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
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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*
Lane Curtis

(Last) (First) (Middle)
C/O MTS HEALTH INVESTORS II, L.P.
623 FIFTH AVENUE, 14TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Alliance HealthCare Services, Inc [ AIQ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/30/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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 08/30/2010 S 21,580(1) D $3.88 1,693,460 I See Footnote(2)
Common Stock 08/30/2010 P 14,387(1) A $3.88 338,740 I See Footnote(3)
Common Stock 08/30/2010 P 7,193(1) A $3.88 169,369 I See Footnote(4)
Common Stock 24,013,148 I See Footnote(5)
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
Explanation of Responses:
1. MTS Health Investors II, L.P. ("MTS") sold 14,387 shares of common stock (the "Common Stock") of Alliance HealthCare Services, Inc. (the "Issuer") to Alliance-MTS Co-Investors I, LLC ("MTS I LLC") and 7,193 shares of Common Stock to Alliance-MTS Co-Investors II, LLC ("MTS II LLC") in private transactions at a sale price of $3.88 per share.
2. These securities are owned by MTS. MTS Health Investors II GP Holdings, LLC is the Class A member of MTS Health Investors II GP, LLC ("MTS GP"), which is the general partner of MTS. Each may be deemed to beneficially own these shares because they have discretionary authority and control over all of the assets of MTS pursuant to a partnership agreement for MTS. These securities may be deemed beneficially owned by Mr. Lane by virtue of being a managing member of MTS Health Investors, LLC. Mr. Lane disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed to be an admission that Mr. Lane has beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.
3. These securities are owned by MTS I LLC. These securities may be deemed beneficially owned by Mr. Lane by virtue of being a managing member of MTS Health Investors, LLC, an affiliate of MTS GP. MTS GP is managing member of MTS I LLC and may be deemed to beneficially own the shares held by MTS I LLC because MTS has discretionary authority and control over all of the assets of MTS I LLC pursuant to the Limited Liability Company Agreement. Mr. Lane disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed to be an admission that Mr. Lane has beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.
4. These securities are owned by MTS II LLC. These securities may be deemed beneficially owned by Mr. Lane by virtue of being a managing member of MTS Health Investors, LLC, an affiliate of MTS GP. MTS GP is managing member of MTS II LLC and may be deemed to beneficially own the shares held by MTS II LLC because MTS has discretionary authority and control over all of the assets of MTS II LLC pursuant to the Limited Liability Company Agreement. Mr. Lane disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed to be an admission that Mr. Lane has beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.
5. These securities are owned by OCM Principal Opportunities Fund IV, L.P. and Alliance-Oaktree Co-Investors, LLC. OCM Principal Opportunities Fund IV, L.P., Alliance-Oaktree Co-Investors, LLC, MTS, MTS I LLC and MTS II LLC are parties to a Stockholders' Agreement, dated April 16, 2007, which provides for certain terms regarding voting and disposal of the shares of the Issuer owned by the parties. Because of this agreement, these securities may be considered beneficially owned by MTS, MTS I LLC and MTS II LLC as members of a "group" as defined under Rule 13d-5(b)(1) of the Securities Exchange Act of 1934. Mr. Lane disclaims beneficial ownership of the securities reported herein, and the inclusion of these securities in this report shall not be deemed to be an admission that Mr. Lane has beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.
Remarks:
/s/ Curtis S. Lane 09/01/2010
** 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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