Amendment No. 1 to Schedule 13G

-----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, C7+EMGtMJTSfg0E4RSdGGZ7jpFdAZofGN3CTl8SMskcdckxybd0FIrBagkHO7g32 XfuJ+JI3HlNK9WhHYFbWMg== 0001193125-08-031663.txt : 20080214 0001193125-08-031663.hdr.sgml : 20080214 20080214171810 ACCESSION NUMBER: 0001193125-08-031663 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080214 GROUP MEMBERS: JOHN C. BABCOCK GROUP MEMBERS: MARK S. MENELL GROUP MEMBERS: MICHAEL I. SONG GROUP MEMBERS: MICHAEL K. KIM GROUP MEMBERS: RENEE E. LABRAN GROUP MEMBERS: RUSTIC CANYON VENTURES, L.P. GROUP MEMBERS: THOMAS UNTERMAN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LoopNet, Inc. CENTRAL INDEX KEY: 0001353209 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE AGENTS & MANAGERS (FOR OTHERS) [6531] IRS NUMBER: 770463987 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82495 FILM NUMBER: 08618931 BUSINESS ADDRESS: STREET 1: 185 BERRY STREET STREET 2: SUITE 4000 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: (415) 243-4200 MAIL ADDRESS: STREET 1: 185 BERRY STREET STREET 2: SUITE 4000 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Rustic Canyon Partners, LLC CENTRAL INDEX KEY: 0001318557 IRS NUMBER: 954761277 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2425 OLYMPIC BLVD. STREET 2: SUITE 6050 WEST CITY: SANTA MONICA STATE: CA ZIP: 90404 BUSINESS PHONE: 3109988000 MAIL ADDRESS: STREET 1: 2425 OLYMPIC BLVD. STREET 2: SUITE 6050 WEST CITY: SANTA MONICA STATE: CA ZIP: 90404 SC 13G/A 1 dsc13ga.htm AMENDMENT NO. 1 TO SCHEDULE 13G Amendment No. 1 to Schedule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

LOOPNET, INC.

(Name of Issuer)

Common Stock, Par Value $0.001 per Share

(Title of Class of Securities)

543524300

(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)

x 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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CUSIP No. 543524300		Page 2 of 13


(1)		Name of Reporting Persons

		Rustic Canyon Ventures, L.P.
(2)		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
(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

		3,230,593 shares of Common Stock are directly owned by Rustic Canyon Ventures, L.P. (“RCVLP”). Rustic Canyon Ventures GP, LLC (“RCVLLC”) is the general partner of RCVLP.⁽¹⁾
		(6) Shared Voting Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽¹⁾
		(7) Sole Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾
		(8) Shared Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾


(9)	Aggregate Amount Beneficially Owned by Each Reporting Person

	3,230,593 Common
(10)	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares	¨

(11)	Percent of Class Represented by Amount in Row (9)

	8.3%⁽³⁾
(12)	Type of Reporting Person

	PN

⁽¹⁾	The partners of RCVLLC are Thomas Unterman, Mark S. Menell, Renee E. Labran, Michael K. Kim, John C. Babcock and Michael I. Song (the “Partners”). RCVLLC and the Partners may be deemed to have shared power to vote these shares.

⁽²⁾	RCVLLC and the Partners may be deemed to have shared power to dispose these shares.

⁽³⁾	Based on 38,860,862 shares of LoopNet, Inc. (“LoopNet”) common stock outstanding as of October 29, 2007, as reported in LoopNet’s Quarterly Report on Form 10-Q for the period ended September 30, 2007, filed with the SEC on November 2, 2007.


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CUSIP No. 543524300		Page 3 of 13


(1)		Name of Reporting Persons

		Rustic Canyon Ventures GP, LLC
(2)		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
(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

		3,230,593 shares of Common Stock are directly owned by Rustic Canyon Ventures, L.P. (“RCVLP”). Rustic Canyon Ventures GP, LLC (“RCVLLC”) is the general partner of RCVLP.⁽¹⁾
		(6) Shared Voting Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽¹⁾
		(7) Sole Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾
		(8) Shared Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾


(9)	Aggregate Amount Beneficially Owned by Each Reporting Person

	3,230,593 Common
(10)	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares	¨

(11)	Percent of Class Represented by Amount in Row (9)

	8.3%⁽³⁾
(12)	Type of Reporting Person

	OO

⁽¹⁾	The partners of RCVLLC are Thomas Unterman, Mark S. Menell, Renee E. Labran, Michael K. Kim, John C. Babcock and Michael I. Song (the “Partners”). RCVLLC and the Partners may be deemed to have shared power to vote these shares.

