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
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Box Bernay

(Last) (First) (Middle)
300 CRESCENT COURT, SUITE 250

(Street)
DALLAS TX 75201

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/15/2006
3. Issuer Name and Ticker or Trading Symbol
RUSH FINANCIAL TECHNOLOGIES INC [ RSHF ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 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 11,200,053 I(1) Bonanza Master Fund, Ltd.
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
Warrants 12/23/2004 09/30/2009 Common Stock 2,083,334 $0.24 I(1)(2) Bonanza Master Fund, Ltd.
Warrants 03/29/2005 09/30/2009 Common Stock 1,458,333 $0.24 I(1)(3) Bonanza Master Fund, Ltd.
Warrants 05/13/2005 09/30/2009 Common Stock 1,086,957 $0.23 I(1)(4) Bonanza Master Fund, Ltd.
Warrants 08/26/2005 08/26/2010 Common Stock 3,071,429 $0.21 I(1)(5) Bonanza Master Fund, Ltd.
Warrants 03/08/2006 03/08/2011 Common Stock 1,000,000 $0.22 I(1)(6) Bonanza Master Fund, Ltd.
Series E Convertible Preferred Stock (7) (8) Common Stock 11,359.6 $1,000 I(1) Bonanza Master Fund, Ltd.
Warrants (9) (10) Common Stock 37,865,340 $0.3 I(1)(11) Bonanza Master Fund, Ltd.
1. Name and Address of Reporting Person*
Box Bernay

(Last) (First) (Middle)
300 CRESCENT COURT, SUITE 250

(Street)
DALLAS TX 75201

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BONANZA CAPITAL LTD

(Last) (First) (Middle)
300 CRESCENT COURT
SUITE 250

(Street)
DALLAS TX 75201

(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*
BONANZA MASTER FUND LTD

(Last) (First) (Middle)
C/O J.D. CLARK & CO.
ONE PRAESIDEO PLACE, 1590 W. PARK CIRCLE

(Street)
OGDEN UT 84404

(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. The securities reported herein are held in the account of Bonanza Master Fund, Ltd. (the Master Fund), a private investment fund. Bonanza Capital, Ltd. (Bonanza Capital) may be deemed to be a beneficial owner of such securities by virtue of its role as the investment manager of the Master Fund. Bernay Box may be deemed to be a beneficial owner of such securities by virtue of his role as the President of Bonanza Fund Management, Inc., the managing partner of Bonanza Capital.
2. The warrants were issued in connection with the purchase of 2,083,334 shares of common stock on a one-for-one basis.
3. The warrants were issued in connection with the purchase of 1,458,333 shares of common stock on a one-for-one basis.
4. The warrants were issued in connection with the purchase of 1,086,957 shares of common stock on a one-for-one basis.
5. The warrants were issued in connection with the purchase of 3,571,429 shares of common stock on a one-for-one basis, of which 500,000 were previously exercised.
6. In consideration for Master Funds purchase of a 10 percent secured promissory note for $200,000 due 09/09/2007, Master Fund received 1,000,000 warrants. Master Fund and Bonanza Capital did not furnish additional consideration for the warrants reported herein.
7. In a PIPE transaction on May 19, 2006, Master Fund purchased $11,359,602 worth of Series E Convertible Preferred Shares of the Issuer, which are convertible into 75,730,680 shares of the Common Stock of the Issuer. The Series E Convertible Preferred Shares automatically convert to Common Stock upon the Issuers shareholder approval to increase the number of authorized shares of the Issuer.
8. The shares do not expire.
9. The Warrants are exercisable immediately upon shareholder approval of amendment to Companys Articles of Incorporation increasing number of authorized shares outstanding to 500,000,000.
10. The Warrants expire five years after the date upon which they first become exercisable.
11. In a PIPE transaction on May 19, 2006, in consideration for Master Funds purchase of $11,359,602 worth of Series E Convertible Preferred Shares of the Issuer, Master Fund received 37,865,340 warrants. Master Fund and Bonanza Capital did not furnish additional consideration for the warrants reported herein.
Remarks:
Each of the Reporting Persons (each, a Reporting Person and collectively, the Reporting Persons) disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein. The Reporting Persons affirmatively disclaim being a Group for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
Sharron Y. Kuzma, Attorney in Fact for Bernay Box 06/26/2006
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.