SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
SCHEDULE
13G
(Rule
13d-102)
INFORMATION
TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)
(Amendment
No. __)*
Cutera,
Inc.
(Name of
Issuer)
Common
Stock, par value $0.001 per share
(Title of
Class of Securities)
232109108
(CUSIP
Number)
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February
13, 2008
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(Date of
Event Which Requires Filing of this Statement)
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
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o
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Rule
13d-1(b)
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þ
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Rule
13d-1(c)
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o
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Rule
13d-1(d)
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*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
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CUSIP
NO. 232109108
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Page
2 of 6
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1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Michael
A. Roth and Brian J. Stark, as joint filers pursuant to Rule
13d-1(k)
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
(b)
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þ
¨
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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
United
States of America
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
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5
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SOLE
VOTING POWER
0
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6
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SHARED
VOTING POWER
639,292
shares of Common Stock (See Item 4)
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7
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SOLE
DISPOSITIVE POWER
0
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8
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SHARED
DISPOSITIVE POWER
639,292
shares of Common Stock (See Item 4)
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
639,292
shares of Common Stock (See Item 4)
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
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CERTAIN
SHARES
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¨
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
(See Item 4)
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12
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TYPE
OF REPORTING PERSON
IN
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SCHEDULE
13G
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CUSIP
NO. 232109108
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Page 3 of
6
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Item
1(a).
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Name
of Issuer:
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Cutera,
Inc. (the “Issuer”).
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Item
1(b).
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Address
of Issuer’s Principal Executive Offices:
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3240
Bayshore Blvd.
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Brisbane,
California 94005
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Items
2(a),
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Name
of Persons Filing, Address
of Principal Business Office and
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(b)
and (c).
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Citizenship:
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This
Schedule 13G is being filed on behalf of Michael A. Roth and Brian J.
Stark, as joint filers (collectively, the “Reporting
Persons”).
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The
Reporting Persons have entered into a Joint Filing Agreement, a copy of
which is filed with this Schedule 13G as Exhibit 1, pursuant to which the
Reporting Persons have agreed to file this Schedule 13G jointly in
accordance with the provisions of Rule 13d-1(k) of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”).
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The
principal business office of the Reporting Persons is 3600 South Lake
Drive, St. Francis, WI 53235. The Reporting Persons are
citizens of the United States of America.
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Item
2(d).
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Title
of Class of Securities:
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Common
Stock, par value $0.001 per share (the “Common Stock”)
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Item
2(e).
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CUSIP
Number:
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232109108
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Item
3.
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Not
applicable.
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SCHEDULE
13G
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CUSIP
NO. 232109108
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Page 4 of
6
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Item
4.
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Ownership.
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(a)
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Amount beneficially
owned: 639,292 shares of Common Stock*
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(b)
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Percent of class:
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Based
on 12,691,000 shares of Common Stock outstanding as of October 31, 2007 as
indicated in the Issuer’s Quarterly Report on Form 10-Q for the quarterly
period ended September 30, 2007, the Reporting Persons hold approximately
5.0%* of the issued and outstanding Common Stock of the
Issuer.
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(c)
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Number of shares to which such person
has:
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(i)
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Sole
power to vote or direct the vote: 0
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(ii)
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Shared
power to vote or direct the vote: 639,292 shares of Common
Stock*
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(iii)
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Sole
power to dispose or to direct the disposition of: 0
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(iv)
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Shared
power to dispose of or direct the disposition of: 639,292 shares of Common
Stock*
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*The
Reporting Persons beneficially own an aggregate of 639,292 shares of
Common Stock. The foregoing amount of Common Stock and
percentage ownership represent the combined indirect holdings of Michael
A. Roth and Brian J. Stark.
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All
of the foregoing represents an aggregate of 639,292 shares of Common Stock
held directly by Stark Master Fund Ltd. (“Stark Master”) and Stark
Criterion Master Fund Ltd. ("Stark Criterion"). The Reporting
Persons direct the management of Stark Offshore Management LLC (“Stark
Offshore”) and Stark Criterion Management LLC (“Stark Criterion
Management”), which acts as the investment manager and has sole power to
direct the management of Stark Master and Stark Criterion,
respectively. As the Managing Members of Stark Offshore and
Stark Criterion Management, the Reporting Persons possess voting and
dispositive power over all of the foregoing shares. Therefore,
for the purposes of Rule 13d-3 under the Exchange Act, the Reporting
Persons may be deemed to be the beneficial owners of, but hereby disclaim
such beneficial ownership of, the foregoing shares.
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SCHEDULE
13G
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CUSIP
NO. 232109108
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Page 5 of
6
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Item
5.
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Ownership
of Five Percent or Less of a Class.
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Not
applicable
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another Person.
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Not
applicable
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported By the Parent Holding Company.
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Not
applicable
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Item
8.
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Identification
and Classification of Members of the Group.
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Not
applicable
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Item
9.
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Notice
of Dissolution of a Group.
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Not
applicable
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Item
10.
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Certification.
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By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of
the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose
or effect.
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SCHEDULE
13G
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CUSIP
NO. 232109108
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Page 6 of
6
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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 25, 2008 | |||
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/s/ Michael A. Roth | |
| Michael A. Roth | |||
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/s/ Brian J. Stark | |
| Brian J. Stark | |||
SCHEDULE
13G
CUSIP NO.
232109108
Exhibit
1
JOINT
FILING AGREEMENT
In
accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as
amended, the undersigned agree to the joint filing on behalf of each of them of
a statement on Schedule 13G (including amendments thereto) with respect to
639,292 shares of Common Stock of Cutera, Inc. and further agree that this Joint
Filing Agreement shall be included as an exhibit to such joint
filings.
The
undersigned further agree that each party hereto is responsible for the timely
filing of such Schedule 13G and any amendments thereto, and for the completeness
and accuracy of the information concerning such party contained therein;
provided, however, that no party is responsible for the completeness or accuracy
of the information concerning any other party making the filing, unless such
party knows or has reason to believe that such information is
inaccurate.
IN
WITNESS WHEREOF, the parties have executed this Joint Filing Agreement on
February 25, 2008.
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/s/ Michael A. Roth | |
| Michael A. Roth | |||
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/s/ Brian J. Stark | |
| Brian J. Stark | |||