Form D/A

View Original Filing

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
GS GAMMA INVESTMENTS LLC
Jurisdiction of Incorporation/Organization
DE
Year of Incorporation/Organization
2004

Previous Name(s)

Entity Type
LIMITED LIABILITY COMPANY

Item 2 Issuer Principal Place of Business and Contact Information

GS GAMMA MANAGEMENT, LLC
135 EAST 57TH STREET
NEW YORK, NY 10022
Phone Number: subscription required

Item 3. Related Persons

Name
N/A GS GAMMA MANAGEMENT, LLC
Address
subscription required
Relationship(s)
  • PROMOTER
Clarification of Response
MANAGER

Item 3. Related Persons

Name
N/A GUGGENHEIM PARTNERS, LLC
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
MEMBER OF THE MANAGER

Item 3. Related Persons

Name
N/A GS GAMMA ADVISORS, LLC
Address
subscription required
Relationship(s)
  • PROMOTER
Clarification of Response
INVESTMENT ADVISOR

Item 3. Related Persons

Name
GEORGE SYKES
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
MEMBER OF THE MANAGER

Item 4. Industry Group

POOLED INVESTMENT FUND - HEDGE FUND

Item 5. Issuer Size

Aggregate Net Asset Value Range (for issuer specifying "hedge" or "other investment" fund in item 4 above)
DECLINE TO DISCLOSE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

Amendment
Date of First Sale in this Offering:
07/01/2005

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
Yes

Item 9. Type(s) of Securities Offered

  • Pooled Investment Fund Interests

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
0

Item 12. Sales Compensation

Recipient
GUGGENHEIM CAPITAL MARKETS, LLC
Recipient CRD Number
40638
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
135 EAST 57TH STREET
8TH FLOOR
NEW YORK, NY 10022
States of Solicitation
  • ALL STATES

Item 12. Sales Compensation

Recipient
GUGGENHEIM SECURITIES, LLC
Recipient CRD Number
30096
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
135 EAST 57TH STREET
15TH FLOOR
NEW YORK, NY 10022
States of Solicitation
  • AK
  • CA
  • CO
  • CT
  • DE
  • DC
  • FL
  • GA
  • IL
  • MD
  • MA
  • MI
  • MO
  • NJ
  • NY
  • NC
  • OH
  • OK
  • PA
  • RI
  • SC
  • SD
  • TN
  • TX
  • VA
  • WA
  • WI
  • WY

Item 13. Offering and Sales Amounts

Total Offering Amount
INDEFINITE
Total Amount Sold
75776938
Total Remaining to be Sold
INDEFINITE
Clarification of Response

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
23

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0 Is an estimate
Finders' Fees
0.0 Is an estimate
Clarification of Response
THE MANAGER PAYS A CERTAIN PERCENTAGE OF THE AGGREGATE PRINCIPAL AMOUNT OF INTERESTS SOLD TO THE PLACEMENT AGENT - SEE ITEM 12. THE CURRENT OFFERING COMMENCED PRIOR TO 3/15/09; ITEM 15 REFLECTS THE REQUESTED INFORMATION COMMENCING FROM SUCH DATE.

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
0.0
Clarification of Response

Signature and Submission

Issuer Name
GS GAMMA INVESTMENTS LLC
Issuer Signature
GEORGE SYKES
Signer Name
GEORGE SYKES
Signer Title
MEMBER OF THE MANAGER
Signature Date
03/13/2009
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