13G Filing: Amici Capital and Model N, Inc. (MODN)

Item 4.

Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:

Amici Capital, LLC – 1,438,300 shares

Paul E. Orlin – 1,438,300 shares

(b)

Percent of class:

Amici Capital, LLC – 5.4%

Paul E. Orlin – 5.4%

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote

Amici Capital, LLC – 0

Paul E. Orlin – 0

,

(ii)

Shared power to vote or to direct the vote

Amici Capital, LLC – 1,438,300

Paul E. Orlin – 1,438,300

,

(iii)

Sole power to dispose or to direct the disposition of

Amici Capital, LLC – 0

Paul E. Orlin – 0

,

(iv)

Shared power to dispose or to direct the disposition of

Amici Capital, LLC – 1,438,300

Paul E. Orlin – 1,438,300

.

Item 5.

Ownership of Five Percent or Less of a Class.

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 [_].

N/A

Item 6.

Ownership of More Than Five Percent on Behalf of Another Person.

If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified.  A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.

All securities reported in this Schedule 13G are owned by advisory clients of Amici Capital, LLC.  None of the advisory clients individually own more than 5% of the outstanding shares.