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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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OMB APPROVAL
OMB Number: 3235-0145
Expires:
December 31
, 2009
Estimated average burden
hours per response 10.4
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SCHEDULE
13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Interwoven,
Inc.
(Name
of Issuer)
Common
Stock, par value $0.0
00
1 per share
(Title
of Class of Securities)
46114T
508
(CUSIP
Number)
December
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:
[
] Rule
13d-1(b)
[
X
] 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).
Potential
persons who are to 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.
1. Names
of Reporting Persons.
Marc C. Cohodes
2. Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) ______
(b) ______
3. SEC
Use Only
4. Citizenship
or Place of Organization
U.S.A.
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Number of
Shares
Beneficially
Owned by
Each Reporting
Person With:
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5. Sole Voting Power
0
|
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6. Shared Voting Power
0
|
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7. Sole Dispositive Power
0
|
|
8. Shared Dispositive Power
0
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9. Aggregate
Amount Beneficially Owned by Each Reporting Person
0
10. Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
______
11. Percent
of Class Represented by Amount in Row (9)
0
%
12. Type
of Reporting Person (See Instructions)
IN
Item 1.
(a) Name
of Issuer
Interwoven
, Inc.
(b) Address
of Issuer's Principal Executive Offices
160 East Tasman Drive, San Jose, CA 95134
Item
2.
(a) The
name of the person filing this statement are:
Marc C. Cohodes
(b) The
principal business office of Mr. Cohodes is:
c/o Copper River Management, L.P., 3
3 West Main Street
, 2nd Floor, Holmdel, New
Jersey
07733
(c) Mr.
Cohodes is a U.S. citizen.
(d) This
statement relates to shares of Common Stock, par value $0.01 per share.
(e) The
CUSIP number of the Issuer is:
46114T
508
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:
(a) [
] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b) [
] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [
] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) [
] Investment company registered under section 8 of the Investment Company Act of
1940 (15 U.S.C. 80a-8).
(e) [
] An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E).
(f) [
] An employee benefit plan or endowment fund in accordance with section
240.13d-1(b)(1)(ii)(F).
(g) [
] A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G)
(h) [
] A savings association as defined in section 3(b) of the Federal Deposit Insurance
Act (12 U.S.C. 1813).
(i) [
] A church plan that is excluded from the definition of an investment company under
section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
(j) [
] A non-U.S. institution in accordance with §240.13d-1(b)(ii)(J).
(k) [
] Group, in accordance with Rule13d-1(b)(1)(ii)(K).
If filing as a
non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution
_______________________________________________________________.
Item
4. Ownership.
(a) Amount
Beneficially Owned (as of December 31, 2008): 0
(b) Percent
of Class (as of December 31, 2008): 0%
(c) Number
of Shares as to which such person has: 0
(i) Sole
power to vote or to direct the vote 0
(ii) Shared
power to vote or to direct the vote 0
(iii) Sole
power to dispose or to direct the disposition of 0
(iv) Shared
power to dispose or to direct the disposition of 0
Item
5. Ownership of Five Percent or Less of a Class
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be
the beneficial owner of more than five percent of the class of securities, check the following [
X
].
Item
6. Ownership of More than Five Percent on Behalf of Another Person.
Not
applicable.
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 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 not
acquired and are not held for the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection with or as a participant in any
transaction having that 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
13, 2009
Q:EDGAR
EasePlus7115-2 Copper River (cohodes)Interwoven Sched 13GAsched13ga.rtf