⁽²⁾	RCVLLC and the Partners may be deemed to have shared power to dispose these shares.

⁽³⁾	Based on 38,860,862 shares of LoopNet, Inc. (“LoopNet”) common stock outstanding as of October 29, 2007, as reported in LoopNet’s Quarterly Report on Form 10-Q for the period ended September 30, 2007, filed with the SEC on November 2, 2007.


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CUSIP No. 543524300		Page 4 of 13


(1)		Name of Reporting Persons

		Thomas Unterman
(2)		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
(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

		3,241,093 shares of Common Stock (includes 10,500 options to purchase shares of Common Stock exercisable within 60 days and 3,230,593 shares of Common Stock directly owned by Rustic Canyon Ventures, L.P. (“RCVLP”). Rustic Canyon Ventures GP, LLC (“RCVLLC”) is the general partner of RCVLP.⁽¹⁾)
		(6) Shared Voting Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽¹⁾
		(7) Sole Dispositive Power

		3,241,093 shares of Common Stock (includes 10,500 options to purchase shares of Common Stock exercisable within 60 days and 3,230,593 shares of Common Stock directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾)
		(8) Shared Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾


(9)	Aggregate Amount Beneficially Owned by Each Reporting Person

	3,241,093 Common
(10)	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares	¨

(11)	Percent of Class Represented by Amount in Row (9)

	8.3%⁽³⁾
(12)	Type of Reporting Person

	IN

⁽¹⁾	The partners of RCVLLC are Thomas Unterman, Mark S. Menell, Renee E. Labran, Michael K. Kim, John C. Babcock and Michael I. Song (the “Partners”). RCVLLC and the Partners may be deemed to have shared power to vote these shares.

⁽²⁾	RCVLLC and the Partners may be deemed to have shared power to dispose these shares.

⁽³⁾	Based on 38,860,862 shares of LoopNet, Inc. (“LoopNet”) common stock outstanding as of October 29, 2007, as reported in LoopNet’s Quarterly Report on Form 10-Q for the period ended September 30, 2007, filed with the SEC on November 2, 2007.


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CUSIP No. 543524300		Page 5 of 13


(1)		Name of Reporting Persons

		Mark S. Menell
(2)		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
(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

		3,230,593 shares of Common Stock are directly owned by Rustic Canyon Ventures, L.P. (“RCVLP”). Rustic Canyon Ventures GP, LLC (“RCVLLC”) is the general partner of RCVLP.⁽¹⁾
		(6) Shared Voting Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽¹⁾
		(7) Sole Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾
		(8) Shared Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾


(9)	Aggregate Amount Beneficially Owned by Each Reporting Person

	3,230,593 Common
(10)	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares	¨

(11)	Percent of Class Represented by Amount in Row (9)

	8.3%⁽³⁾
(12)	Type of Reporting Person

	IN

⁽¹⁾	The partners of RCVLLC are Thomas Unterman, Mark S. Menell, Renee E. Labran, Michael K. Kim, John C. Babcock and Michael I. Song (the “Partners”). RCVLLC and the Partners may be deemed to have shared power to vote these shares.

⁽²⁾	RCVLLC and the Partners may be deemed to have shared power to dispose these shares.

⁽³⁾	Based on 38,860,862 shares of LoopNet, Inc. (“LoopNet”) common stock outstanding as of October 29, 2007, as reported in LoopNet’s Quarterly Report on Form 10-Q for the period ended September 30, 2007, filed with the SEC on November 2, 2007.


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CUSIP No. 543524300		Page 6 of 13


(1)		Name of Reporting Persons

		Renee E. Labran
(2)		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
(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

		3,230,593 shares of Common Stock are directly owned by Rustic Canyon Ventures, L.P. (“RCVLP”). Rustic Canyon Ventures GP, LLC (“RCVLLC”) is the general partner of RCVLP.⁽¹⁾
		(6) Shared Voting Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽¹⁾
		(7) Sole Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾
		(8) Shared Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾


(9)	Aggregate Amount Beneficially Owned by Each Reporting Person

	3,230,593 Common
(10)	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares	¨

(11)	Percent of Class Represented by Amount in Row (9)

	8.3%⁽³⁾
(12)	Type of Reporting Person

	IN

⁽¹⁾	The partners of RCVLLC are Thomas Unterman, Mark S. Menell, Renee E. Labran, Michael K. Kim, John C. Babcock and Michael I. Song (the “Partners”). RCVLLC and the Partners may be deemed to have shared power to vote these shares.

⁽²⁾	RCVLLC and the Partners may be deemed to have shared power to dispose these shares.

⁽³⁾	Based on 38,860,862 shares of LoopNet, Inc. (“LoopNet”) common stock outstanding as of October 29, 2007, as reported in LoopNet’s Quarterly Report on Form 10-Q for the period ended September 30, 2007, filed with the SEC on November 2, 2007.


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CUSIP No. 543524300		Page 7 of 13


(1)		Name of Reporting Persons

		Michael K. Kim
(2)		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
(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

		3,230,593 shares of Common Stock are directly owned by Rustic Canyon Ventures, L.P. (“RCVLP”). Rustic Canyon Ventures GP, LLC (“RCVLLC”) is the general partner of RCVLP.⁽¹⁾
		(6) Shared Voting Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽¹⁾
		(7) Sole Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾
		(8) Shared Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾


(9)	Aggregate Amount Beneficially Owned by Each Reporting Person

	3,230,593 Common
(10)	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares	¨

(11)	Percent of Class Represented by Amount in Row (9)

	8.3%⁽³⁾
(12)	Type of Reporting Person

	IN

⁽¹⁾	The partners of RCVLLC are Thomas Unterman, Mark S. Menell, Renee E. Labran, Michael K. Kim, John C. Babcock and Michael I. Song (the “Partners”). RCVLLC and the Partners may be deemed to have shared power to vote these shares.

⁽²⁾	RCVLLC and the Partners may be deemed to have shared power to dispose these shares.

⁽³⁾	Based on 38,860,862 shares of LoopNet, Inc. (“LoopNet”) common stock outstanding as of October 29, 2007, as reported in LoopNet’s Quarterly Report on Form 10-Q for the period ended September 30, 2007, filed with the SEC on November 2, 2007.


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CUSIP No. 543524300		Page 8 of 13


(1)		Name of Reporting Persons

		John C. Babcock
(2)		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
(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

		3,230,593 shares of Common Stock are directly owned by Rustic Canyon Ventures, L.P. (“RCVLP”). Rustic Canyon Ventures GP, LLC (“RCVLLC”) is the general partner of RCVLP.⁽¹⁾
		(6) Shared Voting Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽¹⁾
		(7) Sole Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾
		(8) Shared Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾


(9)	Aggregate Amount Beneficially Owned by Each Reporting Person

	3,230,593 Common
(10)	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares	¨

(11)	Percent of Class Represented by Amount in Row (9)

	8.3%⁽³⁾
(12)	Type of Reporting Person

	IN

⁽¹⁾	The partners of RCVLLC are Thomas Unterman, Mark S. Menell, Renee E. Labran, Michael K. Kim, John C. Babcock and Michael I. Song (the “Partners”). RCVLLC and the Partners may be deemed to have shared power to vote these shares.

⁽²⁾	RCVLLC and the Partners may be deemed to have shared power to dispose these shares.

⁽³⁾	Based on 38,860,862 shares of LoopNet, Inc. (“LoopNet”) common stock outstanding as of October 29, 2007, as reported in LoopNet’s Quarterly Report on Form 10-Q for the period ended September 30, 2007, filed with the SEC on November 2, 2007.


