UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No.__) *
Handleman Co.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
410252100
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(CUSIP Number)
December 31, 2006
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] 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
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. 887100105
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Met Investors Advisory, LLC
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
Not Applicable
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Maryland
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5. Sole Voting Power:
None
NUMBER OF ------------------------------
SHARES 6. Shared Voting Power:
BENEFICIALLY
OWNED BY 1,994,249*
EACH ------------------------------
REPORTING 7. Sole Dispositive Power:
PERSON
WITH 0
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8. Shared Dispositive Power:
1,994,249*
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,994,249*
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.8%
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12. TYPE OF REPORTING PERSON
IA
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* Met Investors Advisory, LLC, ("MetLife Investors") an investment advisor
registered under Section 203 of the Investment Advisors Act of 1940, serves
as investment manager of the Third Avenue Small Cap Portfolio a registered
investment under the Investment Company Act of 1940. In its role as
investment manager, MetLife Investors has entered into a sub-advisory
agreement with Third Avenue Management, LLC (the "sub-adviser") pursuant to
which the sub-adviser provides the day-to-day investment decisions for the
Third Avenue Small Cap Portfolio.
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Met Investors Series Trust
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
Not Applicable
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5. Sole Voting Power:
None
NUMBER OF ------------------------------
SHARES 6. Shared Voting Power:
BENEFICIALLY
OWNED BY 1,994,249
EACH ------------------------------
REPORTING 7. Sole Dispositive Power:
PERSON
WITH 0
------------------------------
8. Shared Dispositive Power:
1,994,249
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,994,249
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
--------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.8%
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12. TYPE OF REPORTING PERSON
IV
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ITEM 1 (A) Name of Issuer:
Handleman Co.
ITEM 1 (B) Address of Issuer's Principal Executive Offices:
500 Kirts Blvd, PO Box 7045
Troy, MI 48084-4142
ITEM 2 (A) Name of Person Filing:
1) Met Investors Advisory, LLC
2) Met Investors Series Trust
ITEM 2 (B) Address of Principal Business Office or,
if none, Residence:
5 Park Plaza, Suite 1900
Irvine, CA 92614
ITEM 2 (C) Citizenship:
1) Maryland
2) Delaware
ITEM 2 (D) Title of Class of Securities:
Common Stock, (the "Shares")
ITEM 2 (E) CUSIP Number:
410252100
ITEM 3 The person Filing this Schedule 13G is an:
Investment Company registered under Section 8 of the Investment
Company Act of 1940.
Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940
ITEM 4 OWNERSHIP.
ITEM 4 (A): Amount beneficially owned:
1,994,249shares
ITEM 4 (B): Percent of class:
9.8%
ITEM 4 (C): Number of shares as to which such person has:
(i) sole power to vote or to
direct the vote: None
(ii) shared power to vote or to
direct the vote: 1,994,249
(iii) sole power to dispose or to
direct the disposition of: 0
(iv) shared power to dispose or to
direct the disposition of: 1,994,249
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:
Third Avenue Small-Cap Value Portfolio, a series of Met
Investors Series Trust, a registered investment company under the
investment Company Act of 1940, has the right to receive dividends
from and the proceeds from the sale of 1,994,249of the shares
reported by Met Investors Advisory LLC.
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 acquired in the ordinary
course of business and 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 such 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 14, 2007
Met Investors Advisory, LLC
By: /s/ Richard C. Pearson
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Met Investors Series Trust
By: /s/ Richard C. Pearson
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