- Statement of Changes in Beneficial Ownership (4)
January 04 2013 - 7:33PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
PAR CAPITAL MANAGEMENT INC
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2. Issuer Name
and
Ticker or Trading Symbol
LODGENET INTERACTIVE CORP
[
LNET
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
_____ Officer (give title below)
__
X
__ Other (specify below)
No longer 10% owner
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(Last)
(First)
(Middle)
ONE INTERNATIONAL PLACE SUITE 2401
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3. Date of Earliest Transaction
(MM/DD/YYYY)
1/2/2013
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(Street)
BOSTON, MA 02110
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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1/2/2013
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S
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1660000
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D
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$.0465
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3470377
(1)
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D
(2)
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Common Stock
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1/3/2013
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S
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1190000
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D
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$.0447
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2280377
(1)
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D
(2)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(
1)
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This position includes 8,500 shares of 10% Convertible Preferred Stock exercisable at the option of the holder into 2,248,677 shares of Common Stock and includes a total return swap position of 31,700 shares held directly by PAR Investment Partners, L.P. ("PIP").
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(
2)
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These securities are held directly by PIP. PAR Group, L.P. ("PAR Group") is the general partner of PIP and PAR Capital Management, Inc. ("PCM") is the general partner of PAR Group. Each of PCM and PAR Group disclaims beneficial ownership of these securities except to the extent of their respective pecuniary interests therein, if any, as a result of their direct or indirect ownership interests in PIP and a contingent right on the part of PAR Group to receive a performance-based incentive allocation from PIP.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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PAR CAPITAL MANAGEMENT INC
ONE INTERNATIONAL PLACE SUITE 2401
BOSTON, MA 02110
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No longer 10% owner
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PAR INVESTMENT PARTNERS LP
ONE INTERNATIONAL PLACE SUITE 2401
BOSTON, MA 02110
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No longer 10% owner
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PAR Group, L.P.
ONE INTERNATIONAL PLACE SUITE 2401
BOSTON, MA 02110
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No longer 10% owner
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Signatures
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PAR Capital Management, Inc., by Steven M. Smith, Chief Operating Officer and General Counsel
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1/4/2013
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**
Signature of Reporting Person
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Date
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PAR Investment Partners, L.P., by its general partner PAR Group, L.P. by its general partner PAR Capital Management, Inc., by Steven M. Smith, Chief Operating Officer and General Counsel
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1/4/2013
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**
Signature of Reporting Person
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Date
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PAR Group, L.P., by its general partner PAR Capital Mangement, Inc., by Steven M. Smith, Chief Operating Officer and General Counsel
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1/4/2013
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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