13D Filing: Luxor Capital Group and Altisource Asset Management Corp (NYSEMKT:AAMC)

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

SCHEDULE 13D

(RULE 13D – 101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)

(Amendment No. 15)*

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

Jamie Nash, Esq.

Kleinberg, Kaplan, Wolff & Cohen, P.C.

551 Fifth Avenue, New York, New York 10176

 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [X].

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d-7 for other parties to whom copies are to be sent.

*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 disclosures provided in a prior cover page.

The information required on 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 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).

As of the date hereof, the Onshore Fund may be deemed to have beneficially owned 23,749 Shares, the Offshore Master Fund may be deemed to have beneficially owned 31,102 Shares, the Wavefront Fund may be deemed to have beneficially owned 12,214 Shares, the Thebes Master Fund may be deemed to have beneficially owned 2,426 Shares, the Onshore Liquidating SPV may be deemed to have beneficially owned 18,820 Shares and the Offshore Liquidating SPV may be deemed to have beneficially owned 26,798 Shares, constituting approximately 1.5%, 2.0%, less than 1%, less than 1%, 1.2% and 1.7%, respectively, of the outstanding Shares.  All shares beneficially owned by the Onshore Fund, the Offshore Master Fund, the Wavefront Fund, the Thebes Master Fund, the Onshore Liquidating SPV and the Offshore Liquidating SPV are Shares issuable upon the conversion of Preferred Stock.

The Offshore Feeder Fund, as the owner of a controlling interest in the Offshore Master Fund, may be deemed to have beneficially owned the 31,102 Shares beneficially owned by the Offshore Master Fund, constituting approximately 2.0% of the outstanding Shares. The Thebes Feeder Fund, as the owner of a controlling interest in the Thebes Master Fund, may be deemed to have beneficially owned the 2,426 Shares beneficially owned by the Thebes Master Fund, constituting less than 1% of the Shares outstanding.

LCG Holdings, as the general partner of the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Thebes Master Fund, may be deemed to have beneficially owned the 69,491 Shares beneficially owned in the aggregate by the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Thebes Master Fund, constituting approximately 4.3% of the Shares outstanding calculated in accordance with the Blocker restrictions.

Luxor Capital Group, as the investment manager of the Luxor Funds, the Offshore Liquidating SPV and the Separately Managed Account, and as the manager of the Onshore Liquidating SPV, may be deemed to have beneficially owned 120,000 Shares, including the 69,491 Shares owned in the aggregate by the Luxor Funds and the 50,509 Shares beneficially owned in the aggregate by the Liquidating SPVs and the Separately Managed Account, constituting approximately 7.3% of the Shares outstanding calculated in accordance with the Blocker restrictions.  All shares beneficially owned by the Separately Managed Account are Shares issuable upon the conversion of Preferred Stock.

Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 120,000 Shares beneficially owned by Luxor Capital Group, constituting approximately 7.3% of the Shares outstanding calculated in accordance with the Blocker restrictions.

Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 120,000 Shares owned by Luxor Management, constituting approximately 7.3% of the Shares outstanding calculated in accordance with the Blocker restrictions.

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

The first paragraph of Item 6 is hereby amended and restated to read as follows: