-----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, RM96vzFZKSsQfTkVCcKCaQgSmR5C/fd42wjGdRthq8V4UiaipNxisNdoEKNRgmeS xQnQ4+XVxSNjj0ImCIrV2Q== 0000894579-08-000040.txt : 20080213 0000894579-08-000040.hdr.sgml : 20080213 20080212185208 ACCESSION NUMBER: 0000894579-08-000040 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080213 DATE AS OF CHANGE: 20080212 GROUP MEMBERS: ALFRED V. TOBIA, JR. GROUP MEMBERS: MICHAEL J. BARONE GROUP MEMBERS: SIDUS DOUBLE ALPHA FUND LTD. GROUP MEMBERS: SIDUS DOUBLE ALPHA FUND, L.P. GROUP MEMBERS: SIDUS INVESTMENT MANAGEMENT, LLC GROUP MEMBERS: SIDUS INVESTMENT PARTNERS, L.P. GROUP MEMBERS: SIDUS INVESTMENTS, LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: APAC CUSTOMER SERVICE INC CENTRAL INDEX KEY: 0000949297 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 362777140 STATE OF INCORPORATION: IL FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-48671 FILM NUMBER: 08600226 BUSINESS ADDRESS: STREET 1: SIX PARKWAY NORTH CITY: DEERFIELD STATE: IL ZIP: 60015 BUSINESS PHONE: 847-236-5452 MAIL ADDRESS: STREET 1: SIX PARKWAY NORTH CITY: DEERFIELD STATE: IL ZIP: 60015 FORMER COMPANY: FORMER CONFORMED NAME: APAC TELESERVICES INC DATE OF NAME CHANGE: 19950915 FORMER COMPANY: FORMER CONFORMED NAME: APAC CORP DATE OF NAME CHANGE: 19950811 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Sidus Investment Management LLC CENTRAL INDEX KEY: 0001300579 IRS NUMBER: 134099498 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 767 THIRD AVE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-751-6644 MAIL ADDRESS: STREET 1: 767 THIRD AVE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G 1 sidus13g021108.htm SCHEDULE 13G - APAC CUSTOMER SERVICES, INC.

CUSIP No. 00185E106

Page 1 of 18 Pages

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G
Under the Securities Exchange Act of 1934

APAC Customer Services, Inc.
(Name of Issuer)

Common Stock
(Title of Class of Securities)

00185E106
(CUSIP Number)

December 31, 2007
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[ x ] Rule 13d-1(b)

[ ] 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 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

CUSIP No. 00185E106
Page 2 of 18 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Sidus Investment Partners, L.P. Tax I.D.#:13-4100882
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ x ] (b) [ ]
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 3,616,927
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 3,616,927

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.2%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.2%
12	TYPE OF REPORTING PERSON PN

CUSIP No. 00185E106

Page 3 of 18 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Sidus Investments, Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ x ] (b) [ ]

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 3,616,927
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 3,616,927

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.2%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.2%
12	TYPE OF REPORTING PERSON OO

CUSIP No. 00185E106

Page 4 of 18 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Sidus Double Alpha Fund, L.P. Tax I.D. #:90-0153134
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ x ] (b) [ ]

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 3,616,927
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 3,616,927

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.2%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.2%
12	TYPE OF REPORTING PERSON PN

CUSIP No. 00185E106

Page 5 of 18 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Sidus Double Alpha Fund Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ x ] (b) [ ]

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 3,616,927
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 3,616,927

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.2%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.2%
12	TYPE OF REPORTING PERSON OO

CUSIP No. 00185E106

Page 6 of 18 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Sidus Investment Management, LLC 13-4099498
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ x ] (b) [ ]

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 3,616,927
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 3,616,927

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.2%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.2%
12	TYPE OF REPORTING PERSON IA

CUSIP No. 00185E106

Page 7 of 18 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Alfred V. Tobia, Jr.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ x ] (b) [ ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5	SOLE VOTING POWER 0
	6	SHARED VOTING POWER 3,616,927
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 3,616,927

