SEC Info - Quantum Industrial Partners LDC et al, et al. - ‘4’ for 5/23/13 re: Bluefly Inc.

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

QUANTUM INDUSTRIAL PARTNERS LDC ET AL

(Last)

(First)

(Middle)

KAYA FLAMBOYAN 9

WEILLEMSTAD

(Street)

CURACAO

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BLUEFLY INC [ BFLY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
5/23/13

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	5/23/13		S		6,480,070	D	$0.0076	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

QUANTUM INDUSTRIAL PARTNERS LDC ET AL

(Last)

(First)

(Middle)

KAYA FLAMBOYAN 9

WEILLEMSTAD

(Street)

CURACAO

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

QIH MANAGEMENT LLC

(Last)

(First)

(Middle)

888 SEVENTH AVENUE

33RD FLOOR

(Street)

NEW YORK

10106

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SOROS FUND MANAGEMENT LLC

(Last)

(First)

(Middle)

888 SEVENTH AVENUE

33RD FLOOR

(Street)

NEW YORK

10106

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

QIH MANAGEMENT INVESTOR LP

(Last)

(First)

(Middle)

888 SEVENTH AVENUE

33RD FLOOR

(Street)

NEW YORK

10106

(City)

(State)

(Zip)

Explanation of Responses:

(1) These securities are held for the benefit of Quantum Industrial Partners LDC, an exempted limited duration company formed under the laws of the Cayman Islands ("QIP"). QIH Management Investor, L.P., an investment advisory firm organized as a Delaware limited partnership ("QIHMI"), is a minority shareholder of, and is vested with investment discretion with respect to portfolio assets held for the account of, QIP. The sole general partner of QIHMI is QIH Management LLC, a Delaware limited liability company ("QIH Management"). Soros Fund Management LLC, a Delaware limited liability company, is the sole managing member of QIH Management.

Remarks:

The filing of this statement shall not be deemed an admission that any of the Reporting Persons are the beneficial owner of any securities not held directly for its account for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Reference is made to the joint filing information statement attached hereto as Exhibit 99.1

	/s/ Jodye Anzalotta, as Attorney-in-Fact of Quantum Industrial Partners LDC et al	5/28/13
	/s/ Jodye Anzalotta, as Assistant General Counsel of Soros Fund Management LLC, which is the Managing Member of QIH Management LLC	5/28/13
	/s/ Jodye Anzalotta, as Assistant General Counsel of Soros Fund Management LLC	5/28/13
	/s/ Jodye Anzalotta, as Assistant General Counsel of Soros Fund Management LLC, which is the Managing Member of QIH Management LLC, which is the general partner of QIH Management Investor, L.P.	5/28/13
	** 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 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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____________ Transaction Code:
S	Open market or private sale of non-derivative or derivative security.

Quantum Industrial Partners LDC et al, et al. – ‘4’ for 5/23/13 re: Bluefly Inc.

On: Tuesday, 5/28/13, at 8:07pm ET · For: 5/23/13 · As: 10% Owner · Accession #: 1209191-13-29246 · File #: 1-14498

Previous ‘4’: ‘4’ on 9/9/11 for 9/7/11 · Latest ‘4’: This Filing

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents

‘4’ — Statement of Changes in Beneficial Ownership of Securities by an Insider — c545494_4x1.xml/3.6

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Quantum Industrial Partners LDC et al, et al. – ‘4’ for 5/23/13 re: Bluefly Inc.

On: Tuesday, 5/28/13, at 8:07pm ET · For: 5/23/13 · As: 10% Owner · Accession #: 1209191-13-29246 · File #: 1-14498

Previous ‘4’: ‘4’ on 9/9/11 for 9/7/11 · Latest ‘4’: This Filing

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

‘4’ — Statement of Changes in Beneficial Ownership of Securities by an Insider — c545494_4x1.xml/3.6

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents