sc13d07878002_01112010.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)

(Amendment No.  )1

Denny’s Corporation
(Name of Issuer)

Common Stock, par value $0.01
(Title of Class of Securities)

24869P104
(CUSIP Number)
 
STEVEN WOLOSKY, ESQ.
RON S. BERENBLAT, ESQ.
OLSHAN GRUNDMAN FROME ROSENZWEIG & WOLOSKY LLP
Park Avenue Tower
65 East 55th Street
New York, New York 10022
(212) 451-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

January 11, 2010
(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.


_______________
1              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 disclosures provided in a prior cover page.

The information required on 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).
 

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
OAK STREET CAPITAL MASTER FUND, LTD.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
CAYMAN ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
1,728,718
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
1,728,718
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,728,718
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.8%
14
TYPE OF REPORTING PERSON
 
CO

2

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
OAK STREET CAPITAL MANAGEMENT, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
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
 
1,825,843
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
1,825,843
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,825,843
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.9%
14
TYPE OF REPORTING PERSON
 
OO

3

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
DAVID MAKULA
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
1,825,843
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
1,825,843
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,825,843
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.9%
14
TYPE OF REPORTING PERSON
 
IN

4

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
PATRICK WALSH
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
PF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
43,000
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
43,000
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
43,000
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
IN

5

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
SOUNDPOST CAPITAL, LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
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
 
1,384,259
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
1,384,259
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,384,259
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.4%
14
TYPE OF REPORTING PERSON
 
PN

6

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
SOUNDPOST CAPITAL OFFSHORE, LTD.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
CAYMAN ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
531,360
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
531,360
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
531,360
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
CO

7

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
SOUNDPOST ADVISORS, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
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
 
1,384,259
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
1,384,259
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,384,259
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.4%
14
TYPE OF REPORTING PERSON
 
OO

8

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
SOUNDPOST PARTNERS, LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
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
 
890,741
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
890,741
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
890,741
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
PN

9

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
SOUNDPOST INVESTMENTS, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
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
 
890,741
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
890,741
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
890,741
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

10

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
JAIME LESTER
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
2,275,000
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
2,275,000
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,275,000
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
2.4%
14
TYPE OF REPORTING PERSON
 
IN

11

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
LYRICAL OPPORTUNITY PARTNERS II, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
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
 
338,500
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
338,500
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
338,500
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
PN

12

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
LYRICAL OPPORTUNITY PARTNERS II, LTD.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
CAYMAN ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
368,600
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
368,600
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
368,600
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
CO

13

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
LYRICAL OPPORTUNITY PARTNERS II GP, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
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
 
338,500
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
338,500
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
338,500
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
PN

14

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
LYRICAL CORP III, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
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
 
338,500
9
SOLE DISPOSITIVE POWER
 
 - 0 -
10
SHARED DISPOSITIVE POWER
 
338,500
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
338,500
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

15

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
LYRICAL PARTNERS, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
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
 
368,600
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
368,600
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
368,600
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
PN

16

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
LYRICAL CORP I, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
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
 
368,600
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
368,600
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
368,600
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

17

CUSIP NO. 24869P104
 
1
NAME OF REPORTING PERSON
 
JEFFREY KESWIN
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
707,100
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
707,100
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
707,100
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
IN

18

CUSIP NO. 24869P104
 
The following constitutes the Schedule 13D filed by the undersigned (the “Schedule 13D”).
 
Item 1.
Security and Issuer.
 
This statement relates to shares of the Common Stock, par value $0.01 per share (the “Shares”), of Denny’s Corporation (the “Issuer”).  The address of the principal executive offices of the Issuer is 203 East Main Street, Spartanburg, South Carolina 29319-0001.
 
Item 2.
Identity and Background.
 
(a)           This statement is filed by Oak Street Capital Master Fund, Ltd., a Cayman Islands exempted company (“Oak Street Master”), Oak Street Capital Management, LLC, a Delaware limited liability company (“Oak Street Management”), David Makula, Patrick Walsh, Soundpost Capital, LP, a Delaware limited partnership (“Soundpost Onshore”), Soundpost Capital Offshore, Ltd., a Cayman Islands exempted company (“Soundpost Offshore”), Soundpost Advisors, LLC, a Delaware limited liability company (“Soundpost Advisors”), Soundpost Partners, LP, a Delaware limited partnership (“Soundpost Partners”), Soundpost Investments, LLC, a Delaware limited liability company (“Soundpost Investments”), Jaime Lester, Lyrical Opportunity Partners II, L.P., a Delaware limited partnership (“Lyrical Onshore”), Lyrical Opportunity Partners II, Ltd., a Cayman Islands exempted company (“Lyrical Offshore”), Lyrical Opportunity Partners II GP, L.P., a Delaware limited partnership (“Lyrical Onshore GP”), Lyrical Corp III, LLC, a Delaware limited liability company (“Lyrical III”), Lyrical Partners, L.P., a Delaware limited partnership (“Lyrical Partners”), Lyrical Corp I, LLC, a Delaware limited liability company (“Lyrical I”), and Jeffrey Keswin.  Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”
 