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.2%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.2%
12	TYPE OF REPORTING PERSON IN

CUSIP No. 00185E106

Page 8 of 18 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Michael J. Barone
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ x ] (b) [ ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5	SOLE VOTING POWER 0
	6	SHARED VOTING POWER 3,616,927
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 3,616,927

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.2%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.2%
12	TYPE OF REPORTING PERSON IN

CUSIP No. 00185E106

Page 9 of 18 Pages

ITEM 1.	(a).	Name of Issuer: APAC CUSTOMER SERVICES, INC.
	(b).	Address of Issuer's Principal Executive Offices:
		Six Parkway North Deerfield, Illinois 60015
ITEM 2.	(a).	Name of Persons Filing:
This Statement is being filed jointly by (i) Sidus Investment Partners, L.P., a Delaware limited partnership ("Sidus Partners"); (ii) Sidus Investments Ltd., a Cayman Islands exempted corporation, ("Sidus Investments"); (iii) Sidus Double Alpha Fund, L.P., a Delaware limited partnership ("Sidus Double Alpha"); (iv) Sidus Double Alpha Fund Ltd., a Cayman Islands exempted corporation ("Sidus Double Alpha Offshore"); (v) Sidus Investment Management, LLC, a Delaware limited liability company, which serves as investment manager to Sidus Partners, Sidus Investments, Sidus Double Alpha, and Sidus Double Alpha Offshore; (vi) Messrs. Alfred V. Tobia, Jr. and (vii) Michael J. Barone, who serve as the managing members of the Manager. Sidus Partners, Sidus Investments, Sidus Double Alpha, Sidus Double Alpha Offshore, the Manager, and Messrs. Tobia and Barone are sometimes also referred to herein individually as a "Reporting Person" and collectively as "Reporting Persons".
	(b).	Address of Principal Business Office for Each of the Above:

	(i)	Sidus Investment Partners, L.P. -- The address of Sidus Partners' principal
business office is 767 Third Avenue, 15^th Floor, New York, New York, 10017.

	(ii)	Sidus Investments, Ltd. -- The address of Sidus Investments' principal
business office is 767 Third Avenue, 15^th Floor, New York, New York, 10017.

	(iii)	Sidus Double Alpha Fund, L.P. -- The address of Sidus Double Alpha's principal
business office is 767 Third Avenue, 15^th Floor, New York, New York, 10017.

	(iv)	Sidus Double Alpha Fund, Ltd. -- The address of Sidus Double Alpha Offshore's
principal business office is 767 Third Avenue, 15^th Floor, New York, New York, 10017.

	(v)	Sidus Investment Management, LLC -- The address of the Manager's principal
business office is 767 Third Avenue, 15^th Floor, New York, New York, 10017.

	(vi)	Alfred V. Tobia, Jr. -- Mr. Alfred V. Tobia's principal business office is 767 Third
Avenue, 15^th Floor, New York, New York, 10017.

	(vii)	Michael J. Barone -- Mr. Michael J. Barone's principal business office is 767
Third Avenue, 15^th Floor, New York, New York, 10017.

	(c).	Citizenship or Place of Organization:
Sidus Partners, Sidus Double Alpha and the Manager are organized under the laws of the State of Delaware. Sidus Investments and Sidus Double Alpha Offshore are each an exempted company incorporated under the laws of the Cayman Islands. Messrs. Tobia and Barone are citizens of the United States.

