SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

RULE 13d-2(a)

(Amendment No. 9)¹

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ]

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are sent.

 

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(Page 1 of 5 Pages)

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¹The 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, as amended (the "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).

 

 

 

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This Amendment No. 9 (this "Amendment No. 9") amends and supplements the Schedule 13D originally filed with the Securities and Exchange Commission on March 2, 2004, by Atlantic Blue Group, Inc., f/k/a Atlantic Blue Trust, Inc., a Florida corporation ("Atlanticblue"), and Alico Holding, LLC, a Nevada limited liability company, as such original filing was amended and supplemented by Amendment No. 1, filed on August 26, 2004, Amendment No. 2, filed on October 15, 2004, Amendment No. 3, filed on December 22, 2004, Amendment No. 4, filed on February 3, 2005, Amendment No. 5, filed on March 22, 2005, Amendment No. 6 filed on May 4, 2006, Amendment No. 7 filed on May 18, 2006 and Amendment No. 8 filed on October 5, 2006 (as amended, the "Schedule 13D"). Except as indicated in this Amendment No. 9, all other information set forth in the Schedule 13D remains unchanged and capitalized terms used herein which are not defined herein have the meanings set forth in the Schedule 13D.

 

Item 2. Identity and Background

 

Atlantic Blue Trust, Inc. has changed its name to Atlantic Blue Group, Inc. Accordingly, Item 2 is hereby amended to reflect the name change. Each reference to "ABT" in the Schedule 13D shall be to Atlantic Blue Group, Inc.

 

Item 4. Item 4. Purpose of Transaction

 

On July 27, 2007, Atlanticblue requested that the Board of Directors of the Issuer nominate JD Alexander, President and Chief Executive Officer of Atlanticblue, for election as a director of the Issuer at the Issuer's 2007 annual meeting of shareholders. In making such request, Atlanticblue did not request that size of the Issuer's Board of Directors be increased or that the number of directors on the Issuer's Board of Directors who are also directors or shareholders (or spouses of shareholders) of Atlanticblue (currently 4) be increased.

 

Item 5. Interest in Securities of the Issuer

 

The information with respect to the beneficial ownership of Common Stock by the Reporting Person set forth in subsection (a) Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:

 

(a) According to the Issuer's quarterly report on Form 10-Q for the quarterly period ended May 31, 2007, as filed with the Securities and Exchange Commission on July 16, 2007, there were 7,364,084 shares of Common Stock issued and outstanding as of June 2, 2007. The Reporting Persons beneficially own, directly or indirectly, an aggregate of 3,725,457 shares of Common Stock (representing approximately 50.6% of the outstanding shares of Common Stock), all of which are directly owned by Holding.

 

 

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Page 5 of 5 Pages

 

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: July 31, 2007