Form D/A
View Original Filing
Notice of Exempt Offering of Securities
Item 1. Issuer's Identity
Name of Issuer:
STEELHEAD NAVIGATOR MASTER, L.P.
Jurisdiction of Incorporation/Organization
BE
Year of Incorporation/Organization
Over Five Years Ago
Previous Name(s)
- STEELHEAD OFFSHORE CAPITAL, L.P.
- STEELHEAD OFFSHORE CAPITAL LP
Entity Type
LIMITED PARTNERSHIP
Item 2 Issuer Principal Place of Business and Contact Information
C/O CITCO FUND SERVICES (BERMUDA) LTD
4TH FL.; MINTFLOWER PL., 8 PAR-LA-VILLE
HAMILTON, D0 HM08
Phone Number:
subscription required
Item 3. Related Persons
Name
NOT APPLICABLE STEELHEAD OFFSHORE PARTNERS, LLC
Address
subscription required
Relationship(s)
- EXECUTIVE OFFICER
- PROMOTER
Clarification of Response
GENERAL PARTNER OF THE ISSUER
Item 3. Related Persons
Name
NOT APPLICABLE STEELHEAD PARTNERS, LLC
Address
subscription required
Relationship(s)
- EXECUTIVE OFFICER
- PROMOTER
Clarification of Response
OF STEELHEAD OFFSHORE PARTNERS, LLC, THE GENERAL PARTNER OF THE ISSUER
Item 3. Related Persons
Name
J. MICHAEL JOHNSTON
Address
subscription required
Relationship(s)
- EXECUTIVE OFFICER
- PROMOTER
Clarification of Response
OF STEELHEAD PARTNERS, LLC, THE MANAGING MEMBER OF STEELHEAD OFFSHORE PARTNERS, LLC, THE GENERAL PARTNER OF THE ISSUER
Item 3. Related Persons
Name
BRIAN K. KLEIN
Address
subscription required
Relationship(s)
- EXECUTIVE OFFICER
- PROMOTER
Clarification of Response
OF STEELHEAD PARTNERS, LLC, THE MANAGING MEMBER OF STEELHEAD OFFSHORE PARTNERS, LLC, THE GENERAL PARTNER OF THE ISSUER
Item 3. Related Persons
Name
BRENT EUGENE BINGE
Address
subscription required
Relationship(s)
Clarification of Response
OF STEELHEAD PARTNERS, LLC, THE MANAGING MEMBER OF STEELHEAD OFFSHORE PARTNERS, LLC, THE GENERAL PARTNER OF THE ISSUER
Item 3. Related Persons
Name
GREGORY MARTIN STEVENSON
Address
subscription required
Relationship(s)
Clarification of Response
OF STEELHEAD PARTNERS, LLC, THE MANAGING MEMBER OF STEELHEAD OFFSHORE PARTNERS, LLC, THE GENERAL PARTNER OF THE ISSUER
Item 3. Related Persons
Name
GRANT W. HULSE
Address
subscription required
Relationship(s)
Clarification of Response
OF STEELHEAD PARTNERS, LLC, THE MANAGING MEMBER OF STEELHEAD OFFSHORE PARTNERS, LLC, THE GENERAL PARTNER OF THE ISSUER
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:
11/01/2004
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
- Equity
- 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 13. Offering and Sales Amounts
Total Offering Amount
INDEFINITE
Total Amount Sold
383069594
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:
1
Item 15. Sales Commissions and Finders' Fees Expenses
Sales Commissions:
0.0
Finders' Fees
0.0
Clarification of Response
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
STEELHEAD NAVIGATOR MASTER, L.P.
Issuer Signature
/S/J. MICHAEL JOHNSTON
Signer Name
J. MICHAEL JOHNSTON
Signer Title
MEMBER-MANAGER OF THE GP OF THE ISSUER
Signature Date
03/03/2011