- Amended Statement of Ownership (SC 13G/A)
February 17 2009 - 4:29PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G
(Amendment No. 2)
Under the
Securities Exchange Act of 1934
Eddie Bauer Holdings, Inc.
(Name of
Issuer)
Common Stock, $0.01 par
value
(Title of
Class of Securities)
071625107
(CUSIP
Number)
December 31,
2008
(Date of
Event Which Requires Filing of this Statement)
Check the
following box to designate the rule pursuant to which the Schedule is filed:
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o
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Rule
13d-1(b)
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x
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Rule
13d-1(c)
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Rule
13d-1(d)
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* 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).
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CUSIP No.
071625107
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1.
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Names of Reporting Persons
I.R.S. Identification Nos. of
above persons (entities only)
D.
E. Shaw & Co., L.L.C.
13-3799946
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2.
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Check the Appropriate Box if a
Member of a Group (See Instructions)
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(a)
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(b)
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
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9.
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Aggregate Amount Beneficially
Owned by Each Reporting Person
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
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11.
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Percent of Class Represented by
Amount in Row (9)
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12.
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Type of Reporting Person (See
Instructions)
OO
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CUSIP No.
071625107
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1.
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Names of Reporting Persons
I.R.S. Identification Nos. of
above persons (entities only)
D.
E. Shaw & Co., L.P.
13-3695715
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2.
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Check the Appropriate Box if a
Member of a Group (See Instructions)
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(a)
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(b)
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
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9.
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Aggregate Amount Beneficially
Owned by Each Reporting Person
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
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11.
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Percent of Class Represented by
Amount in Row (9)
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12.
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Type of Reporting Person (See
Instructions)
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CUSIP No.
071625107
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1.
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Names of Reporting Persons
I.R.S. Identification Nos. of
above persons (entities only)
David
E. Shaw
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2.
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Check the Appropriate Box if a
Member of a Group (See Instructions)
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(a)
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(b)
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
United
States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
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9.
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Aggregate Amount Beneficially
Owned by Each Reporting Person
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
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11.
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Percent of Class Represented by
Amount in Row (9)
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12.
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Type of Reporting Person (See
Instructions)
IN
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Item 1.
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(a)
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Name of Issuer:
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Eddie
Bauer Holdings,
Inc.
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(b)
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Address of Issuer's Principal
Executive Offices:
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10401
NE 8th Street, Suite 500
Bellevue,
WA
98004
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Item 2.
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(a)
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Name of Person Filing:
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D.
E. Shaw & Co., L.L.C.
D.
E. Shaw & Co., L.P.
David
E. Shaw
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(b)
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Address of Principal Business
Office or, if none, Residence:
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The
business address for each reporting person is:
120
W. 45
th
Street, Tower 45, 39
th
Floor
New
York, NY 10036
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(c)
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Citizenship:
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D.
E. Shaw & Co., L.L.C. is a limited liability company organized
under the laws of the state of Delaware.
D.
E. Shaw & Co., L.P. is a limited partnership organized under the
laws of the state of Delaware.
David
E. Shaw is a citizen of the United States of
America.
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(d)
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Title of Class of Securities:
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Common
Stock, $0.01 par
value
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(e)
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CUSIP Number:
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Item 3.
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If this statement is filed
pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person
filing is a:
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Not
Applicable
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Item 4.
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Ownership
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As
of December 31, 2008:
(a)
Amount beneficially owned:
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D. E. Shaw
& Co., L.L.C.:
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D. E. Shaw
& Co., L.P.:
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357,813
shares
This
is composed of 357,813 shares in the name of D. E. Shaw Valence
Portfolios, L.L.C.
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David
E. Shaw:
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357,813
shares
This
is composed of 357,813 shares in the name of D. E. Shaw Valence
Portfolios, L.L.C.
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(b)
Percent of class:
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D. E. Shaw
& Co., L.L.C.:
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0%
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D. E. Shaw
& Co., L.P.:
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David
E. Shaw:
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(c)
Number of shares to which the person has:
(i) Sole
power to vote or to direct the vote:
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D. E. Shaw & Co., L.L.C.:
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-0-
shares
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D. E. Shaw
& Co., L.P.:
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-0-
shares
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David
E. Shaw:
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-0-
shares
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(ii) Shared
power to vote or to direct the vote:
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D. E. Shaw
& Co., L.L.C.:
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D. E. Shaw
& Co., L.P.:
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David
E. Shaw:
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(iii) Sole
power to dispose or to direct the disposition of:
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D. E. Shaw
& Co., L.L.C.:
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-0-
shares
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D. E. Shaw
& Co., L.P.:
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-0-
shares
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David
E. Shaw:
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-0-
shares
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(iv) Shared
power to dispose or to direct the disposition of:
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D. E. Shaw
& Co., L.L.C.:
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D. E. Shaw
& Co., L.P.:
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David
E. Shaw:
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David E.
Shaw does not own any shares directly. By virtue of David E. Shaw’s
position as President and sole shareholder of D. E. Shaw & Co.,
Inc., which is the general partner of D. E. Shaw & Co., L.P.,
which in turn is the managing member and investment adviser of
D. E. Shaw Valence Portfolios, L.L.C., David E. Shaw may be deemed to
have the shared power to vote or direct the vote of, and the shared power to
dispose or direct the disposition of, the 357,813 shares as described above
constituting 1.2% of the outstanding shares and, therefore, David E. Shaw may be
deemed to be the beneficial owner of such shares. David E. Shaw
disclaims beneficial ownership of such 357,813 shares.
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Item 5.
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Ownership of Five Percent or
Less of a Class
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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 5 percent of the class of securities, check the following
[X].
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Item 6.
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Ownership of More than Five
Percent on Behalf of Another Person
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Not
Applicable
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Item 7.
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Identification and
Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company or Control Person
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Not
Applicable
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Item 8.
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Identification and
Classification of Members of the Group
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Not
Applicable
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Item 9.
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Notice of Dissolution of Group
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Not
Applicable
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Item 10.
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Certification
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By
signing below, each of D. E. Shaw & Co., L.L.C.,
D. E. Shaw & Co., L.P., and David E. Shaw certify
that, to the best of such reporting person’s 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
purposes or
effect.
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SIGNATURE
After
reasonable inquiry and to the best of their knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct. Powers of Attorney, dated October 24, 2007, granted by
David E. Shaw in favor of Rochelle Elias, are attached hereto.
Dated:
February 17, 2009
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By:
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/s/
Rochelle
Elias
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Rochelle
Elias
Chief
Compliance Officer
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D.
E. Shaw & Co., L.P.
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By:
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/s/
Rochelle
Elias
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David E. Shaw
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By:
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/s/
Rochelle
Elias
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Attorney-in-Fact
for
David E. Shaw
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