CUSIP
No. 042564 104
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1.
|
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only).
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Kappa
Investors LLC
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2.
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
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||
(a)
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o
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(b)
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x
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3.
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SEC
Use Only o
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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 272,079
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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 272,079
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||
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9.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
272,079
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10.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
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11.
|
Percent
of Class Represented by Amount in Row (11) 1.3%
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12.
|
Type
of Reporting Person (See Instructions)
CO
|
CUSIP
No. 042564 104
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|||
|
|||
1.
|
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only).
|
||
Wexford
Spectrum Investors LLC
|
|||
|
|||
2.
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
|
||
(a)
|
o
|
||
(b)
|
x
|
||
|
|||
3.
|
SEC
Use Only o
|
||
|
|||
4.
|
Citizenship
or Place of Organization: Delaware
|
||
|
|||
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
|||
5.
|
Sole
Voting Power 0
|
||
|
|||
6.
|
Shared
Voting Power 1,733,712
|
||
|
|||
7.
|
Sole
Dispositive Power 0
|
||
|
|||
8.
|
Shared
Dispositive Power 1,733,712
|
||
|
|||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
1,733,712
|
||
|
|||
10.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
|
||
|
|||
11.
|
Percent
of Class Represented by Amount in Row (11) 8.5%
|
||
|
|||
12.
|
Type
of Reporting Person (See Instructions)
CO
|
CUSIP
No. 042564 104
|
|||
|
|||
1.
|
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only).
|
||
Charles
E. Davidson
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|||
2.
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
|
||
(a)
|
o
|
||
(b)
|
x
|
||
|
|||
3.
|
SEC
Use Only o
|
||
|
|||
4.
|
Citizenship
or Place of Organization: U.S.A.
|
||
|
|||
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
|||
5.
|
Sole
Voting Power 0
|
||
|
|||
6.
|
Shared
Voting Power 2,005,791
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||
|
|||
7.
|
Sole
Dispositive Power 0
|
||
|
|||
8.
|
Shared
Dispositive Power 2,005,791
|
||
|
|||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
2,005,791
|
||
|
|||
10.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
|
||
|
|||
11.
|
Percent
of Class Represented by Amount in Row (11) 9.8%
|
||
|
|||
12.
|
Type
of Reporting Person (See Instructions)
IN
|
CUSIP
No. 042564 104
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|
|||
1.
|
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only).
|
||
Joseph
M. Jacobs
|
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|
|||
2.
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
|
||
(a)
|
o
|
||
(b)
|
x
|
||
|
|||
3.
|
SEC
Use Only o
|
||
|
|||
4.
|
Citizenship
or Place of Organization: U.S.A.
|
||
|
|||
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
|||
5.
|
Sole
Voting Power 0
|
||
|
|||
6.
|
Shared
Voting Power 2,005,791
|
||
|
|||
7.
|
Sole
Dispositive Power 0
|
||
|
|||
8.
|
Shared
Dispositive Power 2,005, 791
|
||
|
|||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
2,005,791
|
||
|
|||
10.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
|
||
|
|||
11.
|
Percent
of Class Represented by Amount in Row (11) 9.8%
|
||
|
|||
12.
|
Type
of Reporting Person (See Instructions)
IN
|
CUSIP
No. 042564 104
|
|||
|
|||
1.
|
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only).
|
||
Wexford
Capital LLC
|
|||
|
|||
2.
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
|
||
(a)
|
o
|
||
(b)
|
x
|
||
|
|||
3.
|
SEC
Use Only o
|
||
|
|||
4.
|
Citizenship
or Place of Organization: Connecticut
|
||
|
|||
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
|||
5.
|
Sole
Voting Power 0
|
||
|
|||
6.
|
Shared
Voting Power 2,005, 791
|
||
|
|||
7.
|
Sole
Dispositive Power 0
|
||
|
|||
8.
|
Shared
Dispositive Power 2,005, 791
|
||
|
|||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
2,005,791
|
||
|
|||
10.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
|
||
|
|||
11.
|
Percent
of Class Represented by Amount in Row (11) 9.8%
|
||
|
|||
12.
|
Type
of Reporting Person (See Instructions)
CO
|
Item 1. |
Security
and Issuer
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(a)
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The
name of the Issuer is Arno Therapeutics, Inc., a Delaware corporation
(“New Arno”).
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(b) |
The
principal executive offices of Arno are at 30 Two Bridges Rd.,
Suite 270,
Fairfield, NJ 07004. This statement relates to New Arno’s common stock,
$0.0001 par value per share.
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Item 2. |
Name
of Person Filing
|
(a) |
This
statement is being filed by (i) Kappa Investors LLC, a Delaware
limited
liability company ("Kappa Investors"), (ii) Wexford Spectrum Investors
LLC, a Delaware limited liability company ("Wexford Spectrum",
and
collectively with Kappa Investors and Wexford Spectrum, the
"Stockholders") (iii) Wexford Capital LLC, a Connecticut limited
liability
company ("Wexford Capital"), (iv) Charles E. Davidson and (v) Joseph
M.
Jacobs (the individuals and entities referred to above, collectively,
the
"Reporting Persons").
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(b) |
The
principal business and office address for the Reporting Persons
is c/o
Wexford Capital LLC, 411 West Putnam Avenue, Suite 125, Greenwich,
Connecticut 06830.
|
(c) |
Kappa
Investors is a Delaware limited liability company, the members
of which
are private investment funds. Kappa Investors was organized for
the
purpose of making various
investments.
|
(d) |
This
class of securities to which this statement relates is common stock,
par
value $.0001, of the Issuer (the "Common
Stock").
|
(e) |
The
CUSIP number of the Common Stock is 042564
104
|
Item 3. |
If
this statement is filed pursuant to rule 240.13d- 1(b), or 240.13d-2(b)
or
(c), check whether the person filing is
a:
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Item 4. |
Ownership
|
Item 5. |
Ownership
of Five Percent or Less of a
Class.
|
Item 6. |
Ownership
of More than Five Percent on Behalf of Another
Person
|
Item 7. |
Identification
and Classification of the Subsidiary which Acquired the Security
Being
Reported on by the Parent holding
Company
|
Item 8. |
Identification
and Classification of Members of the
group
|
Item 9. |
Notice
of Dissolution of Group
|
Item 10. |
Certification.
|
Dated:
June 13, 2008
|
||
KAPPA
INVESTORS LLC.
|
||
By:
/s/ Arthur H. Amron
|
||
Name:
Arthur H. Amron
|
||
Title:
Vice President
|
||
WEXFORD
SPECTRUM INVESTORS LLC
|
||
By:
/s/ Arthur H. Amron
|
||
Name:
Arthur H. Amron
|
||
Title:
Vice President
|
||
WEXFORD
CAPITAL LLC
|
||
By:
/s/ Arthur H. Amron
|
||
Name:
Arthur H. Amron
|
||
Title:
Principal and General Counsel
|
||
/s/
CHARLES E. DAVIDSON
|
||
CHARLES
E. DAVIDSON
|
||
/s/
JOSEPH M. JACOBS
|
||
JOSEPH
M. JACOBS
|