Oak Street Management is the investment manager of Oak Street Master and a managed account (the “Oak Street Account”).  Oak Street Management has sole voting and dispositive power over the securities held in the Oak Street Account.  Mr. Makula is the sole managing member of Oak Street Management.
 
Soundpost Advisors is the general partner of Soundpost Onshore.  Soundpost Partners is the investment manager of each of Soundpost Offshore and a managed account (the “Soundpost Account”).  Soundpost Partners has sole voting and dispositive power over the securities held in the Soundpost Account.  Soundpost Investments is the general partner of Soundpost Partners.  Mr. Lester is the sole managing member of Soundpost Advisors and Soundpost Investments.
 
Lyrical Onshore GP is the general partner of Lyrical Onshore.  Lyrical III is the general partner of Lyrical Onshore GP.  Lyrical Partners is the investment manager of Lyrical Offshore.  Lyrical I is the general partner of Lyrical Partners.  Mr. Keswin is the sole managing member of Lyrical III and Lyrical I.
 
Set forth on Schedule A annexed hereto is the name and present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted of (i) the directors of Oak Street Master, (ii) the directors of Soundpost Offshore and (iii) the directors of Lyrical Offshore, as of the date hereof.
 
(b)           The principal business address of Oak Street Master is c/o Goldman Sachs (Cayman) Trust, Limited, Gardenia Court, Suite 3307, 45 Market Street, Camana Bay, P.O. Box 896, Cayman Islands, KY1-1103.  The principal business address of each of Oak Street Management and Messrs. Makula and Walsh is 111 S. Wacker Drive, 33rd Floor, Chicago, Illinois 60606.
 
19

CUSIP NO. 24869P104
 
The principal business address of each of Soundpost Onshore, Soundpost Advisors, Soundpost Partners, Soundpost Investments and Mr. Lester is 405 Park Avenue, 6th Floor, New York, New York 10022.  The principal business address of Soundpost Offshore is Gardenia Court, Suite 3307, 45 Market Street, Camana Bay, P.O. Box 896, Grand Cayman, Cayman Islands, KY1-1103.
 
The principal business address of each of Lyrical Onshore, Lyrical Onshore GP, Lyrical III, Lyrical Partners, Lyrical I and Mr. Keswin is 405 Park Avenue, 6th Floor, New York, New York 10022.  The principal business address of Lyrical Offshore is c/o Ogier Fiduciary Services (Cayman) Limited, P.O. Box 1234 GT, Queensgate House, South Church Street, Grand Cayman, Cayman Islands, KY1-1108.
 
(c)           The principal business of Oak Street Master is investing in securities.  The principal business of Oak Street Management is serving as the investment manager of Oak Street Master and the Oak Street Account.  The principal occupation of Mr. Makula is serving as the managing member of Oak Street Management.  The principal occupation of Mr. Walsh is serving as a Senior Partner of Oak Street Management.
 
The principal business of Soundpost Advisors is providing investment management services to private individuals and institutions and serving as the general partner of Soundpost Onshore.  The principal business of Soundpost Partners is providing investment management services to private individuals and institutions and serving as the investment manager of each of Soundpost Offshore and the Soundpost Account.  The principal business of each of Soundpost Onshore and Soundpost Offshore is investing in securities.  The principal business of Soundpost Investments is serving as the general partner of Soundpost Partners.  The principal occupation of Mr. Lester is serving as the managing member of Soundpost Advisors and Soundpost Investments.
 
The principal business of Lyrical Onshore GP is providing investment management services to private individuals and institutions and serving as the general partner of Lyrical Onshore.  The principal business of Lyrical Partners is providing investment management services to private individuals and institutions and serving as the investment manager of Lyrical Offshore.  The principal business of each of Lyrical Onshore and Lyrical Offshore is investing in securities.  The principal business of Lyrical III is serving as the general partner of Lyrical Onshore GP.  The principal business of Lyrical I is serving as the general partner of Lyrical Partners.  The principal occupation of Mr. Keswin is serving as the managing member of Lyrical III and Lyrical I.
 