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CUSIP No. 543524300		Page 9 of 13


(1)		Name of Reporting Persons

		Michael I. Song
(2)		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
(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

		3,230,593 shares of Common Stock are directly owned by Rustic Canyon Ventures, L.P. (“RCVLP”). Rustic Canyon Ventures GP, LLC (“RCVLLC”) is the general partner of RCVLP.⁽¹⁾
		(6) Shared Voting Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽¹⁾
		(7) Sole Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾
		(8) Shared Dispositive Power

		3,230,593 shares of Common Stock are directly owned by RCVLP. RCVLLC is the general partner of RCVLP.⁽²⁾


(9)	Aggregate Amount Beneficially Owned by Each Reporting Person

	3,230,593 Common
(10)	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares	¨

(11)	Percent of Class Represented by Amount in Row (9)

	8.3%⁽³⁾
(12)	Type of Reporting Person

	IN

⁽¹⁾	The partners of RCVLLC are Thomas Unterman, Mark S. Menell, Renee E. Labran, Michael K. Kim, John C. Babcock and Michael I. Song (the “Partners”). RCVLLC and the Partners may be deemed to have shared power to vote these shares.

⁽²⁾	RCVLLC and the Partners may be deemed to have shared power to dispose these shares.

⁽³⁾	Based on 38,860,862 shares of LoopNet, Inc. (“LoopNet”) common stock outstanding as of October 29, 2007, as reported in LoopNet’s Quarterly Report on Form 10-Q for the period ended September 30, 2007, filed with the SEC on November 2, 2007.


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CUSIP No. 543524300		Page 10 of 13

Item 1(a).

Name of Issuer:

LoopNet, Inc.

Item 1(b).

Address of Issuer’s Principal Executive Offices:

185 Berry Street, Suite 4000, San Francisco, California 94107

Item 2(a).

Name of Person Filing:

Rustic Canyon Ventures, L.P.

Rustic Canyon Ventures GP, LLC

Thomas Unterman

Mark S. Menell

Renee E. Labran

Michael K. Kim

John C. Babcock

Michael I. Song

Item 2(b).

Address of Principal Business Office or, if None, Residence:

2425 Olympic Boulevard, Suite 6050W, Santa Monica, CA 90404

Item 2(c).

Citizenship:

Rustic Canyon Ventures, L.P.—Delaware

Rustic Canyon Ventures GP, LLC—Delaware

Thomas Unterman—United States

Mark S. Menell—United States

Renee E. Labran—United States

Michael K. Kim—United States

John C. Babcock—United States

Michael I. Song—United States

Item 2(d).

Title of Class of Securities:

Common Stock, par value $0.001 per share

Item 2(e).

CUSIP Number:

543524300

Item 3.

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

Not applicable.



Item 4.	Ownership:

	(a)	Amount beneficially owned:

		See Row 9 of cover page for each Reporting Person

	(b)	Percent of Class:

		See Row 11 of cover page for each Reporting Person

	(c)	Number of shares as to which such person has:

		(i)	Sole power to vote or direct the vote:

			See Row 5 of cover page for each Reporting Person


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CUSIP No. 543524300		Page 11 of 13



		(ii)	Shared power to vote or direct the vote:

			See Row 6 of cover page for each Reporting Person

		(iii)	Sole power to dispose or to direct the disposition of:

			See Row 7 of cover page for each Reporting Person

		(iv)	Shared power to dispose or to direct the disposition of:

			See Row 8 of cover page for each Reporting Person

Item 5.	Ownership of Five Percent or Less of a Class:

	If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.

	Not applicable.

Item 6.	Ownership of More than Five Percent on Behalf of Another Person:

	Not applicable.

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:

	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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CUSIP No. 543524300		Page 12 of 13

SIGNATURES

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: February 14, 2008


RUSTIC CANYON VENTURES, L.P.

By:		/s/ John C. Babcock*
Name:		John C. Babcock
Title:		Partner


RUSTIC CANYON VENTURES GP, LLC

By:		/s/ Thomas Unterman
Name:		Thomas Unterman
Title:		Managing Partner

THOMAS UNTERMAN

/s/ Thomas Unterman

MARK S. MENELL

/s/ Mark S. Menell*

RENEE E. LABRAN

/s/ Renee E. Labran*

MICHAEL K. KIM

/s/ Michael K. Kim*


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CUSIP No. 543524300		Page 13 of 13

JOHN C. BABCOCK

/s/ John C. Babcock*

MICHAEL I. SONG

/s/ Michael I. Song*

*	Signed by Thomas Unterman pursuant to a Power of Attorney dated February 12, 2007, which was previously filed with the Securities and Exchange Commission as an exhibit to this Schedule 13G on February 12, 2007 and is incorporated herein by reference.

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