0001181431-11-032160.txt : 20110523 0001181431-11-032160.hdr.sgml : 20110523 20110523201008 ACCESSION NUMBER: 0001181431-11-032160 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110523 FILED AS OF DATE: 20110523 DATE AS OF CHANGE: 20110523 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BURKLE RONALD W CENTRAL INDEX KEY: 0001015899 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12302 FILM NUMBER: 11866560 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BARNES & NOBLE INC CENTRAL INDEX KEY: 0000890491 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940] IRS NUMBER: 061196501 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 BUSINESS ADDRESS: STREET 1: 122 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10011 BUSINESS PHONE: 2126333300 MAIL ADDRESS: STREET 1: 122 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10011 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: YUCAIPA AMERICAN ALLIANCE FUND II LP CENTRAL INDEX KEY: 0001431428 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12302 FILM NUMBER: 11866558 BUSINESS ADDRESS: STREET 1: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: 310 789-7200 MAIL ADDRESS: STREET 1: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Yucaipa American Alliance (Parallel) Fund II, L.P. CENTRAL INDEX KEY: 0001452578 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12302 FILM NUMBER: 11866557 BUSINESS ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: (310) 789-7200 MAIL ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Yucaipa American Alliance Fund II, LLC CENTRAL INDEX KEY: 0001452579 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12302 FILM NUMBER: 11866559 BUSINESS ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: (310) 789-7200 MAIL ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: YUCAIPA AMERICAN MANAGEMENT, LLC CENTRAL INDEX KEY: 0001452932 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12302 FILM NUMBER: 11866556 BUSINESS ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: (310) 789-7200 MAIL ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: YUCAIPA AMERICAN FUNDS, LLC CENTRAL INDEX KEY: 0001452934 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12302 FILM NUMBER: 11866555 BUSINESS ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: (310) 789-7200 MAIL ADDRESS: STREET 1: C/O THE YUCAIPA COMPANIES LLC STREET 2: 9130 WEST SUNSET BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90069 4 1 rrd312947.xml FORM 4 X0303 4 2011-05-23 0 0000890491 BARNES & NOBLE INC BKS 0001015899 BURKLE RONALD W C/O THE YUCAIPA COMPANIES LLC 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 0 0 1 0 0001452579 Yucaipa American Alliance Fund II, LLC C/O THE YUCAIPA COMPANIES LLC 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 0 0 0 1 Please refer to remarks below 0001431428 YUCAIPA AMERICAN ALLIANCE FUND II LP C/O THE YUCAIPA COMPANIES LLC 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 0 0 1 0 0001452578 Yucaipa American Alliance (Parallel) Fund II, L.P. C/O THE YUCAIPA COMPANIES LLC 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 0 0 0 1 Please refer to remarks below 0001452932 YUCAIPA AMERICAN MANAGEMENT, LLC C/O THE YUCAIPA COMPANIES LLC 9130 WEST SUNSET BOULEVARD LOS ANGELES CA 90069 0 0 0 1 Please refer to remarks below 0001452934 YUCAIPA AMERICAN FUNDS, LLC C/O THE YUCAIPA COMPANIES LLC 9130 EAST SUNSET BOULEVARD LOS ANGELES CA 90069 0 0 0 1 Please refer to remarks below Common Stock 2011-05-23 4 P 0 363516 18.489 A 7170384 I Please see footnote and Remarks below Common Stock 2011-05-23 4 P 0 239484 18.489 A 4723829 I Please see footnote and Remarks below Weighted average price. These shares are held directly by Yucaipa American Alliance Fund II, L.P. ("YAAF II"). These shares are held directly by Yucaipa American Alliance (Parallel) Fund II, L.P. ("YAAF II Parallel"). This Form 4 is jointly filed by (i) Ronald W. Burkle, (ii) Yucaipa American Management, LLC ("Yucaipa American"), (iii) Yucaipa American Funds, LLC ("Yucaipa American Funds"), (iv) Yucaipa American Alliance Fund II, LLC ("YAAF II LLC"), (v) YAAF II, and (vi) YAAF II Parallel. Mr. Burkle is the managing member of Yucaipa American, which is the managing member of Yucaipa American Funds, which is the managing member of YAAF II LLC, which, in turn, is the general partner of each of YAAF II and YAAF II Parallel. Each of Mr. Burkle, Yucaipa American, Yucaipa American Funds, and YAAF II, LLC, by virtue of their direct or indirect control of YAAF II and YAAF II Parallel, may be deemed to beneficially own some or all of the securities reported as being held by YAAF II and YAAF II Parallel. Each of the reporting persons hereunder disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein. In addition, YAAF II disclaims beneficial ownership of any securities held directly by YAAF II Parallel, and YAAF II Parallel disclaims beneficial ownership of any securities held directly by YAAF II. This Form 4 shall not be deemed to be an admission that any reporting person hereunder is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. /s/ Ronald W. Burkle (on behalf of himself and the other reporting persons) 2011-05-23