(d)           No Reporting Person or any person listed in Schedule A annexed hereto has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
 
(e)           No Reporting Person or any person listed in Schedule A annexed hereto has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
 
(f)           Each of Messrs. Makula, Walsh, Lester and Keswin is a citizen of the United States of America.  The citizenships of the persons listed on Schedule A are set forth thereon.
 
Item 3.
Source and Amount of Funds or Other Consideration.
 
The aggregate purchase price of the 1,728,718 Shares owned directly by Oak Street Master is approximately $3,967,456, including brokerage commissions.  The Shares owned directly by Oak Street Master were acquired with the working capital of such entity.
 
20

CUSIP NO. 24869P104
 
The aggregate purchase price of the 97,125 Shares held in the Oak Street Account is approximately $222,913, including brokerage commissions.  The Shares held in the Oak Street Account were acquired with the funds of clients of Oak Street Management.
 
The aggregate purchase price of the 43,000 Shares owned directly by Mr. Walsh is approximately $98,255, including brokerage commissions.  The Shares owned directly by Mr. Walsh were acquired with personal funds.
 
The aggregate purchase price of the 1,384,259 Shares owned directly by Soundpost Onshore is approximately $3,315,983, including brokerage commissions.  The aggregate purchase price of the 531,360 Shares owned directly by Soundpost Offshore is approximately $1,263,775, including brokerage commissions.  The Shares owned directly by Soundpost Onshore and Soundpost Offshore were acquired with the respective working capital of such entities.
 
The aggregate purchase price of the 359,381 Shares held in the Soundpost Account is approximately $865,854, including brokerage commissions.  The Shares held in the Soundpost Account were acquired with the funds of clients of Soundpost Partners.
 
The aggregate purchase price of the 338,500 Shares owned directly by Lyrical Onshore is approximately $782,252, including brokerage commissions.  The aggregate purchase price of the 368,600 Shares owned directly by Lyrical Offshore is approximately $852,107, including brokerage commissions.  The Shares owned directly by Lyrical Onshore and Lyrical Offshore were acquired with the respective working capital of such entities.
 
The securities reported herein are held primarily in margin accounts maintained with prime brokers, which may extend margin credit as and when required to open or carry positions in the margin accounts, subject to applicable federal margin regulations, stock exchange rules and the prime brokers’ credit policies.  In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the accounts.
 
Item 4.
Purpose of Transaction.
 
The Reporting Persons purchased the Shares based on their belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity.  Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase of additional Shares desirable, the Reporting Persons may endeavor to increase their respective positions in the Issuer through, among other things, the purchase of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.
 
No Reporting Person has any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon completion of any of the actions discussed above.  The Reporting Persons intend to review their respective investments in the Issuer on a continuing basis and engage in discussions with management, the Board of Directors, shareholders and franchisees of the Issuer concerning the business, operations and future plans of the Issuer.  Depending on various factors including, without limitation, the Issuer’s financial position and investment strategy, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their respective investments in the Issuer as they deem appropriate including, without limitation, seeking Board representation, making proposals to the Issuer concerning changes to the capitalization, ownership structure or operations of the Issuer, purchasing additional Shares, selling some or all of their Shares, engaging in short selling of or any hedging or similar transaction with respect to the Shares or changing their intention with respect to any and all matters referred to in Item 4.
 
21

CUSIP NO. 24869P104
 
Item 5.
Interest in Securities of the Issuer.
 
(a)           The aggregate percentage of Shares reported owned by each person named herein is based upon 96,605,496 Shares outstanding, which is the total number of Shares outstanding as reported in the Issuer’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on October 30, 2009.
 
As of the close of business on January 20, 2010, Oak Street Master owned directly 1,728,718 Shares, constituting approximately 1.8% of the Shares outstanding.  By virtue of their relationships with Oak Street Master discussed in further detail in Item 2, each of Oak Street Management and Mr. Makula may be deemed to beneficially own the Shares owned directly by Oak Street Master.
 
As of the close of business on January 20, 2010, 97,125 Shares, constituting less than 1% of the Shares outstanding, were held in the Oak Street Account.  By virtue of their relationships with the Oak Street Account discussed in further detail in Item 2, each of Oak Street Management and Mr. Makula may be deemed to beneficially own the Shares held in the Oak Street Account.
 
As of the close of business on January 20, 2010, Mr. Walsh owned directly 43,000 Shares, constituting less than 1% of the Shares outstanding.
 
