13G Filing: Prescott Group Capital Management and Comstock Holding Companies, Inc. (CHCI)

---

Item 4

Ownership.

(a)

Prescott Capital is the beneficial owner of 290,572 shares of Common Stock and Mr. Phil Frohlich is the beneficial owner of 290,572 shares of Common Stock.

(b)

Prescott Capital and Mr. Phil Frohlich are the beneficial owners of 9.7% of the outstanding shares of Common Stock. This percentage is determined by dividing 290,572 by 2,981,000, the number of shares of Common Stock issued and outstanding as of November 16, 2015, as reported in the Issuers 10-Q/A filed on November 17, 2015.

(c)

Prescott Capital, as the general partner of the Small Cap Funds, the general partners of Prescott Master Fund, may direct the Small Cap Funds to direct the vote and disposition of the 290,572 shares of Common Stock held by Prescott Master Fund. As the principal of Prescott Capital, Mr. Phil Frohlich may direct the vote and disposition of the 290,572 shares of Common Stock held by Prescott Master Fund.

Item 5

Ownership of Five Percent or Less of a Class.

Inapplicable.

Item 6

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

Inapplicable.

Item 7

Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.

Inapplicable.

Item 8

Identification and Classification of Members of the Group.

Inapplicable.

Item 9

Notice of Dissolution of Group.

Inapplicable.

Item 10

Certification.

By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held 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 that purpose or effect.

8