CUSIP No. 00185E106
Page 10 of 18 Pages

	(d).	Title of Class of Securities: Common Stock
	(e).	CUSIP Number: 00185E106

ITEM 3.	If this Statement is Filed Pursuant to Rules 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 associations 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 of 1940;
	(j)	[ ] Group, in accordance with Rule 13d-1(b)(1) (ii)(J).
ITEM 4.	Ownership.
	(a).	Amount beneficially owned:
		(i)	Sidus Investment Partners, L.P.	3,616,927
		(ii)	Sidus Investments, Ltd.	3,616,927
		(iii)	Sidus Double Alpha Fund, L.P.	3,616,927
		(iv)	Sidus Double Alpha Fund, Ltd.	3,616,927
		(v)	Sidus Investment Management LLC¹	3,616,927
		(vi)	Alfred V. Tobia, Jr.²	3,616,927
		(vii)	Michael J. Barone³	3,616,927

____________________
¹	Sidus Investment Management, LLC is the investment manager of Sidus Investment Partners, L.P., Sidus Investments, Ltd., Sidus Double Alpha Fund, L.P. and Sidus Double Alpha Fund Ltd., subject to the overall control of the managing members, Alfred V. Tobia, Jr. and Michael J. Barone, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.
²	Alfred V. Tobia, Jr. is a managing member of Sidus Investment Management, LLC, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.
³	Michael J. Barone is a managing member of Sidus Investment Management, LLC, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

CUSIP No. 00185E106
Page 11 of 18 Pages

(b).

Percentage of class:

(i)

Sidus Investment Partners, L.P.

7.2%

(ii)

Sidus Investments, Ltd.

7.2%

(iii) ^{Sidus Double Alpha Fund, L.P.} 7.2%

(iv) ^{Sidus Double Alpha Fund Ltd.} 7.2%

(v)

Sidus Investment Management, LLC⁴

7.2%

(vi)

Alfred V. Tobia, Jr.⁵

7.2%

(vii)

Michael J. Barone⁶

7.2%

(c).

Number of shares as to which such person has:

(1)

Sole power to vote or to direct the vote:

(i)

Sidus Investment Partners, L.P.

0

____________________

⁴

Sidus Investment Management, LLC is the investment manager of Sidus Investment Partners, L.P., Sidus Investments, Ltd., Sidus Double Alpha Fund, L.P. and Sidus Double Alpha Fund Ltd., subject to the overall control of the managing members, Alfred V. Tobia, Jr. and Michael J. Barone, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

⁵

Alfred V. Tobia, Jr. is a managing member of Sidus Investment Management, LLC, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

⁶

Michael J. Barone is a managing member of Sidus Investment Management, LLC, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

CUSIP No. 00185E106
Page 12 of 18 Pages

		(ii)	Sidus Investments, Ltd.	0
		(iii)	^{Sidus Double Alpha Fund, L.P.}	0
		(iv)	^{Sidus Double Alpha Fund Ltd.}	0
		(v)	Sidus Investment Management, LLC⁷	0
		(vi)	Alfred V. Tobia, Jr.⁸	0
		(vii)	Michael J. Barone⁹	0

(2)	Shared power to vote or to direct the vote:
(i)	Sidus Investment Partners, L.P.	3,616,927
(ii)	Sidus Investments, Ltd.	3,616,927
(iii)	Sidus Double Alpha Fund, L.P.	3,616,927
(iv)	Sidus Double Alpha Fund Ltd.	3,616,927
(v)	Sidus Investment Management, LLC	3,616,927
(vi)	Alfred V. Tobia, Jr.	3,616,927
(vii)	Michael J. Barone	3,616,927
(3)	Sole power to dispose or to direct the disposition of:
(i)	Sidus Investment Partners, L.P.	0
(ii)	Sidus Investments, Ltd.	0

____________________

⁷	Sidus Investment Management, LLC is the investment manager of Sidus Investment Partners, L.P., Sidus Investments, Ltd., Sidus Double Alpha Fund, L.P. and Sidus Double Alpha Fund Ltd., subject to the overall control of the managing members, Alfred V. Tobia, Jr. and Michael J. Barone, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

⁸	Alfred V. Tobia, Jr. is a managing member of Sidus Investment Management, LLC, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