As of the close of business on January 20, 2010, Soundpost Onshore owned directly 1,384,259 Shares, constituting approximately 1.4% of the Shares outstanding.  As of the close of business on January 20, 2010, Soundpost Offshore owned directly 531,360 Shares, constituting less than 1% of the Shares outstanding.  By virtue of their relationships with Soundpost Onshore discussed in further detail in Item 2, each of Soundpost Advisors and Mr. Lester may be deemed to beneficially own the Shares owned directly by Soundpost Onshore.  By virtue of their relationships with Soundpost Offshore discussed in further detail in Item 2, each of Soundpost Partners, Soundpost Investments and Mr. Lester may be deemed to beneficially own the Shares owned directly by Soundpost Offshore.
 
As of the close of business on January 20, 2010, 359,381 Shares, constituting less than 1% of the Shares outstanding, were held in the Soundpost Account.  By virtue of their relationships with the Soundpost Account discussed in further detail in Item 2, each of Soundpost Partners, Soundpost Investments and Mr. Lester may be deemed to beneficially own the Shares held in the Soundpost Account.
 
As of the close of business on January 20, 2010, Lyrical Onshore owned directly 338,500 Shares, constituting less than 1% of the Shares outstanding.  As of the close of business on January 20, 2010, Lyrical Offshore owned directly 368,600 Shares, constituting less than 1% of the Shares outstanding.  By virtue of their relationships with Lyrical Onshore discussed in further detail in Item 2, each of Lyrical Onshore GP, Lyrical III and Mr. Keswin may be deemed to beneficially own the Shares owned directly by Lyrical Onshore.  By virtue of their relationships with Lyrical Offshore discussed in further detail in Item 2, each of Lyrical Partners, Lyrical I and Mr. Keswin may be deemed to beneficially own the Shares owned directly by Lyrical Offshore.
 
This statement reports an aggregate of 4,850,943 Shares, constituting approximately 5.0% of the Shares outstanding.
 
Each of the Reporting Persons, as a member of a “group” with the other Reporting Persons for purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), may be deemed to beneficially own the Shares owned by the other Reporting Persons.  The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Exchange Act, the beneficial owners of any Shares he or it does not directly own.  Each of the Reporting Persons specifically disclaims beneficial ownership of the Shares reported herein that he or it does not directly own.
 
22

CUSIP NO. 24869P104
 
(b)           Oak Street Management, Mr. Makula and Oak Street Master have shared voting and dispositive power with respect to the Shares owned directly by Oak Street Master.  Oak Street Management and Mr. Makula have shared voting and dispositive power with respect to the Shares held in the Oak Street Account.  Mr. Walsh has sole voting and dispositive power with respect to the Shares he owns directly.
 
Soundpost Advisors, Mr. Lester and Soundpost Onshore have shared voting and dispositive power with respect to the Shares owned directly by Soundpost Onshore.  Soundpost Partners, Soundpost Investments, Mr. Lester and Soundpost Offshore have shared voting and dispositive power with respect to the Shares owned directly by Soundpost Offshore.  Soundpost Partners, Soundpost Investments and Mr. Lester have shared voting and dispositive power with respect to the Shares held in the Soundpost Account.
 
Lyrical Onshore GP, Lyrical III, Mr. Keswin and Lyrical Onshore have shared voting and dispositive power with respect to the Shares owned directly by Lyrical Onshore.  Lyrical Partners, Lyrical I, Mr. Keswin and Lyrical Offshore have shared voting and dispositive power with respect to the Shares owned directly by Lyrical Offshore.
 
(c)           Schedule B annexed hereto lists all transactions in securities of the Issuer during the past sixty days by the Reporting Persons.  All of such transactions were effected in the open market.
 
(d)           No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares, except for (i) clients of Oak Street Management with respect to the Shares held in the Oak Street Account and (ii) clients of Soundpost Partners with respect to the Shares held in the Soundpost Account.
 
(e)           Not applicable.
 
Item 6.
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
 
Pursuant to Rule 13d-1(k) promulgated under the Exchange Act, the Reporting Persons have entered into an agreement with respect to the joint filing of this statement, and any amendment or amendments thereto.  Except as set forth herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer.
 
Item 7.
Material to be Filed as Exhibits.
 
