Amendment 7 to Schedule 13G

0001193125-12-497152.txt : 20121210 0001193125-12-497152.hdr.sgml : 20121210 20121210172045 ACCESSION NUMBER: 0001193125-12-497152 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20121210 DATE AS OF CHANGE: 20121210 GROUP MEMBERS: COAST FUND, L.P. GROUP MEMBERS: SHAMUS, LLC FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Smith David E CENTRAL INDEX KEY: 0001378591 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: 888 LINDA FLORA DRIVE CITY: LOS ANGELES STATE: CA ZIP: 90049 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COMMAND SECURITY CORP CENTRAL INDEX KEY: 0000864509 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-DETECTIVE, GUARD & ARMORED CAR SERVICES [7381] IRS NUMBER: 141626307 STATE OF INCORPORATION: NY FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-53751 FILM NUMBER: 121254191 BUSINESS ADDRESS: STREET 1: ROUTE 55 LEXINGTON PARK STREET 2: P O BOX 340 CITY: LAGRANGEVILLE STATE: NY ZIP: 12540 BUSINESS PHONE: 9144543703 MAIL ADDRESS: STREET 1: RTE 55 LEXINGTON PARK STREET 2: P O BOX 340 CITY: LAGRANGEVILLE STATE: NY ZIP: 12540 SC 13G/A 1 d451178dsc13ga.htm AMENDMENT 7 TO SCHEDULE 13G Amendment 7 to Schedule 13G


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 1 OF 11 PAGES

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 7)*

COMMAND SECURITY CORPORATION

(Name of Issuer)

Common Stock, $0.0001 par value

(Title of Class of Securities)

20050L100

(CUSIP Number)

David E. Smith

2450 Colorado Avenue, Suite 100, East Tower

Santa Monica, California 90404

(310) 576-3502

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

December 5, 2012

(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).


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 2 OF 11 PAGES


1.	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) David E. Smith
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 of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 934,285
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER ¨ 934,285
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 934,285
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.7%
12.	TYPE OF REPORTING PERSON* IN


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 3 OF 11 PAGES


1.	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) The Coast Fund, 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 Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 934,285
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER ¨ 934,285
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 934,285
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.7%
12.	TYPE OF REPORTING PERSON* PN


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 4 OF 11 PAGES


1.	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Shamus, 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 0
		6.	SHARED VOTING POWER 934,285
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER ¨ 934,285
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 934,285
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.7%
12.	TYPE OF REPORTING PERSON* OO


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 5 OF 11 PAGES


Item 1.	(a).	Name of Issuer:

		Command Security Corporation

	(b).	Address of Issuer’s Principal Executive Offices:

		Lexington Park, LaGrangeville, NY 12540

Item 2.	(a) (b) (c)	Name of Persons Filing: Principal Business Address of Persons Filing: Citizenship of Persons Filing:
		(a) David E. Smith (b) 2450 Colorado Avenue, Suite 100, East Tower Santa Monica, California 90404 (c) U.S.A. (a) The Coast Fund, L.P. (b) 2450 Colorado Avenue, Suite 100, East Tower Santa Monica, California 90404 (c) Cayman Islands (a) Shamus, LLC (b) 2450 Colorado Avenue, Suite 100, East Tower Santa Monica, California 90404 (c) Delaware

	(d).	Title of class of securities:

		Common Stock, $0.0001 par value

	(e).	CUSIP No.:

		20050L100

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).

	(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);


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 6 OF 11 PAGES



	(h)	¨	A savings association 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)	¨	A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);

	(k)	¨	Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:



Item 4.	Ownership.

	Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

	(a)	Amount beneficially owned:

		David E. Smith – 934,285 The Coast Fund, L.P. – 934,285 Shamus, LLC – 934,285

	(b)	Percent of class:

		David E. Smith – 9.7% The Coast Fund, L.P. – 9.7% Shamus, LLC – 9.7%

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

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

			David E. Smith – 0 The Coast Fund, L.P. – 0 Shamus, LLC – 0

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

			David E. Smith – 934,285 The Coast Fund, L.P. – 934,285 Shamus, LLC – 934,285


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 7 OF 11 PAGES



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

			David E. Smith – 0 The Coast Fund, L.P. – 0 Shamus, LLC – 0

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

			David E. Smith – 934,285 The Coast Fund, L.P. – 934,285 Shamus, LLC – 934,285

	Instruction: For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

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 ¨. N/A

	Instruction: Dissolution of a group requires a response to this item.


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

	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.

	N/A


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

	If a parent holding company or control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.

	N/A


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 8 OF 11 PAGES


Item 8.		Identification and Classification of Members of the Group.

		If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identity of each member of the group.

		N/A

Item 9.		Notice of Dissolution of Group.

		Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.

		N/A


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 9 OF 11 PAGES


Item 10.	Certification.

	(a)	The following certification shall be included if the statement is filed pursuant to §240.13d-1(b).

		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.

	(b)	The following certification shall be included if the statement is filed pursuant to §240.13d-1(b)(1)(ii)(J), or if the statement is filed pursuant to §240.13d-1(b)(1)(ii)(K) and a member of the group is a non-U.S. institution eligible to file pursuant to §240.13d-1(b)(1)(ii)(J):

		By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to [insert particular category of institutional investor] is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

	(c)	The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):

		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.


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 10 OF 11 PAGES

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.


		December 10, 2012
		(Date)

		DAVID E. SMITH
		/s/ David E. Smith

		THE COAST FUND, L.P.
By:		/s/ David E. Smith
		President of Coast Offshore Management (Cayman) Ltd., the Managing General Partner of The Coast Fund, L.P.

		SHAMUS, LLC
By:		/s/ David E. Smith
		Authorized Signatory

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See s.240.13d-7 for other parties for whom copies are to be sent.

Attention. Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).


CUSIP No. 20050L100		SCHEDULE 13G		PAGE 11 OF 11 PAGES

EXHIBIT A

AGREEMENT

The undersigned agree that this Schedule 13G Amendment No. 7 dated December 10, 2012 relating to the Common Stock, $0.0001 par value of Command Security Corporation shall be filed on behalf of the undersigned.


		December 10, 2012
		(Date)

		DAVID E. SMITH
		/s/ David E. Smith

		THE COAST FUND, L.P.
By:		/s/ David E. Smith
		President of Coast Offshore Management (Cayman) Ltd., the Managing General Partner of The Coast Fund, L.P.

		SHAMUS, LLC
By:		/s/ David E. Smith
		Authorized Signatory