-----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, KaljBFsCseejTdTindjOYJN0IB5bodToD1fCxPWC4OkSH7CNaWwlbeDJux+Xs6H2 pbxEQaPgmET6wEIko2bDOw== 0001144204-08-008394.txt : 20080213 0001144204-08-008394.hdr.sgml : 20080213 20080213153941 ACCESSION NUMBER: 0001144204-08-008394 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080213 DATE AS OF CHANGE: 20080213 GROUP MEMBERS: BC ADVISORS, LLC GROUP MEMBERS: SRB MANAGEMENT, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DESIGN WITHIN REACH INC CENTRAL INDEX KEY: 0001116755 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-FURNITURE & HOME FURNISHINGS [5020] IRS NUMBER: 943314374 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-79980 FILM NUMBER: 08604399 BUSINESS ADDRESS: STREET 1: 225 BUSH STREET STREET 2: 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 4156766500 MAIL ADDRESS: STREET 1: 225 BUSH STREET STREET 2: 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94104 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Becker Steven R CENTRAL INDEX KEY: 0001349005 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 214-756-6073 MAIL ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: SUITE 1111 CITY: DALLAS STATE: TX ZIP: 75201 SC 13G/A 1 v103361_sc13ga.htm Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

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

DESIGN WITHIN REACH, INC.
(Name of Issuer)
 
Common Stock,
(Title of Class of Securities)
 
250557105
(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 13G is filed:
o
Rule 13d-1(b)
  x Rule 13d-1(c)
  o 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 the Notes).



CUSIP No 250557105
1
NAME OF REPORTING PERSON: BC Advisors, LLC
 
I.R.S. Identification Nos. of above persons (entities only):
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   
 
(a) o
(b) x
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
5
SOLE VOTING POWER: 152,043
6
SHARED VOTING POWER: 0
7
SOLE DISPOSITIVE POWER: 152,043
8
SHARED DISPOSITIVE POWER: 0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
152,043
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.1%*
12
TYPE OF REPORTING PERSON
HC/CO
 
.* Based on 14,452,400 shares of common stock issued and outstanding as of November 1, 2007, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarterly period ended September 29, 2007.
 
 
 
 


CUSIP No. 250557105
1
NAME OF REPORTING PERSON: SRB Management, L.P.
 
I.R.S. Identification Nos. of above persons (entities only):
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) o
(b) x  
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
5
SOLE VOTING POWER: 152,043
6
SHARED VOTING POWER: 0
7
SOLE DISPOSITIVE POWER: 152,043
8
SHARED DISPOSITIVE POWER: 0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
152,043
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.1%*
12
TYPE OF REPORTING PERSON
IA/PN
 
.* Based on 14,452,400 shares of common stock issued and outstanding as of November 1, 2007, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarterly period ended September 29, 2007.


CUSIP No. 250557105
1
NAME OF REPORTING PERSON: Steven R. Becker
 
I.R.S. Identification Nos. of above persons (entities only):
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) o
(b) x
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
5
SOLE VOTING POWER: 152,043
6
SHARED VOTING POWER: 0
7
SOLE DISPOSITIVE POWER: 152,043
8
SHARED DISPOSITIVE POWER: 0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
152,043
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.1%*
12
TYPE OF REPORTING PERSON
HC/IN
 
.* Based on 14,452,400 shares of common stock issued and outstanding as of November 1, 2007, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarterly period ended September 29, 2007.
 
 
 
This Schedule 13G relates to the common stock (“Common Stock”) of Cherokee International Corporation, acquired by SRB Management, L.P., a Texas limited partnership (“SRB Management”), for the account of (1) SRB Greenway Capital, L.P., a Texas limited partnership (“SRBGC”), (2) SRB Greenway Capital (Q.P.), L.P., a Texas limited partnership (“SRBQP”) and (3) SRB Greenway Offshore Operating Fund, L.P., a Cayman Islands limited partnership (“SRB Offshore”). SRB Management is the general partner of SRBGC, SRBQP and SRB Offshore. BC Advisors, LLC, a Texas limited liability company (“BCA”), is the general partner of SRB Management. Steven R. Becker is the sole member of BCA. Each of the reporting persons hereby expressly disclaims membership in a “group” under Section 13(d) of the Securities Exchange Act of 1934 and the rules and regulations thereunder with respect to the shares of Common Stock reported herein, and this Schedule 13G shall not be deemed to be an admission that any such reporting person is a member of such a group.
 
Item 1(a).
 
Name of Issuer: Design Within Reach, Inc.
     
Item 1(b).    Address of Issuer's Principal Executive Offices:
    225 Bush Street, 20th Floor
    San Francisco, CA 94104
     
Item 2(a).   Name of Person Filing:
     
    See Item 1 of each cover page.
     
Item 2(b).   Address of Principal Business Office or if none, Residence:
     
    300 Crescent Court, Suite 1111
    Dallas, Texas 75201
     
Item 2(c).   Citizenship: See Item 4 of each cover page.
     
Item 2(d).   Title of Class of Securities: Common Stock
     
Item 2(e).   CUSIP Number: 250557105
     
Item 3.   Not Applicable
     
Item 4.   Ownership:
 
  (a)
Amount Beneficially Owned:
     
    As of December 31, 2007 (“Reporting Date”), SRB Management was the beneficial owner of 152,043 shares of Common Stock for the accounts of SRBGC, SRBQP and SRB Offshore, including 15,400 shares for the account of SRBGC, 131,043 shares for the account of SRBQP, and 5,600 shares for the account of SRB Offshore. As the general partner of SRB Management, BCA may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by SRB Management, and as the sole member of BCA, Steven R. Becker may also be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by SRB Management.
 
 
  (b) Percent of Class: See Item 11 of each cover page.
     
  (c) Number of shares as to which such person has:
 
 
(i)
sole power to vote or to direct the vote: See Item 5 of each cover page.
     
  (ii) 
shared power to vote or to direct the vote: See Item 6 of each cover page.
     
  (iii) sole power to dispose or to direct the disposition of: See Item 7 of each cover page.
     
 
(iv)
shared power to dispose or to direct the disposition of: See Item 8 of each cover page.
   
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: x
 
Item 6.   Ownership of More than Five Percent on Behalf of Another Person:
     
    Not applicable.
     
Item 7.   Identification and Classification of Subsidiary Which Acquired the Securities:
     
    Not Applicable
     
Item 8.   Identification and Classification of Members of the Group:
     
    Not applicable.
     
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 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.
 

 
BC ADVISORS, LLC
   
 
By:  /s/ Steven R. Becker                         
 
Steven R. Becker, Member
   
 
SRB MANAGEMENT, L.P.
   
 
By: BC Advisors, LLC, its general partner
   
 
By:  /s/ Steven R. Becker                         
 
Steven R. Becker, Member
   
 
 /s/ Steven R. Becker                         
 
Steven R. Becker
   
 
February 13, 2008



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