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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | |||
| 1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| SRM Global Master Fund Limited Partnership 6TH FLOOR MONTE CARLO PALACE 7 BOULEVARD DES MOULINS MONACO, O9 98000 |
X | |||
| SRM Global Fund General Partner LTD 6TH FLOOR MONTE CARLO PALACE 7 BOULEVARD DES MOULINS MONACO, O9 98000 |
X | |||
| SRM Fund Management (Cayman) LTD 6TH FLOOR MONTE CARLO PALACE 7 BOULEVARD DES MOULINS MONACO, O9 98000 |
X | |||
| Wood Jonathan 6TH FLOOR MONTE CARLO PALACE 7 BOULEVARD DES MOULINS MONACO, O9 98000 |
X | |||
| /s/ Philip Price | 10/05/2008 | |
| **Signature of Reporting Person | Date | |
| /s/ Philip Price | 10/10/2008 | |
| **Signature of Reporting Person | Date | |
| /s/ Philip Price | 10/10/2008 | |
| **Signature of Reporting Person | Date | |
| /s/ Jonathan Wood | 10/10/2008 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | The filers became subject to Section 16 with respect to Cheniere Energy Inc. ("Cheniere") as of August 8, 2007, when Cheniere filed a Form 10-Q disclosing that it had 47, 275,468 shares outstanding, which resulted in SRM holding more than 10% of the publicly disclosed outstanding shares. Prior to that date, based on Cheniere's public filings, the filers did not own 10% or more of the Cheniere's outstanding shares. The change in the filers' ownership was due entirely to Cheniere's repurchase of its outstanding shares. In connection with this Form 3, the filers are also filing a Form 4 to disclose the sale of 1 million shares on September 22, 2008 which results in the filers no longer being subject to Section 16 with respect to Cheniere. Additionally, the filers are filing an amended 13D. |
| Remarks: The General Partner is the general partner of the Master Fund, and accordingly, the General Partner has the power to cause the Master Fund to vote, or to dispose of, securities which that entity beneficially owns. The Investment Manager is the investment manager of the Master Fund, and accordingly, the Investment Manager has the power to cause the Master Fund to vote, or to dispose of, securities which that entity beneficially owns. Jonathan Wood is a director and majority owner of the Investment Manager. Therefore, for purposes of Sections 13 and 16 of the Securities Exchange Act of 1934, as amended, each of the Master Fund, the General Partner, the Investment Manager and Jonathan Wood is the beneficial owner of, with shared voting and dispositive power over, a total of 5,246,605 shares, as of July 31. 2007 as disclosed in Cheniere's Form 10-Q filed on August 8, 2007. | |