SEC FORM 4/A

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

HEYER ANDREW R

(Last)

(First)

(Middle)

C/O MISTRAL CAPITAL MANAGEMENT, LLC

650 FIFTH AVENUE, 31ST FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
JAMBA, INC. [ JMBA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/22/2010

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/24/2010

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/22/2010		S		165,020⁽⁴⁾	D	$2.22⁽¹⁾	1,673,242⁽²⁾⁽⁴⁾	I⁽²⁾	See Footnotes⁽²⁾⁽¹³⁾
Common Stock	03/22/2010		S		121,311⁽⁵⁾	D	$2.22⁽¹⁾	1,230,046⁽²⁾⁽⁵⁾	D⁽²⁾⁽¹³⁾
Common Stock	03/22/2010		S		43,709⁽⁶⁾	D	$2.22⁽¹⁾	443,196⁽²⁾⁽⁶⁾	D⁽²⁾⁽¹³⁾
Common Stock	03/22/2010		S		8,980⁽⁷⁾	D	$2.22⁽¹⁾	91,058⁽³⁾⁽⁷⁾	D⁽³⁾⁽¹³⁾
Common Stock	03/23/2010		S		587,196⁽⁹⁾	D	$2.2⁽⁸⁾	1,086,046⁽²⁾⁽⁹⁾	I⁽²⁾	See Footnotes⁽²⁾⁽¹³⁾
Common Stock	03/23/2010		S		431,664⁽¹⁰⁾	D	$2.2⁽⁸⁾	798,382⁽²⁾⁽¹⁰⁾	D⁽²⁾⁽¹³⁾
Common Stock	03/23/2010		S		155,532⁽¹¹⁾	D	$2.2⁽⁸⁾	287,664⁽²⁾⁽¹¹⁾	D⁽²⁾⁽¹³⁾
Common Stock	03/23/2010		S		31,956⁽¹²⁾	D	$2.2⁽⁸⁾	59,102⁽³⁾⁽¹²⁾	D⁽³⁾⁽¹³⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

HEYER ANDREW R

(Last)

(First)

(Middle)

C/O MISTRAL CAPITAL MANAGEMENT, LLC

650 FIFTH AVENUE, 31ST FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

MISTRAL EQUITY GP LLC

(Last)

(First)

(Middle)

650 FIFTH AVENUE

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Mistral Equity Partners, LP

(Last)

(First)

(Middle)

650 FIFTH AVENUE

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The price shown in Column 4 is a weighted average sale price. The price range for the sales is $2.22 to $2.23. The Reporting Persons (as defined below) undertake to provide upon request by the staff of the Securities and Exchange Commission, Jamba, Inc. (the "Issuer") or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.

2. Mistral Equity GP, LLC ("ME GP") is the general partner of (i) Mistral Equity Partners, LP ("MEP), a Delaware limited partnership and (ii) Mistral Equity Partners QP, LP ("MEP QP"), a Delaware limited partnership. Andrew R. Heyer ("Mr. Heyer"), who became a director of the Issuer on June 16, 2009, is the chief executive officer, sole managing member and a managing director of ME GP.

3. Mr. Heyer is the sole managing member of MEP Co-Invest, LLC ("MEP C-I"), a Delaware limited liability company. Mr. Heyer, ME GP and MEP are referred to herein as the "Reporting Persons."

4. Represents 121,311 shares of Common Stock sold by MEP and 43,709 shares of Common Stock sold by MEP QP. After the sales, ME GP owned indirectly 1,673,242 shares of the Issuer's Common Stock.

5. Represents 121,311 shares of Common Stock sold by MEP. After the sale, MEP owned directly 1,230,046 shares of the Issuer's Common Stock.

6. Represents 43,709 shares of Common Stock sold by MEP QP. After the sale, MEP QP owned directly 443,196 shares of the Issuer's Common Stock.

7. Represents 8,980 shares of Common Stock sold by MEP C-I. After the sale, MEP C-1 owned directly 91,058 shares of the Issuer's Common Stock.

8. The price shown in Column 4 is a weighted average sale price. The price range for the sales is $2.20 to $2.23. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.

9. Represents 431,664 shares of Common Stock sold by MEP and 155,532 shares of Common Stock sold by MEP QP. After the sale, ME GP owns indirectly 1,086,046 shares of the Issuer's Common Stock.

10. Represents 431,664 shares of Common Stock sold by MEP. After the sale, ME owns indirectly 798,382 shares of the Issuer's Common Stock.

11. Represents 155,532 shares of Common Stock sold by MEP QP. After the sale, MEP QP owns directly 287,664 shares of the Issuer's Common Stock.

12. Represents 31,956 shares of Common Stock sold by MEP C-I. After the sale, MEP C-1 owns directly 59,102 shares of the Issuer's Common Stock.

13. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Remarks:

The Reporting Persons may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as amended. Each Reporting Person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by the Reporting Person. This report shall not be deemed an admission that such Reporting Person is a member of a group or the beneficial owner of any securities not directly owned by such Reporting Person.

	/s/ Andrew R. Heyer	03/26/2010
	/s/ Andrew R. Heyer, as CEO and Managing Director of Mistral Equity GP, LLC	03/26/2010
	/s/ Andrew R. Heyer, as CEO and Managing Director of Mistral Equity GP, LLC, the general partner of Mistral Equity Partners, LP	03/26/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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