Sec Form 4 Filing - PRENDEL, LLC @ dELiAs, Inc. - 2014-12-17

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
PRENDEL, LLC
2. Issuer Name and Ticker or Trading Symbol
dELiAs, Inc. [ DLIA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O PRENTICE CAPITAL MANAGEMENT, LP,, 33 BENEDICT PLACE, 2ND FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
12/17/2014
(Street)
GREENWICH, CT06830
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/17/2014 S 100,000 D $ 0.0065 5,971,429 D ( 1 )
Common Stock 12/17/2014 S 950,000 D $ 0.0063 5,021,429 D ( 1 )
Common Stock 12/17/2014 S 950,000 D $ 0.0062 4,071,429 D ( 1 )
Common Stock 12/17/2014 S 100,000 D $ 0.0066 3,971,429 D ( 1 )
Common Stock 12/17/2014 S 900,000 D $ 0.007 3,071,429 D ( 1 )
Common Stock 12/18/2014 S 900,000 D $ 0.0055 2,171,429 D ( 1 )
Common Stock 12/18/2014 S 171,429 D $ 0.0054 2,000,000 D ( 1 )
Common Stock 12/18/2014 S 550,000 D $ 0.0054 1,450,000 D ( 1 )
Common Stock 12/18/2014 S 300,000 D $ 0.0054 1,150,000 D ( 1 )
Common Stock 12/18/2014 S 200,000 D $ 0.0054 950,000 D ( 1 )
Common Stock 12/18/2014 S 950,000 D $ 0.0053 0 D ( 1 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PRENDEL, LLC
C/O PRENTICE CAPITAL MANAGEMENT, LP,
33 BENEDICT PLACE, 2ND FLOOR
GREENWICH, CT06830
X X
Prentice Capital Management, LP
33 BENEDICT PLACE
2ND FLOOR
GREENWICH, CT06830
X X
Zimmerman Michael
33 BENEDICT PLACE
2ND FLOOR
GREENWICH, CT06830
X X
Signatures
/s/ Michael Zimmerman, individually and as CEO of Prentice Capital Management, LP, for itself and as Investment Manager of Prendel LLC 12/18/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The securities of dELiA*s, Inc. (the "Issuer") reported herein were held by Prendel LLC ("Prendel"). Prentice Capital Management, LP ("Prentice Capital") is the investment manager of Prendel, and Michael Zimmerman controls, and is responsible for the supervision and conduct of all investment activities of, Prentice Capital. Prentice Capital and Michael Zimmerman are filing this Form 4 jointly with Prendel. Mr. Zimmerman and Prentice Capital disclaim beneficial ownership of the securities reported in this Form 4, except to the extent of their pecuniary interest therein.

Remarks:
Remarks: Michael Zimmerman, one of the Reporting Persons, is a director of dELiAs, Inc.

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 4(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).

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