Item 1(a).
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Name of Issuer:
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Hollywood Media Corp.
Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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2255 Glades Road, Suite 221A, Boca Raton, FL 33431.
Item 2(a).
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Name of Person Filing:
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This statement is filed by Potomac Capital Partners L.P., a Delaware limited partnership (“PCP”), Potomac Capital Management, L.L.C., a New York limited liability company (“Potomac Management”), and Paul J. Solit. Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”
Potomac Management is the general partner of PCP. Mr. Solit is the managing member of Potomac Management. By virtue of these relationships, each of Potomac Management and Mr. Solit may be deemed to beneficially own the Issuer’s Common Stock, par value $.01 per share, owned directly by each of PCP.
Item 2(b).
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Address of Principal Business Office or, if none, Residence:
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The principal business address of each of the Reporting Persons is 825 Third Ave, 33
rd
Floor, New York, New York 10022.
PCP is organized under the laws of the State of Delaware. Potomac Management is organized under the laws of the State of New York. Mr. Solit is a citizen of the United States of America.
Item 2(d).
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Title of Class of Securities:
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Common Stock, par value $.01 per share (the “Shares”).
436233100
Item 3.
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If this statement is filed pursuant to Section 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
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(b)
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Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E).
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(f)
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Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F).
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(g)
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Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G).
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(h)
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Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
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(i)
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Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3).
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(j)
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Non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J).
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(k)
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Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
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(a)
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Amount beneficially owned:
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As of December 17, 2012, the Reporting Persons own 0 Shares.
0%
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or to direct the vote
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0
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(ii)
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Shared power to vote or to direct the vote
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0
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(iii)
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Sole power to dispose or to direct the disposition of
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0
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(iv)
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Shared power to dispose or to direct the disposition of
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0
Item 5.
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Ownership of Five Percent or Less of a Class.
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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.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not Applicable.
Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Not Applicable.
Item 8.
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Identification and Classification of Members of the Group.
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See Exhibit 99.2, filed with the Securities and Exchange Commission on August 29, 2008.
Item 9.
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Notice of Dissolution of Group.
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Not Applicable.
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.
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: December 18, 2012
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POTOMAC CAPITAL PARTNERS L.P.
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By:
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Potomac Capital Management, L.L.C.
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General Partner
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By:
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Name:
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Paul J. Solit
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Title:
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Managing Member
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POTOMAC CAPITAL MANAGEMENT, L.L.C.
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By:
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Name:
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Paul J. Solit
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Title:
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Managing Member
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