 
99.1
Joint Filing Agreement by and among Oak Street Capital Master Fund, Ltd., Oak Street Capital Management, LLC, David Makula, Patrick Walsh, Soundpost Capital, LP, Soundpost Capital Offshore, Ltd., Soundpost Advisors, LLC, Soundpost Partners, LP, Soundpost Investments, LLC, Jaime Lester, Lyrical Opportunity Partners II, L.P., Lyrical Opportunity Partners II, Ltd., Lyrical Opportunity Partners II GP, L.P., Lyrical Corp III, LLC, Lyrical Partners, L.P., Lyrical Corp I, LLC, and Jeffrey Keswin dated January 21, 2010.
 
23

CUSIP NO. 24869P104
 
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: January 21, 2010
OAK STREET CAPITAL MASTER FUND, LTD.
   
 
By:
Oak Street Capital Management, LLC
Investment Manager
   
 
By:
/s/ David Makula
   
David Makula
Managing Member


 
OAK STREET CAPITAL MANAGEMENT, LLC
   
 
By:
/s/ David Makula
   
David Makula
Managing Member


 
/s/ David Makula
 
DAVID MAKULA


 
/s/ Patrick Walsh
 
PATRICK WALSH

 
24

CUSIP NO. 24869P104

 
 
SOUNDPOST CAPITAL, LP
   
 
By:
Soundpost Advisors, LLC
General Partner
   
 
By:
/s/ Jaime Lester
   
Jaime Lester
Managing Member


 
SOUNDPOST CAPITAL OFFSHORE, LTD.
   
 
By:
Soundpost Partners, LP
Investment Manager
   
 
By:
Soundpost Investments, LLC
General Partner
   
 
By:
/s/ Jaime Lester
   
Jaime Lester
Managing Member


 
SOUNDPOST ADVISORS, LLC
   
 
By:
/s/ Jaime Lester
   
Jaime Lester
Managing Member


 
SOUNDPOST PARTNERS, LP
   
 
By:
Soundpost Investments, LLC
General Partner
   
 
By:
/s/ Jaime Lester
   
Jaime Lester
Managing Member


 
SOUNDPOST INVESTMENTS, LLC
   
 
By:
/s/ Jaime Lester
   
Jaime Lester
Managing Member


 
/s/ Jaime Lester
 
JAIME LESTER

 
25

CUSIP NO. 24869P104

 
 
LYRICAL OPPORTUNITY PARTNERS II, L.P.
   
 
By:
Lyrical Opportunity Partners II GP, L.P.
General Partner
   
 
By:
Lyrical Corp III, LLC
General Partner
   
 
By:
/s/ Jeffrey Keswin
   
Jeffrey Keswin
Managing Member


 
LYRICAL OPPORTUNITY PARTNERS II, LTD.
   
 
By:
Lyrical Partners, L.P.
Investment Manager
   
 
By:
Lyrical Corp I, LLC
General Partner
   
 
By:
/s/ Jeffrey Keswin
   
Jeffrey Keswin
Managing Member


 
LYRICAL OPPORTUNITY PARTNERS II GP, L.P.
   
 
By:
Lyrical Corp III, LLC
General Partner
   
 
By:
/s/ Jeffrey Keswin
   
Jeffrey Keswin
Managing Member


 
LYRICAL CORP III, LLC
   
 
By:
/s/ Jeffrey Keswin
   
Jeffrey Keswin
Managing Member


 
LYRICAL PARTNERS, L.P.
   
 
By:
Lyrical Corp I, LLC
General Partner
   
 
By:
/s/ Jeffrey Keswin
   
Jeffrey Keswin
Managing Member
 
 
26

CUSIP NO. 24869P104

 
LYRICAL CORP I, LLC
   
 
By:
/s/ Jeffrey Keswin
   
Jeffrey Keswin
Managing Member


 
/s/ Jeffrey Keswin
 
JEFFREY KESWIN

 
27

CUSIP NO. 24869P104
 
SCHEDULE A
 
Directors of Oak Street Capital Master Fund, Ltd.
 

Name
 
Principal Occupation
 
Principal
Business Address
 
Citizenship
Ronan Guilfoyle
 
Manager of dms Management Ltd.,
a management company
 
c/o dms Management Ltd.
P.O. Box 31910
dms House, 20 Genesis Close
Grand Cayman
Cayman Islands
KY1-1208
 
 
Ireland
Roger H. Hanson
 
Director of dms Management Ltd.,
a management company
 
c/o dms Management Ltd.
P.O. Box 31910
dms House, 20 Genesis Close
Grand Cayman
Cayman Islands
KY1-1208
 
 
United Kingdom
David Makula
 
See Item 2
 
See Item 2
 
 
See Item 2

 
Directors of Soundpost Capital Offshore, Ltd.
 

