beneficially owned following the reported transactions.

	Hound Partners, LLC, By: /s/ Jonathan Auerbach, Managing Member	05/05/2010
	Hound Performance, LLC, By: /s/ Jonathan Auerbach, Managing Member	05/05/2010
	/s/ Jonathan Auerbach	05/05/2010
	** 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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