-----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, UEIJ4Lrw5L4hiUM6dTSvs+439QHesZ0CkoEwUXabUMp1tr63KP+/VTqsLrjBppzQ S3A7WVTbY5pNX6IF+UmoCg== 0000919574-06-001061.txt : 20060214 0000919574-06-001061.hdr.sgml : 20060214 20060214100930 ACCESSION NUMBER: 0000919574-06-001061 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KITTY HAWK INC CENTRAL INDEX KEY: 0000932110 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, NONSCHEDULED [4522] IRS NUMBER: 752564006 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48285 FILM NUMBER: 06607726 BUSINESS ADDRESS: STREET 1: P O BOX 612787 STREET 2: 1515 W 20TH ST CITY: DALLAS/FT WORTH INTN STATE: TX ZIP: 75261 BUSINESS PHONE: 9724562200 MAIL ADDRESS: STREET 1: P O BOX 612787 STREET 2: 1515 W 20TH ST CITY: DALLAS/FT WORTH INTN STATE: TX ZIP: 75261 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ANDREEFF DANE CENTRAL INDEX KEY: 0001201810 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O ANDREEFF EQUITY ADVISORS LLC STREET 2: 450 LAUREL STREET STE 2105 CITY: BATON ROUGE STATE: LA ZIP: 70801 BUSINESS PHONE: 2253447780 MAIL ADDRESS: STREET 1: C/O ANDREEFF EQUITY ADVISORS LLC STREET 2: 450 LAUREL ST STE 2105 CITY: BATON ROUGE STATE: LA ZIP: 70801 SC 13G/A 1 d640095_13g-a.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1) Kitty Hawk, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.000001 par value per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 498326206 - -------------------------------------------------------------------------------- (CUSIP Number) December 31, 2005 - -------------------------------------------------------------------------------- (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 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 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. 498326206 --------------------- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Dane Andreeff 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 3,806,489 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 3,806,489 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,806,489 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.6% 12. TYPE OF REPORTING PERSON IN ________________________________________________________________________________ CUSIP No. 498326206 --------------------- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Andreeff Equity Advisors, L.L.C. 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 3,806,489 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 3,806,489 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,806,489 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.6% 12. TYPE OF REPORTING PERSON CO ________________________________________________________________________________ CUSIP No. 498326206 --------------------- Item 1(a). Name of Issuer: Kitty Hawk, Inc. ____________________________________________________________________ Item 1(b). Address of Issuer's Principal Executive Offices: 1515 West 20th Street P.O. Box 612787 Dallas/Fort Worth International Airport, Texas 75261 ____________________________________________________________________ Item 2(a). Name of Persons Filing: Dane Andreeff Andreeff Equity Advisors, L.L.C. ____________________________________________________________________ Item 2(b). Address of Principal Business Office, or if None, Residence: 450 Laurel Street Suite 2105 Baton Rouge, Louisiana 70801 ____________________________________________________________________ Item 2(c). Citizenship: Dane Andreeff -- United States of America Andreeff Equity Advisors, L.L.C. -- Delaware ____________________________________________________________________ Item 2(d). Title of Class of Securities: Common Stock, $0.000001 par value per share ____________________________________________________________________ Item 2(e). CUSIP Number: 498326206 ____________________________________________________________________ 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: (a) [_] Broker or dealer registered under Section 15 of the Exchange Act. (b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act. (c) [_] Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) [_] Investment company registered under Section 8 of the Investment Company Act. (e) [_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [_] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) [_] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) [_] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). 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: Dane Andreeff - 3,806,489 Andreeff Equity Advisors, L.L.C. - 3,806,489 ______________________________________________________________________ (b) Percent of class: Dane Andreeff - 7.6% Andreeff Equity Advisors, L.L.C. - 7.6% ______________________________________________________________________ (c) Number of shares as to which such person has: Dane Andreeff (i) Sole power to vote or to direct the vote 0 _______________________, (ii) Shared power to vote or to direct the vote 3,806,489 _____________________, (iii) Sole power to dispose or to direct the 0 disposition of _____________________, (iv) Shared power to dispose or to direct the 3,806,489 disposition of _____________________. Andreeff Equity Advisors, L.L.C. (i) Sole power to vote or to direct the vote 0 _______________________, (ii) Shared power to vote or to direct the vote 3,806,489 _____________________, (iii) Sole power to dispose or to direct the 0 disposition of _____________________, (iv) Shared power to dispose or to direct the 3,806,489 disposition of _____________________. 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 [ ]. _______________________________________________________________________ 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 five 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. _______________________________________________________________________ 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. _______________________________________________________________________ Item 8. Identification and Classification of Members of the Group. If a group has filed this schedule pursuant to s.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 s.240.13d-1(c) or s.240.13d-1(d), attach an exhibit stating the identity of each member of the group. _______________________________________________________________________ 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. ______________________________________________________________________ Item 10. Certifications. 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 such purpose or effect. 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. February 14, 2006 ---------------------------------------- (Date) /s/ Dane Andreeff * ---------------------- Dane Andreeff Andreeff Equity Advisors, L.L.C. * By: /s/ Dane Andreeff ------------------------ Name: Dane Andreeff Title: Managing Member *The Reporting Persons disclaim beneficial ownership in the shares reported herein except to the extent of their pecuniary interest therein. Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 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). EXHIBIT A --------- The undersigned agree that this Amendment No. 1 to Schedule 13G dated February 14, 2006 relating to the Common Stock of Kitty Hawk, Inc. shall be filed on behalf of the undersigned. Dated: February 14, 2006 /s/ Dane Andreeff -------------------- Dane Andreeff Andreeff Equity Advisors, L.L.C. By: /s/ Dane Andreeff ------------------------- Name: Dane Andreeff Title: Managing Member -----END PRIVACY-ENHANCED MESSAGE-----