UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

x

Rule 13d-1(b)

o

Rule 13d-1(c)

o

Rule 13d-1(d)

CUSIP No.: 68245V202

1

Name of Reporting Person
Castle Creek Arbitrage, LLC

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Delaware, USA

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
350,000

6

Shared Voting Power
0

7

Sole Dispositive Power
350,000

8

Shared Dispositive Power
0

9

Aggregate Amount Beneficially Owned by Each Reporting Person
350,000

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)
5.88%

12

Type of Reporting Person
IA

CUSIP No.: 68245V202

1

Name of Reporting Person
Mr. Allan Weine

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
USA

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

6

Shared Voting Power
0

7

Sole Dispositive Power
0

8

Shared Dispositive Power
0

9

Aggregate Amount Beneficially Owned by Each Reporting Person
350,000

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)
5.88%

12

Type of Reporting Person
HC

CUSIP No.: 68245V202

Item 1(a).

Name of Issuer:
1347 Capital Corp.

Item 1(b).

Address of Issuer’s Principal Executive Offices:
150 Pierce Road, 6th Floor

Itasca, IL 60143

Item 2(a).

Name of Person Filing:
Castle Creek Arbitrage, LLC and Mr. Allan Weine

Item 2(b).

Address of Principal Business Office or, if none, Residence:
Principal Business Office for Castle Creek Arbitrage, LLC and Mr. Weine:

227 West Monroe, Suite 3550

Chicago, IL 60606

Item 2(c).

Citizenship:
Castle Creek Arbitrage, LLC is a Delaware limited liability company

Mr. Weine is a US citizen

Item 2(d).

Title of Class of Securities:
Ordinary shares

Item 2(e).

CUSIP Number:
68245V202

Item 3.

If this statement is filed pursuant to section 240.13d-1(b), or 13d-2(b) or (c) check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78c);

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);

(e)

x*

An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);

(g)

x*

A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

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)

o

A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);

(k)

o

Group, in accordance with 240.13d-1(b)(1)(ii)(K).

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:   

350,000 shares may be deemed beneficially owned with the meaning of Rule 13d-3 of the Securities Exchange Act of 1934, as amended, by (1) Castle Creek Arbitrage, LLC by virtue of its investment discretion and voting authority granted by its clients and (2) Mr. Allan Weine, by virtue of his position with and ownership of Castle Creek Arbitrage LLC.

Mr. Weine disclaims beneficial ownership of any shares reported on this Schedule.

(b)

Percent of class:   

5.88%, based on 5,948,000 shares of common stock reported as outstanding by the Issuer on its Form 10-Q for the quarterly period ended September 30, 2015.

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote:   

350,000

(ii)

Shared power to vote or to direct the vote:    

0

(iii)

Sole power to dispose or to direct the disposition of:   

350,000

(iv)

Shared power to dispose or to direct the disposition of:   

0

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  o.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person:

Castle Creek Arbitrage, LLC, is a registered investment adviser whose clients have the right to receive or the power to direct the receipt of dividends or the proceeds from the sale of the securities reported on this Schedule. No individual client's holdings represent more than five percent of the Issuer’s 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 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.

Allan D. Weine

Castle Creek Arbitrage, LLC

By:

/s/ Allan Weine

By:

/s/ Courtney Fong

Allan Weine

Courtney Fong

Chief Compliance Officer

ALLAN WEINE

By:

 /s/Allan Weine

Allan Weine

CASTLE CREEK ARBITRAGE, LLC

By:

/s/ Courtney Fong

Courtney Fong

Chief Compliance Officer