CUSIP No. 04315D400
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
DKR Capital Partners, LP
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_____________________________________________________________________________
NUMBER OF (5) SOLE VOTING POWER
0
SHARES
_____________________________________________________________
BENEFICIALLY (6) SHARED VOTING POWER
8,845,803 shares of common stock;
OWNED BY
EACH _____________________________________________________________
(7) SOLE DISPOSITIVE POWER
0
REPORTING ______________________________________________________________
PERSON WITH (8) SHARED DISPOSITIVE POWER
8,845,803 shares of common stock;
_____________________________________________________________________________
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
8,845,803 shares of common stock;
_____________________________________________________________________________
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
_____________________________________________________________________________
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
15.8%
_____________________________________________________________________________
(12) TYPE OF REPORTING PERSON
IA
_____________________________________________________________________________
CUSIP No. 04315D400
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
DKR Oasis Management Company, LP
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_____________________________________________________________________________
NUMBER OF (5) SOLE VOTING POWER
0
SHARES
_____________________________________________________________
BENEFICIALLY (6) SHARED VOTING POWER
8,845,803 shares of common stock;
OWNED BY
EACH _____________________________________________________________
(7) SOLE DISPOSITIVE POWER
0
REPORTING ______________________________________________________________
PERSON WITH (8) SHARED DISPOSITIVE POWER
8,845,803 shares of common stock;
_____________________________________________________________________________
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
8,845,803 shares of common stock;
_____________________________________________________________________________
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
_____________________________________________________________________________
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
15.8%
_____________________________________________________________________________
(12) TYPE OF REPORTING PERSON
IA
_____________________________________________________________________________
CUSIP No. 04315D400
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
DKR SoundShore Oasis Holding Fund, Ltd.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
_____________________________________________________________________________
NUMBER OF (5) SOLE VOTING POWER
0
SHARES
_____________________________________________________________
BENEFICIALLY (6) SHARED VOTING POWER
8,845,803 shares of common stock;
OWNED BY
EACH _____________________________________________________________
(7) SOLE DISPOSITIVE POWER
0
REPORTING ______________________________________________________________
PERSON WITH (8) SHARED DISPOSITIVE POWER
8,845,803 shares of common stock;
_____________________________________________________________________________
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
8,845,803 shares of common stock;
_____________________________________________________________________________
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
_____________________________________________________________________________
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
15.8%
_____________________________________________________________________________
(12) TYPE OF REPORTING PERSON
OO
_____________________________________________________________________________
CUSIP No. 04315D400
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
Seth Fischer
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
_____________________________________________________________________________
NUMBER OF (5) SOLE VOTING POWER
0
SHARES
_____________________________________________________________
BENEFICIALLY (6) SHARED VOTING POWER
8,845,803 shares of common stock;
OWNED BY
EACH _____________________________________________________________
(7) SOLE DISPOSITIVE POWER
0
REPORTING ______________________________________________________________
PERSON WITH (8) SHARED DISPOSITIVE POWER
8,845,803 shares of common stock;
_____________________________________________________________________________
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
8,845,803 shares of common stock;
_____________________________________________________________________________
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
_____________________________________________________________________________
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
15.8%
_____________________________________________________________________________
(12) TYPE OF REPORTING PERSON
IN
_____________________________________________________________________________
CUSIP No. 04315D400
ITEM 1(a). NAME OF ISSUER:
ARTISTdirect, Inc.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
5670 Wilshire Voulevard, Suite 200
Los Angeles, CA 90036
United States
ITEM 2(a). NAME OF PERSONS FILING:
This statement is filed by the entities and persons listed below, all of
whom together are referred to herein as the "Reporting Persons":
(i) DKR Capital Partners, L.P., a Delaware limited partnership
("DKR"), is a registered investment adviser and the managing
general partner of the Investment Manager (as defined below),
which is the investment manager of DKR SoundShore Oasis
Holding Fund, Ltd. ("SoundShore Oasis") with respect to the
shares of common stock reported in this Schedule 13G.
