| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 05/29/2007 |
3. Issuer Name and Ticker or Trading Symbol
AXS ONE INC [ AXO ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 1,815,693 | D(1) | |
| Common Stock | 150,350 | D(2) | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| 6% Series A Convertible Notes due May 29, 2009 | 05/29/2007 | 05/29/2009 | Common Stock | 1,250,000 | 1 | D(1) | |
| 6% Series B Convertible Notes due May 29, 2009 | 05/29/2007 | 05/29/2009 | Common Stock | 500,000 | 2.5 | D(1) | |
| Warrant | 05/29/2007 | 05/29/2014 | Common Stock | 1,000,000 | 0.01 | D(1) | |
| 6% Series A Convertible Notes due May 29, 2009 | 05/29/2007 | 05/29/2009 | Common Stock | 250,000 | 1 | D(2) | |
| 6% Series B Convertible Notes due May 29, 2009 | 05/29/2007 | 05/29/2009 | Common Stock | 100,000 | 2.5 | D(2) | |
| Warrant | 05/29/2007 | 05/29/2014 | Common Stock | 200,000 | 0.01 | D(2) | |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. These securities are owned by BlueLine Capital Partners, L.P., who is a member of a "group" with BlueLine Capital Partners II, L.P., BlueLine Partners, L.L.C., the sole general partner of BlueLine Capital Partners, L.P. and BlueLine Capital Partners II, L.P., and Timothy P. Bacci, a managing director of BlueLine Partners, L.L.C. |
| 2. These securities are owned by BlueLine Capital Partners II, L.P., who is a member of a "group" with BlueLine Capital Partners, L.P., BlueLine Partners, L.L.C., the sole general partner of BlueLine Capital Partners, L.P. and BlueLine Capital Partners II, L.P., and Timothy P. Bacci, a managing director of BlueLine Partners, L.L.C. |
| Remarks: |
| See attached |
| /s/ Scott A. Shuda, by power of attorney for all Reporting Persons | 06/08/2007 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||