Name
 
Principal Occupation
 
Principal
Business Address
 
Citizenship
Ian Goodall
 
Manager of International Management Services Ltd.,
a management company
 
c/o International Management Services Ltd.
Harbour Centre, 4th Floor
North Church Street
P.O. Box 61
George Town
Grand Cayman
Cayman Islands
KY1-1102
 
 
United Kingdom
Sarah Kelly
 
Manager of International Management Services Ltd.,
a management company
 
c/o International Management Services Ltd.
Harbour Centre, 4th Floor
North Church Street
P.O. Box 61
George Town
Grand Cayman
Cayman Islands
KY1-1102
 
 
United Kingdom
Jaime Lester
 
See Item 2
 
See Item 2
 
See Item 2
 

CUSIP NO. 24869P104
 
Directors of Lyrical Opportunity Partners II, Ltd.
 

Name
 
Principal Occupation
 
Principal
Business Address
 
Citizenship
Evan Burtton
 
Senior Manager of Fund Services at Ogier Fiduciary Services (Cayman) Limited, a fiduciary services firm
 
c/o Ogier Fiduciary Services (Cayman) Limited
P.O. Box 1234 GT
Queensgate House
South Church Street
Grand Cayman
Cayman Islands
KY1-1108
 
 
New Zealand
Victor Pisante
 
Founder, Bluehouse Capital Advisors Ltd., a real estate private equity firm
 
c/o Bluehouse Capital Advisors Ltd.
6, Othonos Street
105 57 Athens
Greece
 
 
Italy
Jeffrey Keswin
 
See Item 2
 
See Item 2
 
See Item 2

 

CUSIP NO. 24869P104
SCHEDULE B
 
Transactions in the Securities of the Issuer During the Past 60 Days
 
Class of
Security
Securities
Purchased / (Sold)
Price Per
Share ($)
Date of
Purchase / Sale

OAK STREET CAPITAL MASTER FUND, LTD.
 
Common Stock
47,500
 
2.2814
11/12/09
Common Stock
23,625
 
2.2380
11/13/09
Common Stock
94,500
 
2.3393
11/18/09
Common Stock
118,750
 
2.2358
11/20/09
Common Stock
47,500
 
2.2286
11/23/09
Common Stock
21,375
 
2.4300
12/15/09
Common Stock
11,685
 
2.4155
12/16/09
Common Stock
9,310
 
2.4402
12/17/09
Common Stock
95,000
 
2.2875
12/23/09
Common Stock
47,500
 
2.2800
12/24/09
Common Stock
95,000
 
2.2153
12/28/09
Common Stock
47,500
 
2.1899
12/29/09
Common Stock
23,750
 
2.1600
12/31/09

 
OAK STREET CAPITAL MANAGEMENT, LLC
(Through Oak Street Account)
 