(ii) DKR Oasis Management Company, LP, a Delaware limited partnership
(the "Investment Manager"), is the investment manager of SoundShore
Oasis with respect to the shares of common stock reported in this
Schedule 13G.
(iii) DKR SoundShore Oasis Holding Fund, Ltd., a Cayman Islands
exempted company ("SoundShore Oasis"), with respect to the shares
of common stock owned by it.
(iv) Seth Fischer ("Mr. Fischer") is responsible for the supervision
and conduct of all investment activities of the Investment
Manager, including all investment decisions with respect to
the assets of SoundShore Oasis, including the shares of common
stock reported in this Schedule 13G owned by such investment
funds.
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OF PERSONS FILING:
The address of the principal business office of each of DKR and
the Investment Manager is 1281 East Main Street, Stamford, CT 06902.
The address of the principal business office of SoundShore
Oasis is c/o Codan Trust Company (Cayman) Ltd., Cricket
Square, Hutchins Drive, George Town, Grand Cayman, KY1-1111.
The address of the principal business office of Mr. Fischer is
Suite 2608, 26th Floor, Two Exchange Square, Central, Hong Kong.
ITEM 2(c). CITIZENSHIP:
DKR and the Investment Manager are Delaware limited partnerships.
SoundShore Oasis is a Cayman Islands exempted company. Mr. Fischer
is a United States citizen.
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Common Stock, par value $0.01 per share
ITEM 2(e). CUSIP NUMBER: 04315D400
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO 13d-1(b) OR 13d-2(b) OR (c),
CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the
Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Act;
(c) [ ] Insurance Company as defined in Section 3(a)(19) of
the Act;
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act of 1940;
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940: see Rule 13d-
1(b)(1)(ii)(E);
(f) [ ] Employee Benefit Plan, Pension Fund which is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see Rule 13d-
1(b)(1)(ii)(F);
(g) [ ] Parent Holding Company, in accordance with Rule 13d-
1(b)(ii)(G);
(h) [ ] Savings Associations as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [ ] Church Plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the
Investment Company Act of 1940;
(j) ( ) Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
IF THIS STATEMENT IS FILED PURSUANT TO Rule 13d-1(c), CHECK THIS BOX.
[X]
CUSIP No. 04315D400
ITEM 4. OWNERSHIP.
DKR is a registered investment adviser and the managing general
partner of the Investment Manager, which is the investment manager of
SoundShore Oasis with respect to which it has voting and
dispositive authority over the shares of common stock reported in this
Schedule 13G. Mr. Fischer is responsible for the supervision of all
investment activities of the Investment Manager, including all investment
decisions with respect to the assets of SoundShore Oasis, and therefore
may be deemed to be the beneficial owner of the shares of common stock
owned by such investment fund reported in this Schedule 13G.
Each of DKR, the Investment Manager and Mr. Fischer hereby disclaims
beneficial ownership of any such shares of common stock.
