Evergreen
Energy, Inc.
|
||
(Name
of Issuer)
|
||
Common
Stock, par value $0.001 per share
|
||
(Title
of Class of Securities)
|
||
30024B104
|
||
(CUSIP
Number)
|
||
January
18, 2008
|
||
(Date
of Event Which Requires Filing of this
Statement)
|
1.
|
Names
of Reporting Persons.
|
J-K
NAVIGATOR FUND, L.P.
|
||||
2.
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
|
(a) £
|
||||
(b) R
|
||||||
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
|
4,461,199
|
|||
6.
|
Shared
Voting Power
|
0
|
||||
7.
|
Sole
Dispositive Power
|
4,461,199
|
||||
8.
|
Shared
Dispositive Power
|
0
|
||||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
|
4,461,199
|
||||
10.
|
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
|
£
|
||||
11.
|
Percent
of Class Represented by Amount in Row (9)
|
5.3%
|
||||
12.
|
Type
of Reporting Person (See Instructions)
|
PN
|
1.
|
Names
of Reporting Persons.
|
STEELHEAD
PARTNERS, LLC
|
||||
2.
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
|
(a) £
|
||||
(b) R
|
||||||
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
|
8,332,805
|
|||
6.
|
Shared
Voting Power
|
0
|
||||
7.
|
Sole
Dispositive Power
|
8,332,805
|
||||
8.
|
Shared
Dispositive Power
|
0
|
||||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
|
8,332,805
|
||||
10.
|
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
|
£
|
||||
11.
|
Percent
of Class Represented by Amount in Row (9)
|
9.9%
|
||||
12.
|
Type
of Reporting Person (See Instructions)
|
IA
|
1.
|
Names
of Reporting Persons.
|
JAMES
MICHAEL JOHNSTON
|
||||
2.
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
|
(a) £
|
||||
(b) R
|
||||||
3.
|
SEC
Use Only
|
|||||
4.
|
Citizenship
or Place of Organization
|
United
States
|
||||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5.
|
Sole
Voting Power
|
0
|
|||
6.
|
Shared
Voting Power
|
8,332,805
|
||||
7.
|
Sole
Dispositive Power
|
0
|
||||
8.
|
Shared
Dispositive Power
|
8,332,805
|
||||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
|
8,332,805
|
||||
10.
|
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
|
£
|
||||
11.
|
Percent
of Class Represented by Amount in Row (9)
|
9.9%
|
||||
12.
|
Type
of Reporting Person (See Instructions)
|
IN/HC
|
1.
|
Names
of Reporting Persons.
|
BRIAN
KATZ KLEIN
|
||||
2.
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
|
(a) £
|
||||
(b) R
|
||||||
3.
|
SEC
Use Only
|
|||||
4.
|
Citizenship
or Place of Organization
|
United
States
|
||||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5.
|
Sole
Voting Power
|
0
|
|||
6.
|
Shared
Voting Power
|
8,332,805
|
||||
7.
|
Sole
Dispositive Power
|
0
|
||||
8.
|
Shared
Dispositive Power
|
8,332,805
|
||||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
|
8,332,805
|
||||
10.
|
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
|
£
|
||||
11.
|
Percent
of Class Represented by Amount in Row (9)
|
9.9%
|
||||
12.
|
Type
of Reporting Person (See Instructions)
|
IN/HC
|
Item
1(a).
|
Name
of Issuer:
|
Item
1(b).
|
Address
of Issuer’s Principal Executive
Office:
|
Item
2(a).
|
Name
of Person Filing:
|
Item
2(b).
|
Address
of Principal Business Office or, if none,
Residence:
|
Item
2(c).
|
Citizenship:
|
Item
2(d).
|
Title
of Class of Securities:
|
Item
2(e).
|
CUSIP
Number:
|
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:
|
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.
|
Item
5.
|
Ownership
of Five Percent or Less of a
Class.
|
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another
Person.
|
Item
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on By the Parent Holding
Company.
|
Item
8.
|
Identification
and Classification of Members of the
Group.
|
Item
9.
|
Notice
of Dissolution of Group.
|
Item
10.
|
Certification.
|
Dated: January
28, 2008
|
STEELHEAD
PARTNERS, LLC
By: /s/
James Michael Johnston
James
Michael Johnston
Its
Member-Manager
|
JAMES
MICHAEL JOHNSTON
/s/
James Michael Johnston
James
Michael Johnston
|
|
BRIAN
KATZ KLEIN
/s/
Brian Katz Klein
Brian
Katz Klein
|
Dated: January
28, 2008
|
J-K
NAVIGATOR FUND, L.P.
By:Steelhead
Partners, LLC, its General Partner
By: /s/
James Michael Johnston
James
Michael Johnston
Its
Member Manager
|
Exhibit
A
|
Joint
Filing Undertaking
|
Page
10
|
Dated: January
28, 2008
|
J-K
NAVIGATOR FUND, L.P.
By:
Steelhead Partners, LLC, its General Partner
By: /s/
James Michael Johnston
James
Michael Johnston
Its
Member-Manager
|
STEELHEAD
PARTNERS, LLC
By: /s/
James Michael Johnston
James
Michael Johnston
Its
Member Manager
|
|
JAMES
MICHAEL JOHNSTON
/s/
James Michael Johnston
James
Michael Johnston
|
|
BRIAN
KATZ KLEIN
/s/
Brian Katz Klein
Brian
Katz Klein
|