SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G/A
Under the
Securities Exchange Act of 1934
Koppers
Holdings Inc.
(Name of
Issuer)
Common
Stock, par value $0.01 per share
(Title of
Class of Securities)
50060P106
(CUSIP
Number)
December
31, 2007
(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)
[ ]
Rule 13d-1(c)
[ X]
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).
SCHEDULE
13G/A
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1
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NAME
OF REPORTING PERSON: Saratoga Partners III, L.P.
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY):
13-3767052
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|
2
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CHECK
THE APPROXIMATE BOX IF A MEMBER OF A
GROUP (a) [ ]
(b) [ ]
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION:
Delaware
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5 SOLE
VOTING POWER
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|
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NUMBER
OF
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1,043,830
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SHARES
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BENEFICIALLY
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6 SHARED
VOTING POWER
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OWNED
BY
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EACH
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0
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REPORTING
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PERSON
WITH
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7 SOLE
DISPOSITIVE POWER
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1,043,830
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8 SHARED
DISPOSITIVE POWER
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0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,043,830
shares
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10
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CHECK
BOX IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
|
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
(9): 5.01%
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12
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TYPE
OF REPORTING PERSON:
PN
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Item
1.
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(a)
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Name
of Issuer:
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The name
of the issuer is Koppers Holdings Inc. (the "Issuer").
(b) Address
of Issuer's Principal Executive Offices:
The
principal executive offices of the Issuer are located at 436 Seventh Avenue,
Pittsburgh, Pennsylvania 15219-1800.
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|
Item
2.
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(a)
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Name
of Person Filing:
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This
Schedule 13G Statement (this "Statement") is hereby filed by Saratoga Partners
III, L.P.
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(b)
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Address
of Principal Business Office, or, if none,
Residence:
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535
Madison Avenue
New York,
NY 10022
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(c)
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Citizenship:
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Delaware
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(d)
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Title
of Class of Securities:
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Common
Stock, par value $0.01 per share
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(e)
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CUSIP
Number:
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50060P106
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Item
3.
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If
this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b)
or (c), check whether the person filing is
a:
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(a)
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[ ]
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Broker
or dealer registered under Section 15 of the
Act
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(15
U.S.C. 78o);
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(b)
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[ ]
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Bank
as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c);
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(c)
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[ ]
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Insurance
company as defined in Section 3(a)(19) of the
Act
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(15
U.S.C. 78c);
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(d)
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[ ]
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Investment
company registered under Section 8 of the Investment Company Act of 1940
(15 U.S.C. 80a-8);
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(e)
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[ ]
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An
investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E);
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(f)
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[ ]
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An
employee benefit plan or endowment fund in accordance with Section
240.13d-1(b)(1)(ii)(F);
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(g)
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[ ]
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A
parent holding company or control person in accordance with Section
240.13d-1(b)(1)(ii)(G);
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(h)
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[ ]
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A
savings associations as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813);
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(i)
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[ ]
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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);
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(j)
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[ ]
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Group,
in accordance with Section
240.13d-1(b)(1)(ii)(J).
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Item
4. Ownership.
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(a)
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Amount
beneficially owned:
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1,043,830 shares
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(b)
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Percent
of class:
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5.01%
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(c)
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Voting
and dispositive power:
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Sole
voting power: 1,043,830
shares
Sole dispositive power:
1,043,830 shares
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Item
5. Ownership of Five Percent or Less of a
Class.
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Not
Applicable
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Item
6. Ownership of More than Five Percent on Behalf of Another
Person.
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Not
Applicable
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Item
7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company.
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Not
applicable.
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Item
8. Identification and Classification of Members of the
Group.
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Not
applicable.
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Item
9. Notice of Dissolution of
Group.
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Not
applicable.
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Item
10. Certification.
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Not
applicable.
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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.
Dated: February 6,
2008
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SARATOGA
PARTNERS III, L.P.
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Name: Richard
A. Petrocelli
Title: Treasurer
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