OMB
APPROVAL
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OMB
NUMBER:
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Expires:
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February
28, 2009
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Estimated
average
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hours
per
response.............................14.5
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CUSIP
No.
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690742101
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|||
1
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Name
of Reporting Person.
I.R.S.
IDENTIFICATION
D.
E. Shaw Laminar Portfolios, L.L.C.
FEIN
01-0577802
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|||
2
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Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)o
(b)o
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|||
3
|
SEC
Use Only
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|||
4
|
Source
of Funds (See Instructions)
WC
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|||
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e)o
|
|||
6
|
Citizenship
or Place of Organization
Delaware
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|||
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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7
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Sole
Voting Power
-0-
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||
8
|
Shared
Voting Power
11,138,799
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|||
9
|
Sole
Dispositive Power
-0-
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|||
10
|
Shared
Dispositive Power
11,138,799
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|||
11
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Aggregate
Amount Beneficially Owned by Each Reporting Person
11,138,799
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|||
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
|
|||
13
|
Percent
of Class Represented by Amount in Row (11)
8.4%1
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|||
14
|
Type
of Reporting Person (See Instructions)
OO
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CUSIP
No.
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690742101
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|||
1
|
Name
of Reporting Person.
I.R.S.
IDENTIFICATION
D.
E. Shaw Oculus Portfolios, L.L.C.
FEIN
20-0805088
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|||
2
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)o
(b)o
|
|||
3
|
SEC
Use Only
|
|||
4
|
Source
of Funds (See Instructions)
WC
|
|||
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e) o
|
|||
6
|
Citizenship
or Place of Organization
Delaware
|
|||
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
7
|
Sole
Voting Power
-0-
|
||
8
|
Shared
Voting Power
3,313,825
|
|||
9
|
Sole
Dispositive Power
-0-
|
|||
10
|
Shared
Dispositive Power
3,313,825
|
|||
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
3,313,825
|
|||
12
|
Check if the Aggregate Amount in
Row (11) Excludes Certain Shares (See Instructions) o
|
13
|
Percent
of Class Represented by Amount in Row (11)
2.5%1
|
14
|
Type
of Reporting Person (See Instructions)
OO
|
CUSIP
No.
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690742101
|
|||
1
|
Name
of Reporting Person.
I.R.S.
IDENTIFICATION
D.
E. Shaw & Co., L.L.C.
FEIN
13-3799946
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|||
2
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)o
(b)o
|
|||
3
|
SEC
Use Only
|
|||
4
|
Source
of Funds (See Instructions)
AF
|
|||
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e) o
|
|||
6
|
Citizenship
or Place of Organization
Delaware
|
|||
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
7
|
Sole
Voting Power
-0-
|
||
8
|
Shared
Voting Power
14,452,624
|
|||
9
|
Sole
Dispositive Power
-0-
|
|||
10
|
Shared
Dispositive Power
14,452,624
|
|||
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
14,452,624
|
|||
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
|
|||
13
|
Percent
of Class Represented by Amount in Row (11)
10.9%1
|
|||
14
|
Type
of Reporting Person (See Instructions)
OO
|
CUSIP
No.
|
690742101
|
|||
1
|
Name
of Reporting Person.
I.R.S.
IDENTIFICATION
D.
E. Shaw & Co., L.P.
FEIN
13-3695715
|
|||
2
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
o
(b)o
|
|||
3
|
SEC
Use Only
|
|||
4
|
Source
of Funds (See Instructions)
AF
|
|||
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e) o
|
|||
6
|
Citizenship
or Place of Organization
Delaware
|
|||
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
7
|
Sole
Voting Power
-0-
|
||
8
|
Shared
Voting Power
14,452,624
|
|||
9
|
Sole
Dispositive Power
-0-
|
|||
10
|
Shared
Dispositive Power
14,452,624
|
|||
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
14,452,624
|
|||
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
|
|||
13
|
Percent
of Class Represented by Amount in Row (11)
10.9%1
|
|||
14
|
Type
of Reporting Person (See Instructions)
IA,
PN
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CUSIP
No.
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690742101
|
|||
1
|
Name
of Reporting Person.
I.R.S.
IDENTIFICATION
David
E. Shaw
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|||
2
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
o
(b)
o
|
|||
3
|
SEC
Use Only
|
|||
4
|
Source
of Funds (See Instructions)
AF
|
|||
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e) o
|
|||
6
|
Citizenship
or Place of Organization
United
States
|
|||
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
7
|
Sole
Voting Power
-0-
|
||
8
|
Shared
Voting Power
14,452,624
|
|||
9
|
Sole
Dispositive Power
-0-
|
|||
10
|
Shared
Dispositive Power
14,452,624
|
|||
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
14,452,624
|
|||
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
|
|||
13
|
Percent
of Class Represented by Amount in Row (11)
10.9%1
|
|||
14
|
Type
of Reporting Person (See Instructions)
IN
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Item 5.
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Interest
in Securities of the Issuer.
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Paragraphs
(a) and (b) of Item 5 of the Schedule 13D are hereby deleted in their
entirety and replaced as follows:
(a),
(b) Based upon the Issuer’s Form 10-K for the fiscal year ended December
31, 2007, filed with the Securities and Exchange Commission on February
27, 2008, there were 131,662,806 shares of Common
Stock issued and outstanding as of February 22, 2008. The
11,138,799 shares of Common Stock beneficially owned by Laminar (the
“Laminar
Shares”) represent approximately 8.4% of the shares of Common Stock
issued and outstanding, including, for the purpose of this calculation,
the 1,287,943 shares of Common Stock issuable upon exercise of the
Warrants. The 3,313,825 shares of Common Stock beneficially
owned by Oculus (the “Oculus Shares” and, together with the
Laminar Shares, the “Subject
Shares”) represent approximately 2.5% of the 131,662,806 shares of
Common Stock issued and outstanding as of February 22,
2008. The 14,452,624 shares of Common Stock beneficially owned
by DESCO LLC (the “DESCO LLC
Shares”) represent approximately 10.9% of the shares of Common
Stock issued and outstanding, including, for the purpose of this
calculation, the 1,287,943 shares of Common Stock issuable upon exercise
of the Warrants. The DESCO LLC Shares are comprised of the
Subject Shares. The 14,452,624 shares of Common Stock
beneficially owned by DESCO LP (the “DESCO LP Shares”) represent approximately 10.9% of
the shares of Common Stock issued and outstanding, including, for the
purpose of this calculation, the 1,287,943 shares of Common Stock issuable
upon exercise of the Warrants. The DESCO LP Shares are
comprised of the Subject Shares.
Laminar
has the power to vote or direct the vote of (and the power to dispose or
direct the disposition of) the Laminar Shares. Oculus has the
power to vote or direct the vote of (and the power to dispose or direct
the disposition of) the Oculus Shares. Laminar disclaims
beneficial ownership of the Oculus Shares, and Oculus disclaims beneficial
ownership of the Laminar Shares.
DESCO
LP, as Laminar’s and Oculus’s investment adviser, and DESCO LLC, as
Laminar’s and Oculus’s managing member, may be deemed to have the shared
power to vote or direct the vote of (and the shared power to dispose or
direct the disposition of) the Subject Shares. As managing
member of DESCO LLC, DESCO II, Inc. may be deemed to have the shared power
to vote or direct the vote of (and the shared power to dispose or direct
the disposition of) the Subject Shares. As general partner of
DESCO LP, DESCO, Inc. may be deemed to have the shared power to vote or
direct the vote of (and the shared power to dispose or direct the
disposition of) the Subject Shares. None of DESCO LP, DESCO LLC,
DESCO, Inc., or DESCO II, Inc., owns any shares of Common Stock
directly, and each such entity disclaims beneficial ownership of
the Subject Shares.
David
E. Shaw does not own any shares of Common Stock directly. By virtue
of David E. Shaw’s position as president and sole shareholder of DESCO,
Inc., which is the general partner of DESCO LP, and by virtue of David E.
Shaw’s position as president and sole shareholder of DESCO II, Inc., which
is the managing member of DESCO LLC, David E. Shaw may be deemed to have
the shared power to vote or direct the vote of (and the shared power to
dispose or direct the disposition of) the Subject Shares. David
E. Shaw disclaims beneficial ownership of the Subject
Shares.
As
of the date hereof, neither any Reporting Person nor, to the best
knowledge of any Reporting Person, any of the persons set forth in Item 2
owns any shares of Common Stock other than the Subject
Shares.
Paragraph
(c) of Item 5 of the Schedule 13D is hereby deleted in its entirety and
replaced as follows:
The
trading dates, number of shares of Common Stock purchased or sold and the
price per share for all transactions by the Reporting Persons in the
shares of Common Stock in the last sixty (60) days, which were all
brokered transactions, are set forth
below:
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Name
|
Date
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Price
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Number of Shares Purchased /
(Sold)
|
Laminar
|
5/21/2008
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$27.00
|
(3,114,338)
|
Laminar
|
5/21/2008
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$27.30
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(1,308,591)
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Laminar
|
5/21/2008
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$27.83
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(299)
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Laminar
|
5/21/2008
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$27.90
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(75)
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Laminar
|
5/21/2008
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$27.95
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(149)
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Laminar
|
5/21/2008
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$27.96
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(374)
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Oculus
|
5/21/2008
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$27.00
|
(1,047,662)
|
Oculus
|
5/21/2008
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$27.30
|
(440,209)
|
Oculus
|
5/21/2008
|
$27.83
|
(101)
|
Oculus
|
5/21/2008
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$27.90
|
(25)
|
Oculus
|
5/21/2008
|
$27.95
|
(51)
|
Oculus
|
5/21/2008
|
$27.96
|
(126)
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Item
7.
|
Material
to be Filed as Exhibits
|
Exhibit
1
|
Power
of Attorney, granted by David E. Shaw relating to D. E. Shaw & Co.,
Inc., in favor of the signatories hereto, among others, dated October 24,
2007.
|
Exhibit
2
|
Power
of Attorney, granted by David E. Shaw relating to D. E. Shaw & Co. II,
Inc., in favor of the signatories hereto, among others, dated October 24,
2007.
|
D.
E. SHAW LAMINAR PORTFOLIOS, L.L.C.
|
||
By:
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D.
E. SHAW & CO., L.L.C., as Managing Member
|
|
By:
|
/s/Rochelle Elias | |
Name:
Rochelle Elias
|
||
Title:
Chief Compliance Officer
|
D.
E. SHAW OCULUS PORTFOLIOS, L.L.C.
|
||
By:
|
D.
E. SHAW & CO., L.L.C., as Managing Member
|
|
By:
|
/s/Rochelle Elias | |
Name:
Rochelle Elias
|
||
Title:
Chief Compliance Officer
|
D.
E. SHAW & CO., L.L.C.
|
|
By:
|
/s/Rochelle Elias |
Name:
Rochelle Elias
|
|
Title:
Chief Compliance Officer
|
D.
E. SHAW & CO., L.P.
|
|
By:
|
/s/Rochelle Elias |
Name:
Rochelle Elias
|
|
Title:
Chief Compliance Officer
|
DAVID
E. SHAW
|
|
By:
|
/s/Rochelle Elias |
Name:
Rochelle Elias
|
|
Title:
Attorney-in-Fact for David E. Shaw
|