⁹	Michael J. Barone is a managing member of Sidus Investment Management, LLC, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

CUSIP No. 00185E106

Page 13 of 18 Pages

(iii)	Sidus Investment Management, LLC¹⁰	0
(iv)	Alfred V. Tobia, Jr.¹¹	0
(v)	Michael J. Barone¹²	0
(4)	Shared power to dispose or to direct the disposition of:

(i)	Sidus Investment Partners, L.P.	3,616,927
(ii)	Sidus Investments, Ltd.	3,616,927
(iii)	Sidus Double Alpha Fund, L.P.	3,616,927
(iv)	Sidus Double Alpha Fund Ltd.	3,616,927
(v)	Sidus Investment Management, LLC	3,616,927
(vi)	Alfred V. Tobia, Jr.	3,616,927
(v)	Michael J. Barone	3,616,927

ITEM 5.	Ownership of Five Percent or Less of a Class:
	Not Applicable.
ITEM 6.	Ownership of More than Five Percent on Behalf of Another Person:
The Shares owned by Sidus Partners, Sidus Investments, Sidus Double Alpha, Sidus Double Alpha Offshore, the Manager, and Messrs. Alfred V. Tobia, Jr. and Michael J. Barone are beneficially owned by Sidus Partners, Sidus Investments, Sidus Double Alpha and Sidus Double Alpha Offshore. Sidus Partners, Sidus Investments, Sidus Double Alpha, Sidus Double Alpha Offshore, the Manager, and Messrs. Alfred V. Tobia, Jr. and Michael J. Barone individually beneficially own less than 5% of the Shares. Each of Sidus Partners, Sidus Investments, Sidus Double Alpha, Sidus Double Alpha Offshore, the Manager, and Messrs. Alfred V. Tobia, Jr. and Michael J. Barone may be deemed to possess the power to vote and dispose or direct the disposition of the Shares.
____________________

¹⁰	Sidus Investment Management, LLC is the investment manager of Sidus Investment Partners, L.P., Sidus Investments, Ltd., Sidus Double Alpha Fund, L.P. and Sidus Double Alpha Fund Ltd., subject to the overall control of the managing members, Alfred V. Tobia, Jr. and Michael J. Barone, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

¹¹	Alfred V. Tobia, Jr. is a managing member of Sidus Investment Management, LLC, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

¹²	Michael J. Barone is a managing member of Sidus Investment Management, LLC, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

CUSIP No. 00185E106

Page 14 of 18 Pages

ITEM 7.	Identification and Classification of Subsidiaries which Acquired the Security Being Reported on by the Parent Holding Company:
	Not Applicable.
ITEM 8.	Identification and Classification of Members of the Group:
	See Item 2.
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.

CUSIP No. 00185E106

Page 15 of 18 Pages

SIGNATURES

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.

	SIDUS INVESTMENT PARTNERS, L.P.
Date: February 11, 2008	By:	/s/ Alfred V. Tobia, Jr. Alfred V. Tobia, Jr., managing member of Sidus Investment Management, LLC, the investment manager

	By:	/s/ Michael J. Barone Michael J. Barone, managing member of Sidus Investment Management, LLC, the investment manager

SIDUS INVESTMENTS, LTD.

Date: February 11, 2008	By:	/s/ Alfred V. Tobia, Jr. Alfred V. Tobia, Jr., managing member of Sidus Investment Management, LLC, the investment manager

	By:	/s/ Michael J. Barone Michael J. Barone, managing member of Sidus Investment Management, LLC, the investment manager

SIDUS DOUBLE ALPHA FUND, L.P.

Date: February 11, 2008	By:	/s/ Alfred V. Tobia, Jr. Alfred V. Tobia, Jr., managing member of Sidus Investment Management, LLC, the investment manager

	By:	/s/ Michael J. Barone Michael J. Barone, managing member of Sidus Investment Management, LLC, the investment manager

CUSIP No. 00185E106
Page 16 of 18 Pages

SIDUS DOUBLE ALPHA FUND LTD.