A. DKR
(a) Amount beneficially owned:
8,845,803 shares of common stock;
(b) Percent of class: 15.8%
The percentages in this Schedule 13G are based upon an aggregate
of 56,077,158 shares of common stock which consists of (i) the
10,344,666 shares of common stock reported as outstanding as of
October 31, 2008 in the issuer's Quarterly Report on Form 10-Q for
the period ended September 30, 2008 filed on November 13, 2008 and
(ii) the 45,732,492 shares of common issued on January 30, 2009,
as reported in the issuer's current report on Form 8-K filed on
November 13, 2008, and assumes the exercise of the reported
warrants.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
0
(ii) shared power to vote or to direct the vote
8,845,803 shares of common stock;
(iii) sole power to dispose or to direct the disposition
of 0
(iv) shared power to vote or to direct the vote
8,845,803 shares of common stock;
B. Investment Manager
(a) Amount beneficially owned:
8,845,803 shares of common stock;
(b) Percent of class: 15.8%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
0
(ii) shared power to vote or to direct the vote
8,845,803 shares of common stock;
(iii) sole power to dispose or to direct the disposition
of 0
(iv) shared power to vote or to direct the vote
8,845,803 shares of common stock;
C. SoundShore Oasis
(a) Amount beneficially owned:
8,845,803 shares of common stock;
(b) Percent of class: 15.8%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
0
(ii) shared power to vote or to direct the vote
8,845,803 shares of common stock;
(iii) sole power to dispose or to direct the disposition of
0
(iv) shared power to dispose or to direct the disposition
8,845,803 shares of common stock;
D. Mr. Fischer
(a) Amount beneficially owned:
8,845,803 shares of common stock;
(b) Percent of class: 15.8%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
0
(ii) 8,845,803 shares of common stock;
(iii) sole power to dispose or to direct the disposition
of 0
(iv) shared power to dispose or to direct the disposition
8,845,803 shares of common stock;
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
DKR is the managing general partner of the Investment Manager,
which is the investment manager of SoundShore Oasis with respect
to which it has voting and dispositive authority over the shares of
common stock reported in this Schedule 13G. Mr. Fischer is responsible
for the supervision and conduct of all investment activities of the
Investment Manager, including all investment decisions with respect to the
assets of SoundShore Oasis, and therefore may be deemed to be the
beneficial owner of the shares of common stock owned by such investment fund
reported in this Schedule 13G.
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.
See Exhibit I.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATION. (if filing pursuant to Rule 13d-1(c))
Each of the Reporting Persons hereby make the following certification:
By signing below each Reporting Person certifies that, to the best of
its 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 not held in connection with or as a participant in any transaction having
that purpose or effect.
Exhibits:
Exhibit I: Joint Filing Agreement, dated as of February 11, 2009, by and
among DKR Capital Partners, LP, DKR Oasis Management Company, LP,
DKR SoundShore Oasis Holding Fund Ltd. and Seth Fischer.
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is
true, complete and correct.
DATED: February 11, 2009 /s/ Barbara Burger
___________________________________
DKR CAPITAL PARTNERS, LP
By Barbara Burger
President and General Counsel
/s/ Barbara Burger
___________________________________
DKR OASIS MANAGEMENT COMPANY, LP
By DKR CAPITAL PARTNERS, LP, its
managing general partner;
By Barbara Burger
President and General Counsel
/s/ Barbara Burger
___________________________________
DKR SOUNDSHORE OASIS HOLDING FUND, Ltd.
By Barbara Burger
Director
/s/ Seth Fischer
___________________________________
Seth Fischer
EXHIBIT I
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the foregoing statement
on Schedule 13G, is filed on behalf of each of the undersigned and that all
subsequent amendments to this statement on Schedule 13G, shall be filed on
behalf of each of the undersigned without the necessity of filing additional
joint acquisition statements. The undersigned acknowledge that each shall
be responsible for the timely filing of such amendments, and for the
completeness and accuracy of the information concerning him or it contained
therein, but shall not be responsible for the completeness and accuracy of
the information concerning the others, except to the extent that he or it
knows or has reason to believe that such information is inaccurate.
DATED: February 11, 2009 /s/ Barbara Burger
___________________________________
DKR CAPITAL PARTNERS, LP
By Barbara Burger
President and General Counsel
/s/ Barbara Burger
___________________________________
DKR OASIS MANAGEMENT COMPANY, LP
By DKR CAPITAL PARTNERS, LP, its
managing general partner
By Barbara Burger
President and General Counsel
/s/ Barbara Burger
___________________________________
DKR SOUNDSHORE OASIS HOLDING FUND, Ltd.
By Barbara Burger
Director
/s/ Seth Fischer
___________________________________
Seth Fischer
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