d1071541_13g-a.htm

 
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*


Answers Corporation
(Name of Issuer)


Common stock; $0.001 par value
(Title of Class of Securities)


03662X100
(CUSIP Number)


December 31, 2009
(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
[_]  Rule 13d-1(b)

[x]  Rule 13d-1(c)

[_]  Rule 13d-1(d)

__________
*The 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 the disclosures provided in a prior cover page.
 
The information required in 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 ("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).
 

 
 
 


 
CUSIP No
03662X100
    
     
1.
NAME OF REPORTING PERSONS
  
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  
 
Crossfields Fund I LP
  
     
     
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
   
(a)  [_]
   
(b)  [_]
     
3.
SEC USE ONLY
  
     
     
     
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
  
 
Delaware
  
     
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5.
SOLE VOTING POWER
  
 
0
  
     
     
6.
SHARED VOTING POWER
  
 
66,289
  
     
     
7.
SOLE DISPOSITIVE POWER
  
 
0
  
     
     
8.
SHARED DISPOSITIVE POWER
  
 
66,289
  
     
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
66,289
  
     
     
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[_]
     
     
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
  
 
.84%
  
     
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  
 
PN
  

 
 
 


CUSIP No
03662X100
      
       
1.
NAME OF REPORTING PERSONS
    
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
    
 
Crossfields Capital Management LLC
    
       
       
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  
   
(a)  [_]
   
(b)  [_]
       
3.
SEC USE ONLY
    
       
       
       
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
    
 
Delaware
    
       
       
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
  
       
5.
SOLE VOTING POWER
    
 
0
    
       
       
6.
SHARED VOTING POWER
    
 
66,289
    
       
       
7.
SOLE DISPOSITIVE POWER
    
 
0
    
       
       
8.
SHARED DISPOSITIVE POWER
    
 
66,289
    
       
       
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  
 
66,289
    
       
       
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
    
       
       
       
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
    
 
.84%
    
       
       
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
    
 
IA
    

 
 
 


CUSIP No
03662X100
      
       
1.
NAME OF REPORTING PERSONS
    
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
    
 
Philip Summe
    
       
       
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  
   
(a)  [_]
   
(b)  [_]
       
3.
SEC USE ONLY
    
       
       
       
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
    
 
USA
    
       
       
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
  
       
5.
SOLE VOTING POWER
    
 
0
    
       
       
6.
SHARED VOTING POWER
    
 
66,289
    
       
       
7.
SOLE DISPOSITIVE POWER
    
 
0
    
       
       
8.
SHARED DISPOSITIVE POWER
    
 
66,289
    
       
       
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  
 
66,289
    
       
       
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
    
       
       
       
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
    
 
.84%
    
       
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
    
 
IN
    

 
 
 


CUSIP No
03662X100
    

Item 1.
(a).
Name of Issuer:
  
       
   
Answers Corporation
  

 
(b).
Address of issuer's principal executive offices:
  
       
   
237 West 35th Street
Suite 1101
New York, New York 10001
  

Item 2.
(a).
Name of person filing:
 
  
   
Crossfields Fund I LP
  
   
Crossfields Capital Management LLC
  
   
Philip Summe
  

 
(b).
Address of principal business office, or if none, residence:
 
  
   
Crossfields Fund I LP
c/o Crossfields Capital Management LLC
800 Third Avenue, Suite 1701
New York, New York 10022
  
       
   
Crossfields Capital Management LLC
800 Third Avenue, Suite 1701
New York, New York 10022
  
       
   
Philip Summe
c/o Crossfields Capital Management LLC
800 Third Avenue, Suite 1701
New York, New York 10022
  

 
(c).
Citizenship:
 
  
   
Crossfields Fund I LP- Delaware
  
   
Crossfields Capital Management LLC- Delaware
  
   
Philip Summe- USA
  

 
(d).
Title of class of securities:
  
       
   
Common stock; $0.001 par value
  

 
(e).
CUSIP No.:
  
       
   
03662X100
  


 
 
 


Item 3.
  
If This Statement is filed pursuant to §§.240.13d-1(b) or 240.13d-2(b), or (c), check whether the person filing is a

 
(a)
[_]
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 
(b)
[_]
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 
(c)
[_]
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 
(d)
[_]
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 
(e)
[_]
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 
(f)
[_]
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

 
(g)
[_]
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 
(h)
[_]
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813);

 
(i)
[_]
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 
(j)
[_]
A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
       
 
(k)
[_]
Group, in accordance with §240.13d-1(b)(1)(ii)(K).  If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
 

Item 4.
Ownership.

 
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 
(a)
Amount beneficially owned:
   
Crossfields Fund I LP – 66,289
   
Crossfields Capital Management LLC – 66,289
   
Philip Summe – 66,289

 
(b)
Percent of class:
   
Crossfields Fund I LP – .84%
   
Crossfields Capital Management LLC – .84%
   
Philip Summe – .84%


 
 
 


 
(c)
Number of shares as to which Crossfields Fund I LP has:

   
(i)
Sole power to vote or to direct the vote
0
  
   
(ii)
Shared power to vote or to direct the vote
66,289
 
   
(iii)
Sole power to dispose or to direct the disposition of
0
 
   
(iv)
Shared power to dispose or to direct the disposition of
66,289
 
         
Number of shares as to which Crossfields Capital Management LLC has:
         
   
(i)
Sole power to vote or to direct the vote
0
   
(ii)
Shared power to vote or to direct the vote
66,289
   
(iii)
Sole power to dispose or to direct the disposition of
0
   
(iv)
Shared power to dispose or to direct the disposition of
66,289
         
Number of shares as to which Philip Summe has:
         
   
(i)
Sole power to vote or to direct the vote
0
   
(ii)
Shared power to vote or to direct the vote
66,289
   
(iii)
Sole power to dispose or to direct the disposition of
0
   
(iv)
Shared power to dispose or to direct the disposition of
66,289

Item 5.
Ownership of Five Percent or Less of a Class.

 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].
 
Crossfields Fund I LP
Crossfields Capital Management LLC
Philip Summe
 
   

Item 6.
Ownership of More Than Five Percent on Behalf of Another Person.

 
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified.  A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
 
 
N/A
   


 
 
 


Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

 
If a parent holding company or control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary.  If a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
 
 
N/A
   

Item 8.
Identification and Classification of Members of the Group.

 
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group.  If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
 
N/A
   

Item 9.
Notice of Dissolution of Group.

 
Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity.  See Item 5.
 
 
N/A
   

Item 10.
Certification.

   
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.


 
 
 


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.
 

 
February 16, 2010
 
(Date)
 
 
CROSSFIELDS FUND I LP
   
 
By:  Crossfields Capital Partners LLC, its General Partner
 
By:  /s/ Philip Summe
 
Name: Philip Summe
 
Title: Managing Member
 
 
CROSSFIELDS CAPITAL MANAGEMENT LLC
   
 
By:  /s/ Philip Summe
 
Name: Philip Summe
 
Title: Managing Member
   
 
PHILIP SUMME*
 
 
/s/ Philip Summe
     

* The Reporting Persons disclaim beneficial ownership over the securities reported herein except to the extent of the reporting persons’ pecuniary interest therein.
 

 

 
 
 

EXHIBIT A

AGREEMENT


The undersigned agree that this Schedule 13G amendment dated December 31, 2009 relating to the Common Stock; $0.001 par value of Answers Corporation shall be filed on behalf of the undersigned.


 
February 16, 2010
 
(Date)
 
 
CROSSFIELDS FUND I LP*
   
 
By:  Crossfields Capital Partners LLC, its General Partner
 
By:  /s/ Philip Summe
 
Name: Philip Summe
 
Title: Managing Member
 
 
CROSSFIELDS CAPITAL MANAGEMENT LLC*
   
 
By:  /s/ Philip Summe
 
Name: Philip Summe
 
Title: Managing Member
   
 
PHILIP SUMME
 
 
/s/ Philip Summe
     

 
SK 25672 0001 1071541