SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person* Cetus Capital, LLC (Last) (First) (Middle) 800 SOUND SHORE DRIVE (Street) GREENWICH CT 06830 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/02/2012	3. Issuer Name and Ticker or Trading Symbol ACCURIDE CORP [ ACW ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,742,223	D(1)
Common Stock	3,012,702	D(2)
Common Stock	746,127	D(3)
Common Stock	310,819	D(4)
Common Stock	74,365	D(5)
Common Stock	8,650	D(6)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Cetus Capital, LLC (Last) (First) (Middle) 800 SOUND SHORE DRIVE (Street) GREENWICH CT 06830 (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* Littlejohn Fund III L P (Last) (First) (Middle) 800 SOUND SHORE DRIVE (Street) GREENWICH CT 06830 (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* LITTLEJOHN ASSOCIATES III, L.L.C. (Last) (First) (Middle) 800 SOUND SHORE DRIVE (Street) GREENWICH CT 06830 (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* Cetus Capital II, LLC (Last) (First) (Middle) 800 SOUND SHORE DRIVE (Street) GREENWICH CT 06830 (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* Littlejohn Fund IV, L.P. (Last) (First) (Middle) 800 SOUND SHORE DRIVE (Street) GREENWICH CT 06830 (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* Littlejohn Associates IV, L.L.C. (Last) (First) (Middle) 800 SOUND SHORE DRIVE (Street) GREENWICH CT 06830 (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. These shares are directly owned by Cetus Capital, LLC ("Cetus"). Littlejohn Fund III, L.P. ("Fund III"), as the sole member of Cetus, and Littlejohn Associates III, L.L.C. ("Associates III"), the general partner of Fund III, may each be deemed to be the indirect beneficial owner of these shares. Each of Fund III and Associates III disclaim any beneficial ownership of the shares included in this report except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that Fund III or Associates III is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.

2. These shares are directly owned by Cetus Capital II, LLC ("Cetus II"). Littlejohn Fund IV, L.P. ("Fund IV"), as the sole member of Cetus II, and Littlejohn Associates IV, L.L.C. ("Associates IV"), the general partner of Fund IV, may each be deemed to be the indirect beneficial owner of these shares. Each of Fund IV and Associates IV disclaim any beneficial ownership of the shares included in this report except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that Fund IV or Associates IV is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.

3. These shares are directly owned by Littlejohn Opportunities Master Fund LP ("Opportunities Master Fund"). Littlejohn Opportunities GP LLC ("Opportunities GP"), the general partner of Opportunities Master Fund, may be deemed to be the indirect beneficial owner of these shares. Opportunities GP disclaims any beneficial ownership of the shares included in this report except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that Opportunities GP is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.

4. These shares are directly owned by SG Distressed Fund, LP ("Distressed Fund"). Opportunities GP, the general partner of Distressed Fund, may be deemed to be the indirect beneficial owner of these shares. Opportunities GP disclaims any beneficial ownership of the shares included in this report except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that Opportunities GP is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.

5. These shares are directly owned by Robert E. Davis, who is a portfolio manager for Cetus, Cetus II, Opportunities Master Fund and Distressed Fund. Mr. Davis disclaims any beneficial ownership of the shares included in this report except to the extent of his respective pecuniary interests therein, and this report shall not be deemed an admission that Mr. Davis is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.

6. These shares are directly owned by Richard E. Maybaum, who is a portfolio manager for Cetus, Cetus II, Opportunities Master Fund and Distressed Fund. Mr. Maybaum disclaims any beneficial ownership of the shares included in this report except to the extent of his respective pecuniary interests therein, and this report shall not be deemed an admission that Mr. Maybaum is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.

Remarks:

1 of 2 joint reports. *Power of Attorney granted by Cetus, Fund III, Associates III, Cetus II, Fund IV, Associates IV, Opportunities Master Fund, Opportunities GP, Distressed Fund, Robert E. Davis and Richard E. Maybaum in favor of Robert E. Davis and Kenneth Warren, dated November 13, 2012, is filed herewith as Exhibit 24.

	Robert E. Davis, Attorney-in-Fact for each Reporting Person	11/13/2012
	** Signature of Reporting Person	Date
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