To be able to file a 13G instead of a 13D, the party must own between 5% and 20% in the company. It must also be clearly understood that the party acquiring the stake in the company is only a passive investor, and does not intend to exert control. If these criteria are not met, and if the size in the stake exceeds 20%, a 13D must be filed.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549
SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)*
Crystallex Intl. Corp ---------------------- (Name of Issuer)
Common ------------------------------------ (Title of Class of Securities)
22942F101 -------------------- (CUSIP Number)
January 31, 2008 ------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d)
*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).
PAGE 1 OF 4 PAGES <PAGE>
-------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Tradewinds Global Investors, LLC 02-0767178
-------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [_] N/A -------------------------------------------------------------------------------- 3 SEC USE ONLY
-------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware - U.S.A. -------------------------------------------------------------------------------- 5 SOLE VOTING POWER
29,387,538 NUMBER OF ----------------------------------------------------------- SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY 0 EACH ----------------------------------------------------------- REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 40,231,163 ----------------------------------------------------------- 8 SHARED DISPOSITIVE POWER
0 -------------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
40,231,163 -------------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
15.38% -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON*
IA --------------------------------------------------------------------------------
PAGE 2 OF 4 PAGES <PAGE>
Item 1(a) Name of Issuer: Crystallex International Corp.
Item 1(b) Address of Issuer's Principal Executive Offices: 18 King Street East Suite 1210 Toronto, Ontario M5C 1C4 CANADA
Item 2(a) Name of Person Filing: Tradewinds Global Investors, LLC
Item 2(b) Address of the Principal Office or, if none, Residence: 2049 Century Park East, 20th Floor Los Angeles, CA 90067
Item 2(c) Citizenship: Delaware - U.S.A.
Item 2(d) Title of Class of Securities: Common
Item 2(e) CUSIP Number: 22942F101
Item 3 If the Statement is being filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a:
(e) [X] An investment advisor in accordance with section 240.13d-1(b)(1)(ii)(E)
Item 4 Ownership: (a) Amount Beneficially Owned: 40,231,163
(b) Percent of Class: 15.38%
(c) Number of shares as to which such person has:
(i) sole power to vote or direct the vote: 29,387,538
(ii) shared power to vote or direct the vote: 0
(iii) sole power to dispose or to direct the disposition of: 40,231,163
(iv) shared power to dispose or to direct the disposition of: 0
Item 5 Ownership of Five Percent or Less of a Class:
Not applicable.
PAGE 3 OF 4 PAGES <PAGE>
Item 6 Ownership of More than Five Percent on Behalf of Another Person:
Securities reported on this Schedule 13G are beneficially owned by clients which may include investment companies registered under the Investment Company Act and/or employee benefit plans,pension funds, endowment funds or other institutional clients.
Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:
Not applicable.
Item 8 Identification and Classification of Members of the Group:
Not applicable.
Item 9 Notice of Dissolution of a Group:
Not applicable.
Item 10 Certification: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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 such securities and were were not acquired in connection with or as a participant in any transaction having such purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 8, 2008
Tradewinds Global Investors, LLC
By: /S/ David B. Iben ------------------------------------ Name: David B. Iben, CFA Title: Chief Investment Officer
PAGE 4 OF 4 PAGES http://www.sec.gov/Archives/edgar/data/912500/000090901208000339/t304133.txt
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