Common Stock
2,500
 
2.2814
11/12/09
Common Stock
1,375
 
2.2380
11/13/09
Common Stock
5,500
 
2.3393
11/18/09
Common Stock
6,250
 
2.2358
11/20/09
Common Stock
2,500
 
2.2286
11/23/09
Common Stock
1,125
 
2.4300
12/15/09
Common Stock
615
 
2.4155
12/16/09
Common Stock
490
 
2.4402
12/17/09
Common Stock
5,000
 
2.2875
12/23/09
Common Stock
2,500
 
2.2800
12/24/09
Common Stock
5,000
 
2.2153
12/28/09
Common Stock
2,500
 
2.1899
12/29/09
Common Stock
1,250
 
2.1600
12/31/09
 

CUSIP NO. 24869P104
 
PATRICK WALSH
 
Common Stock
100
 
2.1601
11/13/09
Common Stock
381
 
2.2117
11/13/09
Common Stock
519
 
2.2165
11/13/09
Common Stock
2,000
 
2.2264
11/20/09
Common Stock
2,000
 
2.2364
11/23/09
Common Stock
2,000
 
2.1965
11/24/09
Common Stock
2,000
 
2.2464
12/01/09
Common Stock
3,000
 
2.2776
12/21/09
Common Stock
2,000
 
2.2664
12/21/09
Common Stock
800
 
2.2813
12/21/09
Common Stock
1,200
 
2.2841
12/21/09
Common Stock
1,000
 
2.2825
12/21/09
Common Stock
500
 
2.2755
12/21/09
Common Stock
500
 
2.2760
12/21/09
Common Stock
2,000
 
2.3464
12/21/09
Common Stock
1,500
 
2.2848
12/21/09
Common Stock
1,000
 
2.2829
12/22/09
Common Stock
625
 
2.2283
12/28/09
Common Stock
475
 
2.2353
12/28/09
Common Stock
2,000
 
2.1964
12/29/09
Common Stock
5,000
 
2.2086
12/31/09
Common Stock
1,000
 
2.1629
12/31/09
 
SOUNDPOST CAPITAL, LP
 
Common Stock
30,925
 
2.2609
11/25/09
Common Stock
18,555
 
2.2024
11/27/09
Common Stock
4,949
 
2.1958
11/30/09
Common Stock
30,930
 
2.2374
11/30/09
 

CUSIP NO. 24869P104
 
Common Stock
12,372
 
2.1970
11/30/09
Common Stock
5,567
 
2.1926
11/30/09
Common Stock
124
 
2.2475
12/01/09
Common Stock
44,500
 
2.2689
12/01/09
Common Stock
89
 
2.2900
12/01/09
Common Stock
43,820
 
2.3203
12/02/09
Common Stock
32,516
 
2.3245
12/02/09
Common Stock
32,909
 
2.3625
12/03/09
Common Stock
40,507
 
2.3849
12/03/09
Common Stock
42,348
 
2.3821
12/03/09
Common Stock
53,292
 
2.4624
12/04/09
Common Stock
36,558
 
2.4792
12/04/09
Common Stock
61,909
 
2.5393
12/07/09
Common Stock
46,431
 
2.5490
12/07/09
Common Stock
66,804
 
2.5320
12/07/09
Common Stock
29,741
 
2.4709
12/08/09
Common Stock
15,972
 
2.4776
12/08/09
Common Stock
104,254
 
2.4583
12/09/09
Common Stock
61,909
 
2.4557
12/09/09
Common Stock
248
 
2.4200
12/10/09
Common Stock
94,720
 
2.4412
12/10/09
Common Stock
123,817
 
2.4325
12/10/09
Common Stock
3,949
 
2.4344
12/11/09
Common Stock
12,691
 
2.4433
12/14/09
Common Stock
30,954
 
2.4419
12/15/09
Common Stock
10,648
 
2.4328
12/16/09
Common Stock
30,954
 
2.4391
12/17/09
Common Stock
15,477
 
2.4236
12/18/09
Common Stock
91,479
 
2.2999
12/22/09
Common Stock
6,191
 
2.2892
12/23/09
Common Stock
36,846
 
2.2249
01/04/10
Common Stock
(21,181)
 
2.1900
01/04/10
Common Stock
38,577
 
2.2351
01/05/10
 

CUSIP NO. 24869P104
 
Common Stock
41,074
 
2.2188
01/06/10
Common Stock
15,212
 
2.2481
01/07/10
Common Stock
21,296
 
2.2957
01/08/10
Common Stock
14,326
 
2.2912
01/11/10

 
SOUNDPOST CAPITAL OFFSHORE, LTD.
 
Common Stock
10,680
 
2.2609
11/25/09
Common Stock
6,408
 
2.2024
11/27/09
Common Stock
1,708
 
2.1958
11/30/09
Common Stock
10,679
 
2.2374
11/30/09
Common Stock
4,271
 
2.1970
11/30/09
Common Stock
1,923
 
2.1926
11/30/09
Common Stock
42
 
2.2475
12/01/09
Common Stock
15,363
 
2.2689
12/01/09
Common Stock
(418)
 
