Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Fursa Alternative Strategies LLC
  2. Issuer Name and Ticker or Trading Symbol
FREDERICK'S OF HOLLYWOOD GROUP INC /NY/ [FOH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
25 SMITH STREET
3. Date of Earliest Transaction (Month/Day/Year)
05/18/2010
(Street)

FARMINGDALE, NY US 11735
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/18/2010   P   8,664,373 A (1) 17,051,333 I Through affiliated funds (2) (3)
Series A 7.5% Convertible Preferred Stock 05/18/2010   S   3,629,325 (4) D (1) 0 I Through affiiliated funds (2) (3)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (5) $ 2 05/18/2010   J   500,000   05/18/2010 05/17/2013 Common Stock 500,000 $ 0 500,000 I Through affiliated funds (2) (3)
Warrants (5) $ 2.33 05/18/2010   J   500,000   05/18/2010 05/17/2015 Common Stock 500,000 $ 0 500,000 I Through affiliated funds (2) (3)
Warrants (5) $ 2.66 05/18/2010   J   500,000   05/18/2010 05/17/2017 Common Stock 500,000 $ 0 500,000 I Through affiliated funds (2) (3)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Fursa Alternative Strategies LLC
25 SMITH STREET
FARMINGDALE, NY US 11735
    X    

Signatures

 /s/ William F. Harley, III, Chief Investment Officer   05/19/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) Pursuant to a Debt Exchange and Preferred Stock Conversion Agreement with the Issuer, dated as of February 1, 2010, the Reporting Person, on behalf of affiliated investment funds and separately managed accounts, converted an aggregate of 3,629,325 shares of Series A 7.5% Convertible Preferred Stock ("Preferred Stock") and approximately $1.3 million of accrued dividends payable in additional shares of Preferred Stock, and exchanged an aggregate of approximately $14.3 million principal amount and accrued interest of long term debt, into an aggregate of 8,664,373 shares of common stock of the Issuer, at an effective price of approximately $2.66 per share.
(2) The Reporting Person is a registered investment adviser, and serves as invesment advisor to affiliated investment funds and separately managed accounts over which it exercises discretionary authority. By virtue of its relationship with such affiliated funds and separately managed accounts, the Reporting Person may be deemed to have sole voting and dispositive power over the shares of the Issuer's securities, and so may be deemed to beneficially own such shares.
(3) William F. Harley, III, the Chief Investment Officer of the Reporting Person, is also a director of the Issuer. Mr. Harley may be deemed to exercise beneficial ownership of the Reporting Person's holdings in the Issuer in connection with the execution of his responsibilities with the Reporting Person, but disclaims personal beneficial ownership of such holdings except to the extent of his personal pecuniary interest therein.
(4) Represents an aggregate of 3,629,325 shares of Preferred Stock and approximately $1.3 million of accrued dividends payable in additional shares of Preferred Stock.
(5) These warrants were issued in connection with the consummation of the above-referenced Debt Exchange and Preferred Stock Conversion Agreement.

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