Date: February 11, 2008	By:	/s/ Alfred V. Tobia, Jr. Alfred V. Tobia, Jr., managing member of Sidus Investment Management, LLC, the investment manager

	By:	/s/ Michael J. Barone Michael J. Barone, managing member of Sidus Investment Management, LLC, the investment manager

	SIDUS INVESTMENT MANAGEMENT, LLC
Date: February 11, 2008	By:	/s/ Alfred V. Tobia, Jr. Alfred V. Tobia, Jr., managing member
	By:	/s/ Michael J. Barone Michael J. Barone, managing member

ALFRED V. TOBIA, JR.

Date: February 11, 2008		By:	/s/ Alfred V. Tobia, Jr.

		MICHAEL J. BARONE
Date: February 11, 2008		By:	/s/ Michael J. Barone

CUSIP No. 00185E106
Page 17 of 18 Pages

EXHIBIT 1 -- AGREEMENT OF JOINT FILING

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agrees that the foregoing statement on Schedule 13G/A, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement on the 11^th day of February, 2008.

	SIDUS INVESTMENT PARTNERS, L.P.
Date: February 11, 2008	By:	/s/ Alfred V. Tobia, Jr. Alfred V. Tobia, Jr., managing member of Sidus Investment Management, LLC, the investment manager

	By:	/s/ Michael J. Barone Michael J. Barone, managing member of Sidus Investment Management, LLC, the investment manager

SIDUS INVESTMENTS, LTD.

Date: February 11, 2008	By:	/s/ Alfred V. Tobia, Jr. Alfred V. Tobia, Jr., managing member of Sidus Investment Management, LLC, the investment manager

	By:	/s/ Michael J. Barone Michael J. Barone, managing member of Sidus Investment Management, LLC, the investment manager

SIDUS DOUBLE ALPHA FUND, L.P.

Date: February 11, 2008	By:	/s/ Alfred V. Tobia, Jr. Alfred V. Tobia, Jr., managing member of Sidus Investment Management, LLC, the investment manager

	By:	/s/ Michael J. Barone Michael J. Barone, managing member of Sidus Investment Management, LLC, the investment manager

CUSIP No. 00185E106

Page 18 of 18 Pages

SIDUS DOUBLE ALPHA FUND LTD.

Date: February 11, 2008	By:	/s/ Alfred V. Tobia, Jr. Alfred V. Tobia, Jr., managing member of Sidus Investment Management, LLC, the investment manager

	By:	/s/ Michael J. Barone Michael J. Barone, managing member of Sidus Investment Management, LLC, the investment manager

	SIDUS INVESTMENT MANAGEMENT, LLC
Date: February 11, 2008	By:	/s/ Alfred V. Tobia, Jr. Alfred V. Tobia, Jr., managing member
	By:	/s/ Michael J. Barone Michael J. Barone, managing member

ALFRED V. TOBIA, JR.

Date: February 11, 2008		By:	/s/ Alfred V. Tobia, Jr.

		MICHAEL J. BARONE
Date: February 11, 2008		By:	/s/ Michael J. Barone

-----END PRIVACY-ENHANCED MESSAGE-----

(b).	Percentage of class:
	(i)		Sidus Investment Partners, L.P.	7.2%
	(ii)		Sidus Investments, Ltd.	7.2%
	(iii)		^{Sidus Double Alpha Fund, L.P.}	7.2%
	(iv)		^{Sidus Double Alpha Fund Ltd.}	7.2%
	(v)		Sidus Investment Management, LLC⁴	7.2%
	(vi)		Alfred V. Tobia, Jr.⁵	7.2%
	(vii)		Michael J. Barone⁶	7.2%
(c).	Number of shares as to which such person has:
	(1)	Sole power to vote or to direct the vote:
	(i)	Sidus Investment Partners, L.P.		0