0001080389-12-000007.txt : 20120214 0001080389-12-000007.hdr.sgml : 20120214 20120214142345 ACCESSION NUMBER: 0001080389-12-000007 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120214 DATE AS OF CHANGE: 20120214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PINNACLE ENTERTAINMENT INC. CENTRAL INDEX KEY: 0000356213 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 953667491 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-33517 FILM NUMBER: 12607784 BUSINESS ADDRESS: STREET 1: 8918 SPANISH RIDGE AVENUE CITY: LAS VEGAS STATE: NV ZIP: 89148 BUSINESS PHONE: 702-541-7777 MAIL ADDRESS: STREET 1: 8918 SPANISH RIDGE AVENUE CITY: LAS VEGAS STATE: NV ZIP: 89148 FORMER COMPANY: FORMER CONFORMED NAME: PINNACLE ENTERTAINMENT INC DATE OF NAME CHANGE: 20000225 FORMER COMPANY: FORMER CONFORMED NAME: HOLLYWOOD PARK INC/NEW/ DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DARUMA ASSET MANAGEMENT INC /NY CENTRAL INDEX KEY: 0001080389 IRS NUMBER: 133831899 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 80 WEST 40TH STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 2128694000 MAIL ADDRESS: STREET 1: 80 WEST 40TH STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 SC 13G/A 1 PinnacleEnt13G-A1_21412.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

Pinnacle Entertainment Inc.


(Name of Issuer)

Common Stock, $0.10 par value per share


(Title of Class of Securities)

723456109


(CUSIP Number)

February 14, 2012


(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 remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

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 (however, see Instructions).

CUSIP No.: 723456109
1 NAME OF REPORTING PERSON
Daruma Asset Management, Inc.

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
13-3831899
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  [   ]
(b)  [X]
3 SEC USE ONLY
 
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
1,726,480
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
3,707,044
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,707,044
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES []

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.97%
12 TYPE OF REPORTING PERSON
IA

CUSIP No.: 723456109
1 NAME OF REPORTING PERSON
Mariko O. Gordon

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
N/A
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  [   ]
(b)  [X]
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
1,726,480
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
3,707,044
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,707,044
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES []

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.97%
12 TYPE OF REPORTING PERSON
IN, HC

CUSIP No.: 723456109
ITEM 1(a). NAME OF ISSUER:
Pinnacle Entertainment Inc.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
8918 Spanish Ridge Avenue
Las Vegas, NV 89148
ITEM 2(a). NAME OF PERSON FILING:
Daruma Asset Management, Inc.
Mariko O. Gordon
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
80 West 40th Street
9th Floor
New York, NY 10018
ITEM 2(c). CITIZENSHIP:
Daruma Asset Management, Inc. - New York
Mariko O. Gordon - USA
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Common Stock, $0.10 par value per share
ITEM 2(e). CUSIP NUMBER:
723456109
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) [   ]  Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78c);
(b) [   ]  Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) [   ]  Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) [   ]  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) [   ]  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) [   ]  A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act
(12 U.S.C. 1813);
(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 (15 U.S.C. 80a-3);
(j) [   ]  A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);
(k) [   ]  Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution
in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution:
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:
3,707,044
(b) Percent of class:
5.97%
(c) Number of shares as to which the person has:
(i)   Sole power to vote or to direct the vote:
Daruma Asset Management, Inc. - 0
Mariko O. Gordon - 0
(ii)  Shared power to vote or to direct the vote:
Daruma Asset Management, Inc. - 1,827,490
Mariko O. Gordon - 1,827,490
(iii) Sole power to dispose or to direct the disposition of:
Daruma Asset Management, Inc. - 0
Mariko O. Gordon - 0
(iv) Shared power to dispose or to direct the disposition of:
Daruma Asset Management, Inc. - 3,707,044
Mariko O. Gordon - 3,707,044
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:
The 3,707,044 common shares of Pinnacle Entertainment, Inc. deemed to be beneficially owned by Daruma Asset Management, Inc. and Miriko O. Gordon are held in the accounts of private investment vehicles and managed accounts advised by Daruma Asset Management, Inc. 
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
N/A 
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
N/A 
ITEM 9. NOTICE OF DISSOLUTION OF GROUP:
N/A 
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.

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, 2012
Date
Daruma Asset Management, Inc.
/s/ Veronica T. Stork

Signature
Veronica T. Stork, Chief Compliance Officer

Name/Title



February 14, 2012
Date
Mariko O. Gordon
/s/ Mariko O. Gordon

Signature
Mariko O. Gordon, CFA, Chief Executive Officer

Name/Title



Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).
CUSIP No.: 723456109
Exhibit A

AGREEMENT

The undersigned agree that this Schedule 13G/A dated February 14, 2012 relating to the Common Stock, $0.10 par value per share of Pinnacle Entertainment, Inc. shall be filed on behalf of the undersigned.


DARUMA ASSET MANAGEMENT, INC.


By: /s/ Veronica T. Stork

Name: Veronica T. Stork
Title: Chief Compliance Officer


MARIKO O. GORDON

/s/ Mariko O. Gordon
Mariko O. Gordon, CFA