2.2900
12/01/09
Common Stock
14,941
 
2.3203
12/02/09
Common Stock
11,226
 
2.3245
12/02/09
Common Stock
11,221
 
2.3625
12/03/09
Common Stock
13,812
 
2.3849
12/03/09
Common Stock
14,439
 
2.3821
12/03/09
Common Stock
18,170
 
2.4624
12/04/09
Common Stock
12,465
 
2.4792
12/04/09
Common Stock
21,108
 
2.5393
12/07/09
Common Stock
15,831
 
2.5490
12/07/09
Common Stock
22,778
 
2.5320
12/07/09
Common Stock
10,140
 
2.4709
12/08/09
Common Stock
5,446
 
2.4776
12/08/09
Common Stock
35,546
 
2.4583
12/09/09
Common Stock
21,108
 
2.4557
12/09/09
Common Stock
84
 
2.4200
12/10/09
Common Stock
32,295
 
2.4412
12/10/09
Common Stock
42,216
 
2.4325
12/10/09
Common Stock
1,346
 
2.4344
12/11/09
 

CUSIP NO. 24869P104
 
Common Stock
4,327
 
2.4433
12/14/09
Common Stock
10,554
 
2.4419
12/15/09
Common Stock
3,631
 
2.4328
12/16/09
Common Stock
10,554
 
2.4391
12/17/09
Common Stock
5,277
 
2.4236
12/18/09
Common Stock
31,190
 
2.2999
12/22/09
Common Stock
2,111
 
2.2892
12/23/09
Common Stock
14,139
 
2.2249
01/04/10
Common Stock
44,663
 
2.1900
01/04/10
Common Stock
14,808
 
2.2351
01/05/10
Common Stock
15,766
 
2.2188
01/06/10
Common Stock
5,838
 
2.2481
01/07/10
Common Stock
8,175
 
2.2957
01/08/10
Common Stock
5,499
 
2.2912
01/11/10

 
SOUNDPOST PARTNERS, LP
(Through Soundpost Account)
 
Common Stock
8,395
 
2.2609
11/25/09
Common Stock
5,037
 
2.2024
11/27/09
Common Stock
1,343
 
2.1958
11/30/09
Common Stock
8,391
 
2.2374
11/30/09
Common Stock
3,357
 
2.1970
11/30/09
Common Stock
1,510
 
2.1926
11/30/09
Common Stock
34
 
2.2475
12/01/09
Common Stock
12,073
 
2.2689
12/01/09
Common Stock
329
 
2.2900
12/01/09
Common Stock
12,021
 
2.3203
12/02/09
Common Stock
8,822
 
2.3245
12/02/09
Common Stock
9,028
 
2.3625
12/03/09
Common Stock
11,112
 
2.3849
12/03/09
Common Stock
11,617
 
2.3821
12/03/09
Common Stock
14,620
 
2.4624
12/04/09
Common Stock
10,029
 
2.4792
12/04/09
 

CUSIP NO. 24869P104
 
Common Stock
16,983
 
2.5393
12/07/09
Common Stock
12,738
 
2.5490
12/07/09
Common Stock
18,326
 
2.5320
12/07/09
Common Stock
8,159
 
2.4709
12/08/09
Common Stock
4,382
 
2.4776
12/08/09
Common Stock
28,600
 
2.4583
12/09/09
Common Stock
16,983
 
2.4557
12/09/09
Common Stock
68
 
2.4200
12/10/09
Common Stock
25,985
 
2.4412
12/10/09
Common Stock
33,967
 
2.4325
12/10/09
Common Stock
1,083
 
2.4344
12/11/09
Common Stock
3,482
 
2.4433
12/14/09
Common Stock
8,492
 
2.4419
12/15/09
Common Stock
2,921
 
2.4328
12/16/09
Common Stock
8,492
 
2.4391
12/17/09
Common Stock
4,246
 
2.4236
12/18/09
Common Stock
25,096
 
2.2999
12/22/09
Common Stock
1,698
 
2.2892
12/23/09
Common Stock
9,567
 
2.2249
01/04/10
Common Stock
(23,482)
 
2.1900
01/04/10
Common Stock
10,015
 
2.2351
01/05/10
Common Stock
10,664
 
2.2188
01/06/10
Common Stock
3,950
 
2.2481
01/07/10
Common Stock
5,529
 
2.2957
01/08/10
Common Stock
3,719
 
2.2912
01/11/10

 
LYRICAL OPPORTUNITY PARTNERS II, L.P.
 
Common Stock
6,800
 
2.4395
12/15/09
Common Stock
14,700
 
2.4515
12/16/09
Common Stock
36,700
 
2.4265
12/17/09
Common Stock
10,800
 
2.4324
12/18/09
Common Stock
21,600
 
2.3035
12/21/09
Common Stock
47,300
 
2.2890
12/22/09
 

CUSIP NO. 24869P104
 
Common Stock
146,000
 
2.2789
12/23/09
Common Stock
22,900
 
2.2082
12/28/09
Common Stock
24,600
 
2.2053
12/29/09
Common Stock
6,200
 
2.2700
01/11/10
Common Stock
900
 
2.2900
01/12/10

 
LYRICAL OPPORTUNITY PARTNERS II, LTD.
 
Common Stock
7,600
 
2.4395
12/15/09
Common Stock
16,300
 
2.4515
12/16/09
Common Stock
40,800
 
2.4265
12/17/09
Common Stock
12,100
 
2.4324
12/18/09
Common Stock
23,941
 
2.3035
12/21/09
Common Stock
52,700
 
2.2890
12/22/09
Common Stock
162,659
 
2.2789
12/23/09
Common Stock
25,200
 
2.2082
12/28/09
Common Stock
27,300
 
2.2053
12/29/09